Terms and conditions

Last updated: 4 April 2013

UPMYSPORT Ltd (referred to as “upmysport”, “we”, “us” or “our”) provides an online platform that connects sports and fitness instructors and other tuition providers with those seeking sports and fitness tuition (the “Services”). The Services are accessible at www.upmysport.com and any other websites or mobile applications through which upmysport makes the Services available (collectively, the “Site”). By using the Site, you agree to comply with and be legally bound by these terms and conditions (the “Terms”), whether or not you become a registered member of the Site.

Important

These Terms govern your access to and use of the Site and Services and all of the Site Content (defined below) and constitute a binding legal agreement between you and upmysport. Please read carefully these Terms and our Privacy Policy, which may be found at http://upmysport.com/privacy, and which is incorporated by reference into these Terms. If you do not agree to these Terms, you may not obtain information from or otherwise continue using the Site. Failure to use the Site in accordance with these Terms may subject you to civil and criminal penalties.

The Site and Services comprise an online platform through which Instructors (defined below) may create Listings (defined below) for Sports Tuition (defined below) and Members (defined below) may learn about and book Listings. You understand and agree that upmysport is not a party to any agreements entered into between Instructors and Members, nor is upmysport a Sports Tuition broker, agent or insurer. Upmysport has no control over the conduct of Instructors, Members and other users of the Site and Services or any Listings and disclaims all liability in this regard.

Key Terms

"Instructor" means a Member who creates a Listing via the Site and Services.

"Listing" means Sports Tuition that is listed by an Instructor as available to users via the Site and Services, together with any associated upmysport Account profile page of such Instructor.

"Member" means a person who completes upmysport’s account registration process, including, but not limited to Instructors and Attendees, as described under "Account Registration" below.

"Member Content" means all text, graphics, images, music, software, audio, video, information or other materials that a Member posts, uploads, publishes, submits or transmits to be made available through the Site or Services.

"Attendee" means a Member who requests a booking of a Listing via the Site or Services, or a Member who attends a Listing and is not the Instructor for such Listing.

"Site Content" means all upmysport Content and all Member Content.

“Sports Tuition” means sports and fitness tuition delivered through private and group courses, classes and lessons by an individual instructor, coach, trainer, centre, school, organisation or other tuition provider.

"Tax" or "Taxes" means any sales taxes, value added taxes (VAT), goods and services taxes (GST) and other similar municipal, state and federal indirect or other withholding and personal or corporate income taxes.

"upmysport Content" means all text, graphics, images, music, software, audio, video, information or other materials that upmysport makes available through the Site or Services, including any content licensed from a third party, but excluding Member Content.

Certain areas of the Site (and your access to or use of certain aspects of the Services or Site Content) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site, Services, or Site Content, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site, Services, or Site Content.

You acknowledge and agree that, by accessing or using the Site or Services or by downloading or posting any content from or on the Site, or through the Services, you are indicating that you have read, and that you understand and agree to be bound by these Terms, whether or not you have registered with the Site. If you do not agree to these Terms, then you have no right to access or use the Site, Services, or Site Content.

If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, "you" and "your" will refer and apply to that company or other legal entity.

Modification

upmysport reserves the right, at its sole discretion, to modify the Site or Services or to modify these Terms, including the Service Fees, at any time and without prior notice. If we modify these Terms, we will post the modification on the Site or provide you with notice of the modification. We will also update the last updated date at the top of these Terms. By continuing to access or use the Site or Services after we have posted a modification on the Site or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site and Services.

Eligibility

The Site and Services are intended solely for persons who are 18 or older. Any access to or use of the Site or Services by anyone under 18 is expressly prohibited. By accessing or using the Site or Services, or by registering as a Member, you represent and warrant that you are 18 or older.

How the Site and Services Work

The Site and Services can be used to facilitate the listing and booking of Sports Tuition. Such Sports Tuition is included in Listings on the Site and Services by Instructors. You may view Listings as an unregistered visitor to the Site and Services; however, if you wish to book Sports Tuition, ask a question to an Instructor, or create a Listing, you must first register to create an upmysport Account (defined below).

