YOUR ACCESS TO AND USE OF THE SLOCOACH PLATFORM IS WHOLLY DEPENDANT ON YOUR ACCEPTANCE OF THE TERMS BELOW. SHOULD YOU NOT AGREE TO SUCH TERMS, EITHER ON INCEPTION OR DURING THE COURSE OF USE, PLEASE DISCONTINUE USE OF THE PLATFORM WITH IMMEDIATE EFFECT.

1.    About
a)    Welcome to SLOCOACH (the Website), which is owned and operated by SLOCOACH Pty Ltd (ACN 605 143 931) (SLOCOACH).
b)    The Website hosts a digital platform (the Platform) which facilitates and hosts connections between Clients, Coaches and Recruits, enabling them to upload videos, audio records and training material to assist with online and remote training services (the Services).
c)    Access to and use of the Platform, and its associated Services, is provided to you by SLOCOACH. Details of the Services can be found on the Platform.
WARNING: You acknowledge that there is an inherent risk of personal injury in the physical activities that may be undertaken in relation to the Training Services and you accept that risk.

 

2.    Definitions

- Client means an individual, company or organisation that is hiring the Coach to provide the Training Services to the Recruit

- Coach means the professionals connected with the Client through the Services who provide the Training Services to the Recruits pursuant to these Terms, for the Fee.

-  Post means a video, audio recording, photography, or text uploaded of a Recruit engaged in a sport or activity uploaded by the Client on the Platform for the Coach to provide the Training Services.

- Recruit means the person to whom the Coach will provide the Training Services. SLOCOACH, we, us, and our refers to SLOCOACH.

- Sport means the sport agreed to between the Coach and SLOCOACH.

- Terms means these terms and conditions.

- Training Services means the services provided by the Coach to a Recruit.

- User means any user of the Platform, including a Coach, Client or Recruit.

- You means you, the Coach, the Client (themselves and on behalf of a Recruit), or the Recruit.

 

3.    Acceptance of these Terms
a)    These Terms are the agreement between you and SLOCOACH.
b)    Please read these Terms carefully. By using, reading or browsing the Platform, registering as a User, making payments, signing these Terms, and/or clicking “I agree”, you signify that you have read, understood and agree to be bound by the Terms. If you do not agree with the Terms, you must cease use of the Platform and the Services immediately.
c)    You acknowledge and agree that continuing to access or use the Platform when you do not agree with these Terms is treated as acceptance of these Terms.
d)    If you are accessing and using the Platform on behalf of a corporation or other entity, you warrant that you have been authorised by the corporation or other entity to enter into and agree to these Terms on the corporation’s or entity’s behalf and bind them to these Terms.
e)    You may not access the Platform or use the Services and may not accept the Terms if:
i)    you are below the age of 18; or
ii)    you are a person barred from receiving the Services under the laws of Australia or other countries including the country in which you are a resident in or from which you use the Services.
f)    By accepting these Terms, you warrant that you have familiarised yourself with, and agree to be bound by the Terms and the Privacy Policy found at www.SloCoach.com. If you do not agree to the Terms or the Privacy Policy, you must cease usage of the Platform and any of its associated products or Services immediately.
g)    You acknowledge and agree that SLOCOACH reserves the right to review and change any of the Terms by updating this page at its sole discretion at any time. When SLOCOACH updates the Terms, it will use reasonable endeavours to provide you with notice of the same. Any changes to the Terms will take effect immediately from the date of their publication. The access and use of the Platform by you after SLOCOACH makes any changes constitutes your acceptance of any such changes and you will be bound by those changes. If you do not agree to any changes, you must cease usage of the Platform and any of its associated products or Services immediately.
h)    SLOCOACH recommends that you regularly check these Terms for any material changes and to keep a copy of the Terms for your records.

