1. Welcome to Coach Tools!

1.1 Introduction: Coach Tools (“Coach Tools,” “we,” “us,” “our”) provides its services (described below) to you through its website identified as https://coachtoolsllc.com.

(the “Site”) and through its related services (collectively, such services, including any new features and applications, and the Site, the “Service(s)”), subject to the following Terms of Service (the “Terms of Service”).

PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY GOVERN YOUR USE OF THE SITE AND SERVICES, PARTICULARLY SECTION 9 (BINDING ARBITRATION; CLASS ACTION WAIVER), WHICH AFFECTS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN US. YOU MUST FOLLOW ANY POLICIES WE SEND NOTICE TO YOU ABOUT AND FOUND EITHER HEREIN OR THROUGH YOUR USE OF THE SERVICE. OUR POLICIES ARE INTENDED TO PREVENT MISUSE OF OUR SERVICE, INCLUDING THE UNLAWFUL COPYING OR TRANSMISSION OF THE INFORMATION FOUND ON OUR WEBSITES AND FURTHER PRECLUDING ANY ATTEMPT TO INTERFERE WITH ANY OTHER USER(S) RIGHT TO ENJOY THE SERVICE, AMONG OTHER POLICIES AND PROHIBITIONS. THE USE OF OUR SERVICE DOES NOT SERVE AS OUR CONSENT TO USE OR CLAIM OWNERSHIP RIGHTS IN OR TO, OUR INTELLECTUAL PROPERTY.

1.2 Modifications to Terms of Service: We reserve the right, at our sole discretion, to change or modify portions of these Terms of Service at any time. If we do this, depending on the nature of the change, we will post the changes on this page and indicate at the top of this page the date these terms were last revised and/or notify you, either through the Services’ user interface, in an email notification or through other reasonable means and as required by applicable law. Any such changes will become effective no earlier than fourteen (14) days after they are posted, except that changes addressing new functions of the Services or changes made for legal reasons will be effective immediately. Your continued use of the Service after the date any such changes become effective constitutes your acceptance of the new Terms of Service. In addition, when using certain Services, you will be subject to any additional terms applicable to such Services that may be posted on the Service from time to time.

1.3 Privacy: At Coach Tools, we respect the privacy of our users. For details please see our Privacy Policy. By using the Service, you consent to our continued collection and use of personal data as outlined therein. Our Privacy Policy explains how we treat your personal data and protect your privacy when you use our Service. Our Privacy Policy also explains our compliance with Health Insurance Portability and Accountability Act (HIPAA) for medical related data you provide to us and our policy is fully compliant with the European General Data Protection Regulation (“GDPR”). Further, our Privacy Policy is also fully complaint with the California Online Privacy Protection Act (“CalOPPA”) and the Swiss federal data protection act of 2018. In the latter case a “privacy impact assessment” may be required for certain collected data. Your first use of our Service will require your affirmative consent (via a click-through) to our privacy policy before you will be able to take full advantage of the Service. Nevertheless, consent is only one of the legal bases upon which we are permitted to use and process your personal data. We also may rely on our need to perform the terms and conditions of a contract with the data subject, compliance with a legal obligation mandated by the European Union, one of its member states or the laws of the United States, or some overriding legitimate interests pursued by the European Union or the United States, including compliance with worldwide requests from legitimate law enforcement agencies. Use of our Service requires that we track your navigation across our site and to and from other sites. Consequently, you cannot turn off tracking and still have full use of the site or the Service. If this is a concern for you, then do not join the site or seek the Service.

2. Access and Use of the Service

2.1 Use Description: The Coach Tools service, and any content viewed through our service, is solely for your personal and non-commercial use. With your Coach Tools purchase we grant you a limited, non-exclusive, non-transferable, license to access the Coach Tools content and view the information you are licensed to view through the service on a per page or streaming-only basis (depending on what is accessed)  for that purpose. Except for the foregoing limited license, no right, title or interest shall be transferred to you. You agree not to use the service for public performances. You further agree not to transfer or permit access to the content by others with whom we have not provided consent. You agree to safeguard your limited access to our site by keeping your login credentials confidential. Coach Tools may revoke your license at any time in its sole discretion. Upon such revocation, you must promptly destroy all content downloaded or otherwise obtained through the service, as well as copies of such materials, whether made in accordance with these Terms of Service or otherwise. You must certify to us that such destruction, if required by us, has been completed.

