Effective: April 23, 2026 Version: 2.0
These Terms of Service (“Terms”) are a legal agreement between you and upcoach LLC, a Delaware limited liability company (“upcoach,” “we,” “us”). They govern your access to and use of the upcoach website at upcoach.com (the “Site”), the upcoach platform at app.upcoach.com and related subdomains (the “Services”), and anything else we make available to you.
By accessing the Site, creating an account, or using the Services, you agree to these Terms, our Privacy Policy, our Cookie Policy, and — if you’re an organization using upcoach to process personal data about others — our Data Processing Addendum (“DPA”).
If you’re accepting these Terms on behalf of an organization, you warrant that you have authority to bind the organization.
If you don’t agree, don’t use the Site or the Services.
Age. You must be at least 16 years old to use the Services. upcoach is not intended for anyone under 16 and we don’t knowingly collect their data.
Organizations and coaches. If you use upcoach on behalf of an organization (a coaching business, corporate training team, etc.), the organization is the customer under these Terms. Individual users within that organization are bound by these Terms through the organization’s acceptance.
Coachees and invited members. If you joined upcoach because a coach or organization invited you, you’re using the Services under the terms that the organization accepted. Your use is also subject to whatever rules your coach or organization sets within their workspace.
upcoach is a coaching platform. We provide hosting, tools, and infrastructure that let coaches and organizations run coaching programs, manage coachees, send messages, share content, and collect payments.
We keep the Services running and available. We don’t guarantee uninterrupted or error-free operation, and from time to time we may need to take the Services offline for maintenance, upgrades, or in response to incidents. We make reasonable efforts to minimize disruption.
We may change, add, or remove features over time. If we remove a feature you were relying on, we’ll give reasonable notice when we can. Material changes to the Services that reduce core functionality will be notified in advance.
Registration. You create an account by providing accurate information (typically your name and email). You’re responsible for keeping this information up to date.
Credentials. You’re responsible for keeping your password confidential and for everything that happens under your account. Tell us immediately at [email protected] if you suspect unauthorized access.
One person per account. Accounts are for a single individual unless we’ve specifically enabled shared-account functionality for your organization. Don’t share your login.
Accuracy. If we have reasonable grounds to believe your account information is false, stale, or misleading, we may suspend or terminate your account.
Subscription plans and their pricing are listed at upcoach.com/pricing. By starting a subscription, you agree to pay the fees for the plan you chose.
Subscriptions automatically renew at the end of each billing period (monthly or annual, depending on your plan) at the then-current rate, unless you cancel before the renewal date. We use your stored payment method on file to charge renewals.
You can cancel your subscription at any time from your account settings. Cancellation takes effect at the end of the current billing period — you keep access until then. We don’t pro-rate partial periods; unused time is not refunded.
If you’re a first-time paying subscriber and you’re not satisfied with the Services, you can request a full refund of your subscription fee within 14 days of your first paid subscription. Email [email protected] from the email address associated with your account.
This guarantee applies only once, to your first paid subscription. It doesn’t apply to:
If a payment fails, we may suspend or downgrade your account until the payment is resolved. We or our payment processor may retry payments automatically. If a balance is outstanding for more than 30 days, we may terminate the account.
Fees are exclusive of applicable taxes. If we’re required to collect tax, it will be added to your invoice. You’re responsible for any taxes that apply to your use of the Services under your local law.
We may change our pricing. For existing subscriptions, changes take effect at the next renewal, and we’ll notify you at least 30 days in advance by email.
upcoach integrates with Stripe Connect so that coaches and organizations can sell programs, memberships, or other offerings directly to their own coachees and end-users through upcoach.
When you sell through Stripe Connect on upcoach, you are the merchant of record for those transactions. You’re responsible for the product or service you’re selling, your own refund policy, your own tax obligations, and your own customer support for those transactions. upcoach is a platform provider, not a party to the underlying sale.
upcoach charges a platform fee on transactions processed through Stripe Connect. The fee varies by subscription plan. Current fees are listed at upcoach.com/pricing. Stripe’s own processing fees apply on top and are set by Stripe, not by upcoach.
Payouts to your Stripe Connect account are governed by Stripe’s schedules and terms. Disputes, chargebacks, and refund obligations on transactions you process flow through Stripe Connect and are your responsibility as the merchant.