As stated above, upmysport makes available a platform or marketplace with related technology for Attendees and Instructors to meet online and arrange for bookings of Sports Tuition. upmysport is not a provider of sports and fitness tuition, including, but not limited to, courses, lessons, classes, sessions or other tuition offerings, nor is it a provider of sports facilities, including, but not limited to, tennis courts, golf courses, squash courts, halls, gymnasiums, swimming pools or other leisure facilities and upmysport does not own, sell, re-sell, provide, rent, re-rent, manage and/or control sports equipment, including, but not limited to, rackets, clubs, skis, bats, balls and boats, nor does it provide transportation, lodging or other travel services. Similarly, upmysport is not a contracting agent or representative of any Instructor. Instead, upmysport’s role is solely to facilitate the availability of the Site and Services for Members and to provide services related thereto.

Please note that, as stated above, the Site and Services are intended to be used to facilitate the booking of Sports Tuition. upmysport does not control the Member content contained in any Listings and the condition, legality or suitability of any Sports Tuition. upmysport is not responsible for and disclaims any and all liability related to any and all Listings and Sports Tuition. Accordingly, any bookings will be made at the Member’s own risk.

Account Registration

In order to access certain features of the Site, and to book Sports Tuition or create a Listing, you must register to create an account ("upmysport Account") and become a Member. You may register to join the Services directly via the Site or as described in this section.

You can also register to join by logging into your account with certain third party social networking sites (including, but not limited to Facebook and Twitter); each such account, a "Social Network Account", via our Site, as described below. As part of the functionality of the Site and Services, you may link your upmysport Account with Social Network Accounts, by either: (i) providing your Social Network Account login information to upmysport through the Site or Services; or (ii) allowing upmysport to access your Social Network Account, as is permitted under the applicable terms and conditions that govern your use of each Social Network Account. You represent that you are entitled to disclose your Social Network Account login information to upmysport and/or grant upmysport access to your Social Network Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Social Network Account and without obligating upmysport to pay any fees or making upmysport subject to any usage limitations imposed by such third party service providers.

By granting upmysport access to any Social Network Accounts, you understand that upmysport will access, make available and store (if applicable) any text, graphics, images, music, software, audio, video, information or other materials that you have provided to and stored in your Social Network Account ("Social Network Content") so that it is available on and through the Site and Services via your upmysport Account and upmysport Account profile page. Unless otherwise specified in these Terms, all Social Network Content, if any, shall be considered to be Member Content for all purposes of these Terms. Depending on the Social Network Accounts you choose and subject to the privacy settings that you have set in such Social Network Accounts, personally identifiable information that you post to your Social Network Accounts will be available on and through your upmysport Account on the Site and Services. Please note that if a Social Network Account or associated service becomes unavailable or upmysport’s access to such Social Network Account is terminated by the third party service provider, then Social Network Content will no longer be available on and through the Site and Services.

Please note that your relationship with the third party service providers associated with your Social Network Accounts is governed solely by your agreement(s) with such third party service providers.

upmysport makes no effort to review any Social Network Content for any purpose, including but not limited to, for accuracy, legality or non-infringement and upmysport is not responsible for any Social Network Content.

We will create your upmysport Account and your upmysport Account profile page for your use of the Site based upon the personal information you provide to us or that we obtain via a Social Network as described above. You may not have more than one (1) active upmysport Account. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. upmysport reserves the right to suspend or terminate your upmysport Account and your access to the Site and Services if you create more than one (1) upmysport Account or if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your upmysport Account, whether or not you have authorized such activities or actions. You will immediately notify upmysport of any unauthorised use of your upmysport Account.