2.2 Your Registration Obligations: You may be required to register with Coach Tools in order to access and use certain features of the Service. If you choose to register for the Service, you agree to provide and maintain true, accurate, current and complete information about yourself as prompted by the Service’s registration form. Registration data and certain other information about you are governed by our Privacy Policy. If you are 13 years of age or younger, you are not authorized to use the Service, with or without registering. In addition, if you are older than 13 but under 18 years of age, you may use the Service, with or without registering, but only with the approval of your parent or guardian. If you are an athlete submitting information about yourself for use by subscribers, you agree to provide and maintain true, accurate, verifiable, current and complete information about yourself. Uploading false information may result in removal of your information from Coach Tools and your permanent ban from future use of the website.

2.3 Member Account, Password and Security: You may never use another’s account, and you may not provide another person with the username and password to access your account. You are fully responsible for any and all activities that occur under your password or account, and it is your responsibility to ensure that your password and other login credentials remain confidential and secure. You agree to (a) immediately notify Coach Tools of any unauthorized use of your password or account or any other breach of security of which you become aware or even suspect, and (b) ensure that you exit from your account at the end of each session when accessing the Service and not auto-save your login credentials on any publicly accessible computer. Coach Tools will not be liable for any loss or damage arising from your failure to comply with this Section.

2.4 Modifications to Service: Coach Tools reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Coach Tools will not be liable to you or to any third party for any modification, suspension or discontinuance of the Service. We have no obligation to retain any of Your Account or Submitted Content for any period of time beyond what may be required by applicable law.

2.5 General Practices Regarding Use and Storage: You acknowledge that Coach Tools may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on Coach Tools’ servers on your behalf. You agree that Coach Tools has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that Coach Tools reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Coach Tools reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

2.6 Mobile Services: The Service may in the future inaugurate access to the Site via mobile devices.  If so, the Service may permit certain services to be accessed via mobile device, including, without limitation, (i) the ability to upload content to the Service via a mobile device, (ii) the ability to browse the Service and the Site from a mobile device and (iii) the ability to access certain features through an application downloaded and installed on a mobile device (collectively, the “Mobile Services”). To the extent you access the Service through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. In using the Mobile Services, you may provide your telephone number. By providing your telephone number, you consent to receive calls and/or SMS, MMS, or text messages at that number. We may share your phone numbers with our affiliates or with our service providers (such as customer support, billing or collections companies, and text message service providers) who we have contracted with to assist us in pursuing our rights or providing our Services under these Terms of Service, our policies, applicable law, or any other agreement we may have with you. You agree these parties may also contact you using autodialed or prerecorded calls and text messages, as authorized by us to carry out the purposes we have identified above, and not for their own purposes. In the event you change or deactivate your mobile telephone number, you agree to promptly update your Coach Tools account information to ensure that your messages are not sent to the person that acquires your old number.

2.7 Money Back Guarantee: Should you become dissatisfied with the Service within the first 7 days after purchase, Coach Tools will refund the full amount of your purchase and subsequently terminate your access. Refunds are not available for customers 8 days after a purchase. Refunds are not available for accounts which have violated the terms of service; violations are determined at Coach Tools’ sole discretion. If Coach Tools determines that you are abusing our refund policy, we reserve the right to suspend or terminate your account and refuse or restrict any and all current or future use of the Service without delivering a refund. To request a refund or to ask a question regarding the 7-day money back guarantee email info@coachtoolsllc.com.