You’re responsible for complying with all laws applicable to what you sell and how you sell it — consumer protection, advertising rules, tax, and any industry-specific regulations. If a payment processor or regulator requires us to suspend or restrict your Stripe Connect activity on upcoach, we may do so.
You retain full ownership of the content you create, upload, or store through the Services (“Your Content”). upcoach doesn’t claim ownership of Your Content and will never sell it or use it for marketing without your explicit consent.
To operate and support the Services, you grant upcoach and its sub-processors a non-exclusive, worldwide, royalty-free license to host, reproduce, transmit, display, back up, and otherwise process Your Content solely for the purposes of:
This license ends when Your Content is deleted from active systems, except for backup copies as described in Section 6.3.
When you delete content or close your account, we remove or anonymize that content from active systems within 30 days. Encrypted backup copies rotate out in the normal course of business, currently within 7 days. Content retained in backups is not individually modified or deleted; it remains until the backups are overwritten.
Some content may be retained longer where required by law (e.g., invoices for tax purposes, up to 7 years) or for the establishment, exercise, or defense of legal claims.
You represent and warrant that:
You agree to defend, indemnify, and hold upcoach harmless from any claim, loss, or expense arising out of or related to Your Content, your breach of this Section, or your use of the Services.
This content license does not apply to public posts — testimonials, comments, forum posts, or other content you intentionally submit for public display on the Site. Public contributions are governed by Section 7.
If you submit a testimonial, comment, review, or other content through the Site, social media, a public forum we operate, or by direct communication clearly intended for public or promotional use, you grant upcoach a non-exclusive, royalty-free, worldwide license to use, display, reproduce, and adapt that content for purposes such as customer support, internal training, marketing, or promotional use.
You retain ownership. We will not:
You can ask us to stop using a public contribution at any time by emailing [email protected]; we’ll comply within a reasonable timeframe.
You agree not to:
If you violate this Section, we may suspend or terminate your account, remove content, report to authorities where appropriate, and pursue any other remedy available to us.
The Services and Site may include messaging, comments, community spaces, forums, and similar features where you can interact with other users. You’re responsible for what you post. upcoach doesn’t pre-moderate all content, but we may remove content or suspend users who violate these Terms. We’re not responsible for content posted by others.
Your privacy. Our Privacy Policy describes how we handle personal data. It’s part of these Terms.
Role model. For data you process about others using the Services (coachees, team members, end-users), you are the controller and upcoach is the processor. Our DPA governs that processing and is part of these Terms for any organization acting as a controller.
Your responsibilities as a controller. When you process personal data about others through upcoach, you warrant that:
Some features in the Services use AI models (currently Anthropic and OpenAI) to generate suggestions, summaries, or content. When you use an AI-assisted feature, the content relevant to that feature is sent to the AI provider. Our current AI providers do not train their models on your content under their API terms. See the Privacy Policy Section 8 and the sub-processor list for details.
The Site, the Services, and everything we create for them — software, design, logos, brand names, content we publish, documentation — are owned by upcoach or our licensors and protected by copyright, trademark, and other laws. These Terms don’t transfer any of those rights to you.
We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services in accordance with these Terms, for the duration of your subscription (for paid features) or your account (for free features).
If you send us suggestions, ideas, or feedback about the Services, you grant us the right to use them without restriction or compensation. This doesn’t obligate us to use them, or to credit you if we do.
You may link to the Site provided the link doesn’t imply that upcoach sponsors or endorses you. You may not frame, embed, scrape, or incorporate the Site’s content into another website or service without our prior written permission.
You can stop using the Services at any time. To cancel a paid subscription, use your account settings; see Section 4.3.
We may suspend or terminate your account, or specific parts of the Services, if:
Where the circumstances allow, we’ll give you notice and a reasonable chance to fix the issue before suspending or terminating.
On termination:
THE SITE AND THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, UPCOACH DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
We don’t warrant that the Site or the Services will be uninterrupted, error-free, or secure; that defects will be corrected; or that the Site, the Services, or the servers that host them are free of viruses or other harmful components.
No professional advice. Content on the Site and the Services is for general informational purposes. It is not legal, financial, tax, accounting, medical, psychological, or other professional advice. You should consult qualified professionals for advice specific to your situation.