Sports Tuition Listings

As a Member, you may create Listings. To this end, you will be asked a variety of questions about the Sports Tuition to be listed, including, but not limited to, the location, capacity, duration, features, availability of the Sports Tuition and pricing and related rules and financial terms. In order to be featured in Listings via the Site and Services, you must provide your full name, telephone number and registered address. Listings will be made publicly available via the Site and Services. Other Members will be able to book your Sports Tuition via the Site and Services based upon the information provided in your Listing. You understand and agree that once a Attendee requests a booking of your Sports Tuition, the price for such booking may not be increased.

You acknowledge and agree that you are solely responsible for any and all Listings you post. Accordingly, you represent and warrant that any Listing you post and the booking of, or Attendee attendance at, any Sports Tuition in a Listing you post (i) will not breach any agreements you have entered into with any third parties and (ii) will (a) be in compliance with all applicable laws, Tax requirements, and rules and regulations that may apply to any Sports Tuition included in a Listing you post, and (b) not conflict with the rights of third parties. Please note that upmysport assumes no responsibility for an Instructor’s compliance with any applicable laws, rules and regulations.

You understand and agree that upmysport does not act as an insurer or as a contracting agent for, or representative of, you as an Instructor, and if a Attendee requests a booking of your Listing and attends your Sports Tuition, any agreement you enter into with such Attendee is between you and the Attendee and upmysport is not a party thereto. Please note that upmysport reserves the right, at any time and without prior notice, to remove or disable access to any Listing for any reason, including Listings that upmysport, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site or Services.

If you are an Instructor, upmysport makes certain tools available to you to help you to make informed decisions about which Members you choose to confirm for booking for your Sports Tuition. You acknowledge and agree that, as an Instructor, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who instruct at or are otherwise present at the Sports Tuition at your request or invitation, excluding the Attendee (and the individuals the Attendee invites to join the Sports Tuition, if applicable.)

upmysport recommends that Instructors and Attendees obtain appropriate insurance for their Sports Tuition. Please review any insurance policy that you may have for your Sports Tuition carefully, and in particular please make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of Instructors and Attendees (and the individuals the Attendee invites to join the Sports Tuition, if applicable) while attending your Sports Tuition.

No Endorsement

upmysport does not endorse any Members or any Sports Tuition. In addition, although these Terms require Members to provide accurate information, we do not attempt to confirm, and do not confirm, any Member’s purported identity (though our third party payment providers may do so) or whether they have the required or appropriate insurances, qualifications or experience to instruct or attend the Sports Tuition. You are responsible for determining the identity and suitability of others who you contact via the Site and Services. We will not be responsible for any damage or harm resulting from your interactions with other Members. By using the Site or Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Members or other third parties will be limited to a claim against the particular Members or other third parties who caused you harm and you agree not to attempt to impose liability on, or seek any legal remedy from upmysport with respect to such actions or omissions. Accordingly, we encourage you to communicate directly with other Members on the Site and Services regarding any bookings or Listings made by you.

Bookings and Financial Terms

For Instructors:

If you are an Instructor and a booking is requested for your Sports Tuition via the Site and Services, you will be asked to either confirm or reject the booking or respond with suggested times for a booking within 48 hours of when the booking is requested (as determined by upmysport in its sole discretion). When a booking is requested via the Site and Services, we will share with you (i) the name of the Attendee who has requested the booking and the names of any individuals the Attendee invites to join the Sports Tuition, if applicable (ii) a link to the Attendee’s upmysport Account profile page so that you can view such information before confirming or rejecting the booking, and (iii) a message from the Attendee, if applicable.

If you decide to reject a booking of Sports Tuition, any amounts collected for the requested booking will be refunded to the applicable Attendee’s credit or debit card or PayPal or GoCardless account and any pre-authorisation will be released.

If the booking request is for a private lesson, or if you are unable to respond to a Attendee within 48 hours of the booking request but you do decide to accept the booking after such period or you wish to have further correspondence with the Attendee, the Attendee will be required to re-accept the booking before the booking is confirmed.

When you and the Attendee have accepted a booking request, upmysport will send you an email or message via the Site confirming such booking.