 

4.    Using the Platform as a Client and Recruit
a)    As a Client or Recruit, the Platform provides you with an opportunity to:
b)    upload Posts of the Recruit, accompanied with details about the sport and what advice the Recruit is seeking from the Coach; and
c)    connect with Coaches through the Platform.

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5.    Using the Platform as a Coach
a)    You acknowledge and agree that as a Coach, the Platform provides you with an opportunity to:
i)    view the Posts uploaded by the Client on the Platform to provide Training Services to the Recruit; and
ii)    contact the Client through the Platform to obtain additional details about the Post and the Recruit, and to communicate and provide feedback to the Client or Training Services to the Recruit.
b)    You acknowledge and agree that as a Coach:
i)    you are not employed by SLOCOACH in any capacity, and accordingly, you do not have any rights as an employee, agent or independent contractor of SLOCOACH;
ii)    you hold a current DBS Check from the relevant jurisdiction; and
iii)    you can only register to be a User on the Website if you have a valid corporate entity and must provide your entity details when registering as a User on the Platform.

 

6.    Registration
a)    You acknowledge and agree that to obtain the Services, you are required to register with the Platform by creating an account, and provide SLOCOACH with your personal information, and the Recruit’s personal information if using the Platform on their behalf, including the following:
i)    your full name;
ii)    your email address;
iii)    your position or title;
iv)    your phone number;
v)    any person or entity that you represent;
vi)    (if a Coach) your legal entity details, qualification, and references;
vii)    (if a Client) the information about the Recruit;
viii)    preferred username; and
ix)    preferred password.
b)    You acknowledge and agree that:
i)    any personal and registration information you provide to SLOCOACH will always be accurate, correct and up to date. If at any time the personal information you have provided to SLOCOACH changes, you must update it immediately;
ii)    if you are a Client acting on behalf of a Recruit, then you accept these Terms yourself and on behalf of the Recruit and have the authority to act on behalf of the Recruit, where applicable, and that the Recruit agrees to these Terms as a Client; and
iii)    by supplying SLOCOACH with your email address and phone number, you may receive regular emails, newsletters, telephone calls or SMS updates from SLOCOACH in order to keep you informed about SLOCOACH’s activities. If you do not wish to receive updates from SLOCOACH, you may contact SLOCOACH at info@slocoach.com.
c)    Once you have created an account with the Platform and completed the registration process, you will be a User of the Platform.

 

7.    Your Account Obligations
As a User, you acknowledge and agree that:
a)    you are solely responsible for the activity that occurs under your account, including but not limited to, any comments you post and any direct messages you send, even if you are acting on behalf of a third party; and
b)    you will not disclose to any third party the password used to access your account. If you discover that a third party has accessed your account or knows your account password, you must immediately notify SLOCOACH in writing at info@slocoach.com.
c)    you will comply with the Terms;
d)    you will use the Platform and Services only for the purposes that are permitted by:
e)    these Terms; and
f)    any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdiction;
g)    SLOCOACH makes no representations or warranties as to the conduct of its Users;
h)    access and use of the Platform is limited, non-transferable and allows for the sole use of the Platform by you for the purposes specified in the Terms and only for the duration you are a User, unless you are a User that cancels their registration, in which case you may still browse the Services;
i)    you will familiarise yourself with and adhere to SLOCOACH’s policies regarding the Services as may be provided to you or published on the Platform from time to time;
You must not:
j)    expressly or impliedly impersonate another user or use the account or password of another User at any time;
k)    provide false information including false names, addresses and contact details;
l)    use the Platform unlawfully or in a manner that violates any applicable laws, regulations or these Terms;
m)    hack into any part of the Platform or attempt to circumvent SLOCOACH’s security or network to access data not intended for you;
n)    interfere with the servers or networks connected to the Platform or the Services, or violate any of the procedures, policies or regulations of networks connected to the Platform or the Services;
o)    engage in conduct or access the Platform in a way that will impose an unreasonable or large burden of traffic demands on SLOCOACH’s infrastructure;
p)    introduce or transmit files that contain a virus, malware, “spam”, “chain letters” promotional materials, or “junk mail”;
q)    upload or post content to the Platform which is false, misleading, defamatory or contains sexually explicit material, references or innuendos;
r)    act in a way that is unlawful, harassing, threatening, abusive, violent, discriminatory, intimidating, or predatory, or that otherwise would disrupt others’ enjoyment of the Platform.
s)    use the Platform or Services in connection with any commercial endeavours except those that are specified or approved by the Terms;
t)    use the Platform or Services for any illegal and/or unauthorised use which includes collecting email addresses of other Users by electronic or other means for the purpose of sending unsolicited communication or unauthorised framing of or linking to the Platform;
u)    create derivative works of the Platform or an application substantially similar or a direct copy of the Platform such that confusion may occur as to which Platform is operated by SLOCOACH;
v)    resell or export the software associated with the Platform or any Content; and/or
w)    automate the use of the Platform or the Services, and
x)    commercial advertisements, affiliate links, and other forms of solicitation may be removed from User accounts without notice and may result in termination of the Services. Appropriate legal action will be taken by SLOCOACH for any illegal or unauthorised use of the Platform or the Services.