Third-party services. The Services integrate with third-party services (Stripe, calendar providers, AI providers, etc., as disclosed in our sub-processor list). We’re not responsible for the accuracy, reliability, or availability of those third-party services, nor for their own terms and privacy practices.
Coach-to-coachee content. upcoach doesn’t verify, endorse, or take responsibility for coaching content, advice, programs, or materials that coaches provide to their coachees through the Services. Disputes about coaching content are between the coach and coachee.
TO THE FULLEST EXTENT PERMITTED BY LAW, UPCOACH WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES, WHETHER BASED IN CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, EVEN IF UPCOACH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
upcoach’s total aggregate liability arising out of or in connection with these Terms, the Site, and the Services is limited to the total fees you paid to upcoach in the three (3) months immediately preceding the event giving rise to the liability.
The exclusions and cap in Sections 14.1 and 14.2 do not apply to:
You acknowledge that the disclaimers and limitations in Sections 13 and 14 are an essential part of the bargain between you and upcoach. The pricing of the Services reflects this allocation of risk.
If you’re a consumer in a jurisdiction that does not allow the exclusion or limitation of certain warranties or damages, some parts of Sections 13 and 14 may not apply to you. Your statutory consumer rights remain unaffected to the extent they cannot be limited by contract.
You agree to defend, indemnify, and hold upcoach, its affiliates, and their respective officers, directors, employees, and agents harmless from and against any claim, loss, damage, liability, cost, or expense (including reasonable attorneys’ fees) arising out of or related to:
We may, at our option, assume exclusive defense and control of any matter subject to indemnification by you, in which case you’ll cooperate with our defense.
If you believe material on the Site or Services infringes your copyright, send a DMCA notice to [email protected] including:
If we receive a valid notice, we’ll respond in accordance with the DMCA, which may include removing the material and notifying the user who posted it. Users have the right to submit a DMCA counter-notice.
These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-laws principles. Where the DPA or SCCs apply to processing of personal data, their own governing-law clauses prevail over this Section for matters they cover.
Any dispute, claim, or controversy between you and upcoach arising out of or relating to these Terms, the Site, or the Services will be resolved by binding arbitration administered by JAMS or a similar established arbitration service, in New Castle County, Delaware, under the rules in effect at the time the arbitration is commenced. Judgment on the award may be entered in any court of competent jurisdiction.
Exceptions. Either party may bring an action in court for (i) injunctive or equitable relief to protect intellectual property or confidential information, and (ii) small-claims court actions in the applicable jurisdiction where small-claims rules permit. Regulatory and supervisory-authority proceedings are not affected.
Where prohibited. If applicable law (including consumer-protection law in some EU jurisdictions) makes pre-dispute arbitration with consumers unenforceable, this Section does not apply to that extent.
YOU AND UPCOACH AGREE THAT DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate more than one person’s claims and may not preside over any form of class or representative proceeding.
If a court finds this class action waiver unenforceable, the entire arbitration agreement in Section 17.2 will be unenforceable and the dispute will be decided in court.
You may not assign or transfer these Terms, or any rights under them, without our prior written consent. We may assign these Terms, in whole or in part, to any affiliate or successor in connection with a merger, acquisition, corporate reorganization, or sale of substantially all our assets. These Terms bind and benefit the parties, their successors, and permitted assigns.
We may update these Terms from time to time. When we do, we’ll:
If you keep using the Services after the effective date of a material update, that’s your acceptance. If you don’t agree, stop using the Services before the effective date.
Entire agreement. These Terms, together with the Privacy Policy, Cookie Policy, DPA (where applicable), and any order form, pricing page, or plan description you agree to, are the entire agreement between you and upcoach regarding the Site and the Services. They supersede any prior agreements on the same subjects.
Severability. If a court finds any part of these Terms unenforceable, the rest stays in force. The parties will replace the unenforceable part with an enforceable one that achieves, as closely as possible, the original intent.
No waiver. Failure to enforce any part of these Terms isn’t a waiver of our right to enforce it later.
Relationship. Nothing in these Terms creates a partnership, joint venture, agency, franchise, or employment relationship between you and upcoach.
Notices. Legal notices to upcoach must be sent to:
upcoach LLC 16192 Coastal Highway Lewes, Delaware 19958 County of Sussex, United States
with a copy by email to [email protected].
Contact. Questions about these Terms: [email protected]
Start building better coaching experiences with upcoach today.
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