If a booking is not confirmed within 30 days of the date when the booking request is first made, then the booking will be automatically cancelled and any amounts collected for the requested booking will be refunded to the applicable Attendee’s credit or debit card or paypal or GoCardless account and any pre-authorisation will be released.

The “Total Fees” displayed in each Listing are comprised of the Sports Tuition Fees (defined below) and the Service Fees (defined below). Note that it is the Instructor and not upmysport which determines the Total Fees. upmysport charges a fee to Instructors as a percentage of the applicable Total Fees to cover upmysport’s costs to maintain, develop the Site and Services and process any payments via the Site and Services plus any applicable Taxes (the "Service Fees"). Service Fees are non-refundable.

At the time of a booking request, upmysport or its third party payment provider will obtain a pre-authorisation via the Attendee’s credit or debit card or via GoCardless or other payment method for the Total Fees or charge the Attendee a nominal amount. If the booking is confirmed, upmysport or its third party payment provider will collect the Total Fees prior to the Sports Tuition taking place and will remit the Total Fees less the Service Fees (the “Sports Tuition Fees”) to the Instructor in a commercially reasonable time of when the Attendee attends the first day of the Sports Tuition.

Balances may be remitted to Instructors via cheque, PayPal, GoCardless, direct deposit or other payment methods described on the Site. Please note that for any payments by upmysport in currencies other than British pounds, upmysport may deduct foreign currency processing costs from such payments. More information on foreign currency processing cost deductions will be available via the Site.

Please note that upmysport does not currently charge fees for the creation of Listings. However, you acknowledge and agree that upmysport reserves the right, in its sole discretion, to charge you for and collect fees from you for the creation of Listings. Please note that upmysport will provide notice of any Listing fee collection via the Site and Services, prior to implementing such a Listing fee feature.

For Attendees:

The Instructors, not upmysport, are solely responsible for honouring any confirmed bookings and making available any Sports Tuition reserved through the Site and Services. If you, as a Attendee, choose to enter into a transaction with an Instructor for the booking of Sports Tuition, you agree and understand that you will be required to enter into an agreement with the Instructor and you agree to accept any terms, conditions, rules and restrictions associated with such Sports Tuition imposed by the Instructor. You acknowledge and agree that you, and not upmysport, will be responsible for performing the obligations of any such agreements, and upmysport is not a party to such agreements and disclaims all liability arising from or related to any such agreements.

Listings for Sports Tuition will specify the Total Fees. As noted above, the Instructor is asked to either confirm or reject the booking within 48 hours of when the booking is requested or the requested booking will require you as a Attendee to re-confirm the booking for it to proceed. If a requested booking is rejected or cancelled by the applicable Instructor, any amounts collected by upmysport will be refunded to you, and any pre-authorisation will be released, if applicable.

You agree to pay upmysport for the Total Fees for any booking requested in connection with your upmysport Account if such requested bookings are confirmed by the applicable Instructor. In order to establish a booking pending the applicable Instructor’s confirmation of your requested booking, you understand and agree that upmysport reserves the right, in its sole discretion, to (i) obtain a pre-authorisation via your credit or debit card or via GoCardless or other payment method for the Total Fees or (ii) charge your credit or debit card a nominal amount, not to exceed one British pound (£1), or a similar sum in the currency in which you are transacting (e.g. one euro or one US dollar) to verify your credit card. Once upmysport receives confirmation of your booking from the applicable Instructor, upmysport may collect the Total Fees from the time the booking is confirmed in accordance with the terms and conditions of these Terms and the pricing terms set forth in the applicable Listing. Please note that upmysport cannot control any fees that may be charged to a Attendee by his or her bank related to upmysport’s collection of the Total Fees, and upmysport disclaims all liability in this regard.