3. Conditions of Use

3.1 User Conduct: You are solely responsible for all code, video, images, information, data, text, software (defined in Section 4.1 herein), music, sound, photographs, graphics, messages or other materials (“content”) that you upload, post, publish or display (hereinafter, “upload”) or email or otherwise use via the Service. Coach Tools reserves the right to investigate and take appropriate legal action against anyone who, in Coach Tools’ sole discretion, violates this provision, including without limitation, removing the offending content from the Service, suspending or terminating the account of such violators and, in appropriate circumstances, reporting you to the law enforcement authorities.

You agree to not use the Service to:

3.1.1  email or otherwise upload any content that (i) infringes any intellectual property or other proprietary rights of any party;

3.1.2 upload under any law or under contractual or fiduciary relationships where you do not have a right to upload;

3.1.3  upload any data that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

3.1.4  pose or create a privacy or security risk to any person;

3.1.5  transmit unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation;

3.1.6 transmit anything that is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise biased and/or objectionable;

• use in any manner that is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which, in the sole judgment of Coach Tools, may expose Coach Tools or its users to any harm or liability of any type;

• interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;

• violate any applicable local, state, national or international law, or any regulations having the force of law;

• impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; solicit personal information from anyone under the age of 18;

• harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;

• advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;

• further or promote any criminal activity or enterprise or provide instructional information about illegal activities; or

• obtain, or attempt to access or otherwise obtain, any materials or information through any means not intentionally made available or provided for through the Service.

• Fees: To the extent the Service or any portion thereof is made available for any fee, you will be required to select a payment plan and provide Coach Tools information regarding your credit card or other payment instrument. You represent and warrant to Coach Tools that such information is true and that you are authorized to use the payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. You agree to pay Coach Tools the amount that is specified in the payment plan in accordance with the terms of such plan and this Terms of Service. You hereby authorize Coach Tools to bill your payment instrument in accordance with the terms of the applicable payment plan until you terminate your account, and you further agree to pay any charges so incurred. If you dispute any charges you must let Coach Tools know within sixty (60) days after the date that Coach Tools charges you. We reserve the right to change Coach Tools’ prices. Your continued use of the Service after the price change becomes effective constitutes your agreement to pay the changed amount. You shall be responsible for all taxes associated with the Services other than U.S. taxes based on Coach Tools’ net income.

• Recurring Subscriptions: If you select a Service with an auto renewal feature (“Recurring Subscription”), you authorize Coach Tools to maintain your account information and charge that account automatically upon the renewal of the Service you choose with no further action required by you. In the event that Coach Tools is unable to charge your account as authorized by you when you enrolled in a Recurring Subscription, Coach Tools, may, in its sole discretion: (i) bill you for your Service and suspend your access to the Service until payment is received, and/or (ii) seek to update your account information through third party sources (i.e., you bank or a payment processor) to continue charging your account as authorized by you.

Coach Tools may change the price for Recurring Subscriptions from time to time and will communicate any price changes to you in advance and, if applicable, how to accept those changes. Price changes for Recurring Subscriptions will take effect at the start of the next subscription period following the date of the price change. As permitted by local law, you accept the new price by continuing to use your Recurring Subscription after the price change takes effect. If you do not agree with the price changes, you have the right to reject the change by cancelling your Recurring Subscription before the price change goes into effect. Please therefore make sure you read any such notification of price changes carefully.

Except as may otherwise be set forth herein to the contrary, payments are nonrefundable and there are no refunds or credits for partially used periods. You may cancel a Recurring Subscription at any time, but if you cancel your subscription before the end of the current subscription period, we will not refund any subscription fees already paid to us. Following any cancellation, however, you will continue to have access to the service through the end of your current subscription period. At any time, and for any reason, we may provide a refund, discount, or other consideration to some or all of our users (“credits“). The amount and form of such credits, and the decision to provide them, are at our exclusive, sole and absolute discretion. The provision of credits in one instance does not entitle you to credits in the future for similar instances, nor does it obligate us to provide credits in the future, under any circumstance.

If you subscribed on our website, you can cancel by contacting support at info@coachtoolsllc.com.