In connection with your requested booking, you will be asked to provide customary billing information such as name, billing address and credit card, debit card or bank account information (depending on the payment method selected) either to upmysport or its third party payment processor. You agree to pay upmysport for any confirmed bookings made in connection with your upmysport Account in accordance with these Terms by one of the methods described on the Site from time to time – e.g. by PayPal, GoCardless or debit or credit card. You hereby authorize the collection of such amounts by charging the credit or debit card or bank account provided as part of requesting the booking, either directly by upmysport or indirectly, via a third party online payment processor or by one of the payment methods described on the Site. If you are directed to upmysport’s third party payment processor, you may be subject to terms and conditions governing use of that third party’s service and that third party’s personal information collection practices. Please review such terms and conditions and privacy policy before using the services. Once your confirmed booking transaction is complete you will receive a confirmation email summarising your confirmed booking.

In consideration for providing the Services, upmysport collects Service Fees. Where applicable, Taxes may also be charged in addition to the Service Fees. Service Fees are deducted from the Total Fees before remitting the Sports Tuition Fees to the Instructor after the Sports Tuition commences.

Cancellations and Refunds

If, as an Attendee, you cancel your requested booking made via the Site and Services before it is confirmed by an Instructor, upmysport will refund the Total Fees collected or cancel any pre-authorisation provided for such requested booking within a commercially reasonable time.

If, as an Attendee, you cancel a confirmed booking made via the Site and Services after it is confirmed by an Instructor, the cancellation policy stated in the relevant Listing will apply.

Super Flexible Cancellation: Full refund available up to 24 hours before activity.

If, as an Attendee you cancel a confirmed booking made via the Site and Services of a Listing with a “Super Flexible” cancellation policy less than 24 hours before the first day of the Sports Tuition, then the cancellation policy will apply and the Instructor may be entitled to retain up to the full value of the Sports Tuition Fees. Service Fees are non-refundable.

Flexible Cancellation: Full refund available up to 7 days before activity

If, as an Attendee you cancel a confirmed booking made via the Site and Services of a Listing with a “Flexible” cancellation policy less than 7 days before the first day of the Sports Tuition, then the cancellation policy will apply and the Instructor may be entitled to retain up to the full value of the Sports Tuition Fees. Service Fees are non-refundable.

Staged Payment Cancellation: 15% deposit; 50% due 30 days before activity; 100% due 7 days before activity

If, as an Attendee you cancel a confirmed booking made via the Site and Services of a Listing with a “Staged Payments” cancellation policy less than 90 days before the first day of the Sports Tuition, then the cancellation policy will apply and the Instructor may be entitled to retain up to 85% of the value of the Sports Tuition Fees. Service Fees are non-refundable.

If, as an Attendee you cancel a confirmed booking made via the Site and Services of a Listing with a “Staged Payments” cancellation policy less than 30 days before the first day of the Sports Tuition, then the cancellation policy will apply and the Instructor may be entitled to retain up to 50% of the value of the Sports Tuition Fees. Service Fees are non-refundable.

If, as an Attendee you cancel a confirmed booking made via the Site and Services of a Listing marked as having a “Staged Payments” cancellation policy less than 7 days before the first day of the Sports Tuition, then the cancellation policy will apply and the Instructor may be entitled to retain up to the full value of the Sports Tuition Fees. Service Fees are non-refundable.

If an Instructor cancels a confirmed booking made via the Site and Services, upmysport will refund any Total Fees or cancel not yet transferred to the Instructor for such booking to the applicable Attendee or cancel any pre-authorization within a commercially reasonable time of the cancellation. If the Total Fees have been transferred to the Instructor in accordance with the payment schedule and cancellation policy, upmysport is not responsible for allocating refunds to the Attendee and the Attendee should contact the Instructor directly either via upmysport or via the contact details provided for the Instructor to arrange a refund or alternative date for the Sports Tuition.

An Instructor may cancel a confirmed booking made via the Site and Services and offer an alternative date or time for the Listing to the Attendee. If the Attendee accepts the alternative date and time for the Listing within a period of 48 hours of receiving the cancellation notification, then the Attendee agrees to pay the Total Fees relating to the confirmed booking for the Sports Tuition in the alternative booking, in accordance with these Terms. Service Fees are non-refundable.

If an Instructor does not attend the Sports Tuition and you, as a Attendee, have not received any communication from the Instructor or upmysport, or if you have any other issues, please contact upmysport at help@upmysport.com or by using the “Report Problem” feature of the Site and Services within 48 hours of the first day of the Sports Tuition.

If an Instructor has cancelled a confirmed booking and you, as an Attendee, have not received a refund or an email or other communication from upmysport or the Instructor, please contact upmysport at help@upmysport.com

Taxes

You understand and agree that you are solely responsible for determining your applicable Tax reporting requirements in consultation with your tax advisors. upmysport cannot and does not offer Tax-related advice to any Members of the Site and Services. Additionally, please note that each Instructor is responsible for determining local indirect Taxes and for including any applicable Taxes to be collected or obligations relating to applicable Taxes in Listings. Where applicable, or upon request from an Instructor, upmysport may issue a valid VAT invoice to such Instructor.

Member Conduct

In connection with your use of our Site and Services, you may not and you agree that you will not:

• violate any local, state, provincial, national, or other law or regulation, or any order of a court;
• infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights;
• interfere with or damage our Site or Services, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
• use our Site or Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
• use our Site or Services in connection with the distribution of unsolicited commercial email ("spam") or advertisements unrelated to sports tuition;
• "stalk" or harass any other user of our Site or Services or collect or store any personally identifiable information about any other user other than for purposes of transacting as an upmysport Attendee or Instructor;
• offer, as an Instructor, any Sports Tuition that you do not yourself provide or have permission to provide (without limiting the foregoing, you will not list Sports Tuition as an Instructor if you are serving in the capacity of a listing agent for a third party);
• offer, as an Instructor, any Sports Tuition that may not be provided pursuant to the terms and conditions of an agreement with a third party;
• offer, as an Instructor, any Sports Tuition that may not be provided pursuant to any applicable law or regulation or that would give rise to any civil liability;
• register for more than one upmysport Account or register for an upmysport Account on behalf of an individual other than yourself;
• contact an Instructor for any purpose other than asking a question related to a booking, such Instructor’s Sports Tuition or Listings;
• contact a Attendee for any purpose other than asking a question related to a booking or such Attendee’s use of the Site and Services;
• when acting as a Attendee or otherwise, recruit or otherwise solicit any Instructor or other Member to join third party services or websites that are competitive to upmysport, without upmysport’s prior written approval;
• impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
• use automated scripts to collect information or otherwise interact with the Site or Services;
• use the Site and Services to find an Instructor or Attendee and then complete a booking of a Sports Tuition transaction independent of the Site or Services in order to circumvent the obligation to pay any Service Fees related to upmysport’s provision of the Services;
• as an Instructor, submit any Listing with false or misleading information, or submit any Listing with a price that you do not intend to honour; or
• post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
• systematically retrieve data or other content from our Site or Services to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise;
• use, display, mirror or frame the Site, or any individual element within the Site or Services, upmysport’s name, any upmysport trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without upmysport’s express written consent;
• access, tamper with, or use non-public areas of the Site, upmysport’s computer systems, or the technical delivery systems of upmysport’s providers;
• attempt to probe, scan, or test the vulnerability of any upmysport system or network or breach any security or authentication measures;
• avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by upmysport or any of upmysport’s providers or any other third party (including another user) to protect the Site, Services or Site Content;
• forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services or Site Content to send altered, deceptive or false source-identifying information;
• attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services or Site Content; or
• advocate, encourage, or assist any third party in doing any of the foregoing.

upmysport will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. upmysport may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that upmysport has no obligation to monitor your access to or use of the Site, Services or Site Content or to review or edit any Member Content, but has the right to do so for the purpose of operating the Site and Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. upmysport reserves the right, at any time and without prior notice, to remove or disable access to any Site Content that upmysport, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site or Services.