• Special Notice for International Use; Export Controls: Software (defined in section 4.1 below) available in connection with the Service and the transmission of applicable data, if any, is subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk. Recognizing the global nature of the Internet, you agree to comply with all local rules and laws regarding your use of the Service, including as it concerns online conduct and acceptable content.

3.5 Commercial Use: Unless otherwise expressly authorized herein or by Coach Tools in writing, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or upload for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.

4. Intellectual Property Rights

4.1 Service Content, Software and Trademarks: You acknowledge and agree that the Service may contain content or features (“Service Content”) that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by Coach Tools, you agree not to modify, copy, frame, hyperlink, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Service Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined in Section 4.3 below) that you legally upload to the Service. In connection with your use of the Service you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. If you are blocked by Coach Tools from accessing the Service (including blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited. The technology and computer programming or source code underlying the Service or distributed in connection therewith (the “Software”) are the property of Coach Tools, our affiliates and our partners. You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble, decompile or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by Coach Tools.

The Coach Tools name and logos are trademarks and service marks of Coach Tools (collectively the “Coach Tools Trademarks”). Other Coach Tools, product, and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Coach Tools. Nothing in this Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Coach Tools Trademarks displayed on the Service, without our prior written permission in each instance. All goodwill generated from the use of Coach Tools Trademarks will inure to our exclusive benefit. All of the intellectual property belonging to Coach Tools is protected from infringement under US and international law and infringement of those rights will be prosecuted accordingly under such applicable law.

4.2 Third Party Material: Under no circumstances will Coach Tools be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that Coach Tools does not pre-screen content, but that Coach Tools and its designated parties will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, Coach Tools and its designated parties will have the right to remove any content that violates these Terms of Service or is deemed by Coach Tools, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.

4.3 User Content Transmitted Through the Service: With respect to the content or other materials you upload through the Service, or share with other users or recipients (collectively, “User Content”), you represent and warrant that you own all right, title and interest in and to such User Content, including, without limitation, all copyrights and rights of publicity contained therein, and that you have all required rights to post or transmit such content or other materials without violation of any third-party rights. Excepting only content that is protected by the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), by uploading any User Content you hereby grant, and will grant Coach Tools, its affiliated companies and partners (including but not limited to Coach Tools instructors, practitioners and other third parties providing instructional information through the Services, collectively “partners”) a nonexclusive, worldwide, royalty free, fully paid up, transferable, sub-licensable, perpetual, irrevocable license to copy, display, upload, adapt, perform, publish, distribute (through multiple tiers of distribution and partnerships), store, modify and otherwise use and fully exploit your User Content in any and all media, form, medium, technology or distribution methods now known or later developed and for any and all purposes (commercial or otherwise).

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information relevant to the Service (“Submissions”), provided by you, other than information protected by HIPAA, to Coach Tools, its affiliated companies or partners are non-confidential and Coach Tools, its affiliated companies and partners will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

You acknowledge and agree that Coach Tools may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms of Service; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Coach Tools, its users and the public. You understand that the technical processing and transmission of the Service, including your content, may involve (a) transmissions over various networks; including networks that may prove to not be secure and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

4.4 Copyright Complaints: Coach Tools respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify Coach Tools of your infringement claim in accordance with the procedure set forth below.

You may also contact us by mail at:

Coach Tools
1208 Withers Way,
West Chester PA 19382
USA

To be effective, the notification must be in writing and contain the following information: an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; a description of the copyrighted work or other intellectual property that you claim has been infringed; a description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it on the Service; your address, telephone number, and email address; a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

4.5 Counter-Notice: If you believe that your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use the content in your User Content, you may send a written counter-notice containing the following information to Coach Tools, ATTN: Copyright Agent, at the above address and include your physical or electronic signature; identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled; a statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the United States federal district court located within the Eastern District of Pennsylvania,  and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

Coach Tools will send a copy of the counter-notice, if received, to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.