Privacy

See the Privacy Policy at http://upmysport.com/privacy.

Ownership

The Site, Services, and Site Content are protected by copyright, trademark, and other laws of England and Wales and foreign countries. You acknowledge and agree that the Site, Services and Site Content, including all associated intellectual property rights is the exclusive property of upmysport and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Services, or Site Content.

upmysport Content and Member Content License

Subject to your compliance with these Terms, upmysport grants you a limited, non-exclusive, non-transferable license, to (i) access and view any upmysport Content solely for your personal and non-commercial purposes and (ii) access and view any Member Content to which you are permitted access, solely for your personal and non-commercial purposes. You have no right to sublicense the license rights granted in this section.

You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Site, Services, or Site Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by upmysport or its licensors, except for the licenses and rights expressly granted in these Terms.

Member Content

We may, in our sole discretion, permit Members to post, upload, publish, submit or transmit Member Content. By making available any Member Content on or through the Site, Application and Services, you hereby grant to upmysport a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Member Content only on, through, or by means of the Site and Services. upmysport does not claim any ownership rights in any such Member Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such Member Content.

You acknowledge and agree that you are solely responsible for all Member Content that you make available through the Site and Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available through the Site and Services or you have all rights, licenses, consents and releases that are necessary to grant to upmysport the rights in such Member Content, as contemplated under these Terms; and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or upmysport’s use of the Member Content (or any portion thereof) on, through or by means of the Site and the Services will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

Links

The Site and Services may contain links to third-party websites or resources. You acknowledge and agree that upmysport is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by upmysport of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products or services on or available from such websites or resources.

Proprietary Rights Notices

All trademarks, service marks, logos, trade names and any other proprietary designations of upmysport used herein are trademarks or registered trademarks of upmysport. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.

Copyright Policy

upmysport respects copyright law and expects its users to do the same. It is upmysport’s policy to terminate in appropriate circumstances the upmysport Accounts of Members or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.

Termination and upmysport Account Cancellation

We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time: (a) terminate these Terms or your access to our Site and Services, and (b) deactivate or cancel your upmysport Account. Upon termination we will promptly pay you any amounts we reasonably determine we owe you in our discretion, which we are legally obligated to pay you. In the event upmysport terminates these Terms, or your access to our Site and Services or deactivates or cancels your upmysport Account you will remain liable for all amounts due hereunder. You may cancel your upmysport Account at any time via the "Cancel Account" feature of the Site and Services or by sending an email to help@upmysport.com. Please note that if your upmysport Account is cancelled, we do not have an obligation to delete or return to you any Content you have posted to the Site and Services, including, but not limited to, any reviews or feedback.

Disclaimers

If you choose to use the Site and Services, you do so at your sole risk. You acknowledge and agree that upmysport does not conduct background checks on any Member, including, but not limited to, Attendees and Instructors. The Site, Services and Site Content are provided "as is", without warranty of any kind, either express or implied. Without limiting the foregoing, upmysport explicitly disclaims any warranties of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement, and any warranties arising out of course of dealing or usage of trade. upmysport makes no warranty that the Site, Services, Site Content, including, but not limited to, the Listings or any Sports Tuition will meet your requirements or be available on an uninterrupted, secure, or error-free basis. upmysport makes no warranty regarding the quality of any Listings, Sports Tuition, the Services or Site Content or the accuracy, timeliness, truthfulness, completeness or reliability of any Site Content obtained through the Site or Services.

No advice or information, whether oral or written, obtained from upmysport or through the Site, Services or Site Content, will create any warranty not expressly made herein.

You are solely responsible for all of your communications and interactions with other users of the Site or Services and with other persons with whom you communicate or interact as a result of your use of the Site or Services, including, but not limited to, any Instructors or Attendees. You understand that upmysport does not make any attempt to verify the statements of users of the Site or Services or to review or participate in any Sports Tuition. upmysport makes no representations or warranties as to the conduct of users of the Site or Services or their compatibility with any current or future users of the Site or Services. You agree to take reasonable precautions in all communications and interactions with other users of the Site or Services and with other persons with whom you communicate or interact as a result of your use of the Site or Services, including, but not limited to, Attendees and Instructors, particularly if you decide to meet offline or in person.

Limitation of Liability

You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Site, Services and Site Content, and your listing or booking of any Sports Tuition via the Site and Services remains with you. Neither upmysport nor any other party involved in creating, producing, or delivering the Site, Services or Site Content be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with these Terms, from the use of or inability to use the Site, Services or Site Content, from any communications, interactions or meetings with other users of the Site or Services or other persons with whom you communicate or interact as a result of your use of the Site, Services, or from your listing or booking of any Sports Tuition via the Site and Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not upmysport has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.

In no event will upmysport’s aggregate liability arising out of or in connection with these Terms and your use of the Site and Services including, but not limited to, from your listing or booking of any Sports Tuition via the Site and Services, or from the use of or inability to use the Site, Services, or Site Content and in connection with any Sports Tuition or interactions with any other Members, exceed the amounts you have paid or owe for bookings via the Site and Services as a Attendee in the twelve (12) month period prior to the event giving rise to the liability, or if you are an Instructor, the amounts paid by upmysport to you in the twelve (12) month period prior to the event giving rise to the liability, or one hundred british pounds (£100), if no such payments have been made, as applicable. The limitations of damages set forth above are fundamental elements of the basis of the bargain between upmysport and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.

Indemnification

You agree to release, defend, indemnify, and hold upmysport and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Site, Services, or Site Content or your violation of these Terms; (b) your Member Content; and (c) your (i) interaction with any Member, (ii) booking of Sports Tuition, (iii) creation of a Listing or (iv) the use or attendance of Sports Tuition by you, including, but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of a booking or attendance of Sports Tuition.

Reporting Misconduct

If you attend any Sports Tuition booked via the Site and Services either as a Attendee or Instructor and you feel the other party is acting or has acted inappropriately, including but not limited to, anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to upmysport by contacting us with your police station and report number at help@upmysport.com; provided that your report will not obligate us to take any action beyond that required by law (if any) or cause us to incur any liability to you.

Entire Agreement

These Terms constitute the entire and exclusive understanding and agreement between upmysport and you regarding the Site, Services, Site Content and any bookings or Listings of Sports Tuition made via the Site and Services, and these Terms supercede and replace any and all prior oral or written understandings or agreements between upmysport and you regarding bookings or listings of Sports Tuition, the Site, Services and Site Content.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without upmysport’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. upmysport may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Notices

Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by upmysport (i) via email (in each case to the address that you provide) or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

Controlling Law and Jurisdiction

These Terms will be interpreted in accordance with the laws of England and Wales, without regard to any conflict of law provisions. You and we agree to submit to the jurisdiction of the courts of England and Wales for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights, as set forth in the Dispute Resolution provision below.

Dispute Resolution

You and upmysport agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Services or use of the Site (collectively, "Disputes") will be settled binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights. You acknowledge and agree that you and upmysport are each waiving the right to a trial by jury or to participate as a claimant or class member in any purported class action or representative proceeding. Further, unless both you and upmysport otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this "Dispute Resolution" section will be deemed void. Except as provided in the preceding sentence, this "Dispute Resolution" section will survive any termination of these Terms.

The arbitration will be administered by the appointment of a single arbitrator to be agreed between the parties, or failing agreement within fourteen days, after either party has given to the other a written request to concur in the appointment of an arbitrator, by an arbitrator to be appointed by the President or a Vice President of the Chartered Institute of Arbitrators. The arbitration will be conducted in accordance with the International Chamber of Commerce Rules then in effect and shall take place in London, UK.

General

The failure of upmysport to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of upmysport. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

Contacting upmysport

If you have any questions or comments about these Terms, please contact upmysport at hello@upmysport.com.