4.6 Repeat Infringer Policy: In accordance with the U.S. Digital Millennium Copyright Act (“DMCA”) and other applicable law, Coach Tools has adopted a policy of terminating, in appropriate circumstances and at Coach Tools’ sole discretion, users who are deemed to be repeat intellectual property infringers. Coach Tools may also at its sole discretion limit access to the Service and/or terminate the memberships of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

5. Third Party Websites

The Service may provide, or third parties may provide, links or other access to other sites and resources on the Internet. Coach Tools has no control over such sites and resources and Coach Tools is not responsible for, and does not endorse, such sites and resources. You further acknowledge and agree that Coach Tools will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, events, goods or services available on or through any such site or resource. Any dealings you have with third parties found while using the Service are between you and the third party, and you agree that Coach Tools is not liable for any loss or claim that you may have against any such third party.

6. Indemnity and Release

To the fullest extent permitted by law, you agree to release, indemnify and hold Coach Tools and its affiliates and their officers, employees, directors, attorneys and agents harmless from any from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, causes of actions, actions, and suits of any kind and injury (including death) arising out of or relating to your use of the Service, any User Content, your connection to the Service, your violation of these Terms of Service or your violation of any rights of another. By your use of the Service you hereby waive any applicable law or statute of your jurisdiction that says the following or any similar statement: A general release does not extend to claims which the moving party/plaintiff does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the other party.

7. Disclaimer of Warranties

YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, COACH TOOLS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

COACH TOOLS MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.

8. Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT COACH TOOLS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR OTHER DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF COACH TOOLS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (V) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL COACH TOOLS’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE LESSER OF EITHER THE AMOUNT YOU HAVE PAID COACH TOOLS IN THE LAST ONE (1) MONTH, OR, ONE HUNDRED DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.

9. Binding Arbitration; Class Action Waiver

You and Coach Tools agree that these Terms of Service affect interstate commerce and that the U.S. Federal Arbitration Act shall govern the interpretation and enforcement of these arbitration provisions. This Section 9 is intended to be interpreted broadly and governs any and all disputes between us including but not limited to claims arising out of or relating to any aspect of the relationship between us or the Terms of Service or the Service, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory. The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small claims court matters, as provided below.

If you have any dispute with us, you agree that before taking any formal action, you will contact us at Coach Tools, 1208 Withers Way, West Chester PA 19382 USA and info@coachtoolsllc.com, and provide a brief, written description of the dispute and your contact information (including your username, if your dispute relates to an account). Except for intellectual property and small claims court disputes, the parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation and good faith negotiations shall be a condition to either party initiating a lawsuit or arbitration.

All disputes, claims, or controversies arising out of or relating to the Terms of Service or the Service that are not resolved by the procedures identified above shall be resolved by individual (not group) binding arbitration to be conducted before either the American Arbitration Association or JAMS in accordance with the AAA Commercial Arbitration Rules for claims of any amount or JAMS Streamlined Arbitration Procedure Rules,  for claims that do not exceed $250,000 and the JAMS Comprehensive Arbitration Rules and Procedures for claims exceeding $250,000 in effect at the time the arbitration is initiated, excluding any rules or procedures governing or permitting class actions.

If you are a resident of the United States, arbitration shall take place in Philadelphia, Pennsylvania, unless you and we both agree to another location or telephonic arbitration. For residents outside the United States, arbitration will be held in New York, New York, and you and Coach Tools agree to submit to the personal jurisdiction of any federal or state court in the Eastern District of Pennsylvania in order to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. If federal jurisdiction does not lie, the parties hereto agree to the exclusive jurisdiction of the Court of Common Pleas of Chester County, Pennsylvania to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.

The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms of Service, including but not limited to any claim that all or any part of these Terms of Service are void or voidable, or whether a claim is subject to arbitration. The arbitrator shall be empowered to grant whatever relief would be available in a court under principles of law or in equity. The arbitrator’s award shall be written and shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction.

The parties shall each bear the cost of their own arbitration filing fees, unless the arbitrator finds the arbitration demand or response to be frivolous, in which event the arbitrator may assess the cost of filing the arbitration or response on the party filing the frivolous pleading.

You are responsible for all other additional costs that you may incur in the arbitration including but not limited to attorneys’ fees and expert witness costs.

You and we agree that the arbitration shall be conducted in the party’s respective individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND COACH TOOLS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in their entirety and the parties shall be deemed to have not agreed to arbitrate disputes.

Notwithstanding the parties’ decision to resolve all disputes through arbitration, you or we may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court with jurisdiction or in the U.S. Patent and Trademark Office to protect intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). You or we may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction to the extent such claims do not seek equitable relief.

You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt out to Coach Tools at the address identified in Section 14 below. The notice must be sent within seven (7) days of (a) the “Date of Last Revision” date of these Terms of Service as set forth above; or (b) your first date that you used the Services that contained any versions of the Terms of Service that included this version of the mandatory arbitration and class action waiver, whichever is later. Otherwise you shall be bound to arbitrate disputes in accordance with the terms of these paragraphs. If you opt out of these arbitration provisions, Coach Tools also will not be bound by them. If Coach Tools changes this ‘Arbitration’ section after the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service), you may reject any such change by sending us written notice within 7 days of the date such change became effective, as indicated in the “Date of Last Revision” date above or in the date of Coach Tools’ email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any dispute between you and Coach Tools in accordance with the provisions of this section as of the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service). Should you, at any time, opt out of the arbitration provisions set forth in this Section, Coach Tools may, in its sole and exclusive discretion and right, terminate the Service and refund your last monthly payment and then discontinue your access to the Service.

YOU UNDERSTAND AND AGREE THAT THE ABOVE DISPUTE PROCEDURES SHALL BE YOUR SOLE REMEDY IN THE EVENT OF DISPUTE BETWEEN YOU AND COACH TOOLS REGARDING ANY ASPECT OF THE SERVICE (INCLUDING THE ENROLMENT PROCESS) AND THAT YOU ARE IRREVOCABLY WAIVING YOUR RIGHT TO LEAD OR PARTICIPATE IN A LAWSUIT INVOLVING OTHER PERSONS, SUCH AS A CLASS ACTION.

10. Termination

You agree that Coach Tools, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any content within the Service, for any reason, including, without limitation, for lack of use or if Coach Tools believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. Coach Tools may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this Terms of Service may be effected without prior notice, and acknowledge and agree that Coach Tools may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that Coach Tools will not be liable to you or any third party for any termination of your access to the Service other than perhaps your last monthly payment to Coach Tools at most.

11. Disputes Between Users

You agree that you are solely responsible for your interactions with any other user in connection with the Service and Coach Tools will have no liability or responsibility with respect thereto. Coach Tools reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Service and take any remedial action against any user it determines is or could affect the reputation of the Service or is warranted under the circumstances.

12. General

These Terms of Service Thee Coach Tools Privacy Policy and the Coach Tools Cookie Policy constitute the entire agreement between you and Coach Tools and govern your use of the Service, superseding any prior agreements between you and Coach Tools with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use affiliate or third party services, third party content or third party software. These Terms of Service will be governed by the laws of the Commonwealth of Pennsylvania without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth in Section 9 above, you and Coach Tools agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within the Eastern District of Pennsylvania. The failure of Coach Tools to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that the Rule of Contra Proferentem shall not be applied by any court or arbitrator to help resolve any possible ambiguity if any provision of these Terms of Service is found to be ambiguous. You agree that regardless of any statute or law to the contrary, any arbitration, claim or cause of action of any kind arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred from recovery or remedy. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign this Terms of Service without the prior written consent of Coach Tools, but Coach Tools may assign or transfer this Terms of Service, in whole or in part, without restriction. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. Under no circumstances shall Coach Tools be held liable for any delay or failure in performance resulting directly or indirectly from an event beyond its reasonable control including, without limitation, network outages, data breaches and Force Majeure. The Service may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Service.

13. Questions.

Please contact us at Coach Tools, 1208 Withers Way, West Chester PA 19382 USA or info@coachtoolsllc.com to report any violations of these Terms of Service or to pose any questions regarding this Terms of Service or the Service itself.