 

8.    Identity Verification
You acknowledge and agree that:
a)    due to the nature of the Services, SLOCOACH may require you to verify your identity to ensure that you are not using the Platform in an illegal or fraudulent manner and to deem your overall authenticity;
b)    that where SLOCOACH advises you in writing that they require further verification of your identity then you will make all reasonable endeavours to comply with this request within seven (7) days of receipt of the request;
c)    any information that you provide pursuant to this clause will be true and correct to the best of your knowledge and belief and failure to comply with this clause will result in an immediate termination of the provision of the Services to you.
d)    during the verification process, SLOCOACH may use various methods to verify your identity, including but not limited to, matching your workplace email address with the email address used to register an account and checking public and private databases.

 

9.    User Posts

You acknowledge and agree that SLOCOACH reserves the right, at any time and without prior notice, to remove or disable a User’s access to its account or to a Post at SLOCOACH’s sole discretion without notice and for any reason, including, but not limited to, situations where SLOCOACH, in its reasonable opinion, determines that:
a)    the Post is not filmed in a professional manner, or does not have a professional theme, and is generally not professional;
b)    the Post is offensive;
c)    the Post is abusive, threatening, or discriminatory;
d)    the Post violates these Terms;
e)    the Post is harmful or damaging to the Platform, the Services, the Coaches and the Users; or
f)    a claim is made that the Post violates the intellectual property rights of a third party.

 

10.    Services
By SLOCOACH offering its Services to you, you acknowledge and agree that:
a)    unless otherwise stated, all amounts are listed inclusive of applicable local taxes;
b)    SLOCOACH may receive a commission, benefit, or fee from third parties in relation to the provision of the Services to you;
c)    SLOCOACH does not, at any time, provide any guarantees whatsoever, whether express or implied, with respect to the success of the Service;
d)    you shall remain solely responsible for assessing the implications and risks of using the Services; and
e)    these Terms do not create a relationship of employment, trust, joint venture, agency, partnership or other relationship of a fiduciary nature between the parties.

 

11.    Services Fee
a)    The Client acknowledges and agrees that by accessing and using the Platform and the Services, you are required to pay the Coach the agreed service fee (the Fee) that can be found on the Platform or as provided to you, and may vary from time to time. The Training Services will only commence once payment is confirmed by SLOCOACH.
b)    Payment of the Fee may be made through the Platform’s third-party payment provider as specified on the Platform (the Payment Gateway). In using the Services or making the payment of the Fee, you warrant that you have familiarised yourself with, and agree to be bound by, the applicable terms and conditions, privacy policy and other relevant legal documentation required by the Payment Gateway, prior to you using the Payment Gateway services.
c)    In the event that the Client elects to pay the Fee by way of direct debit and/or credit card and there is a chargeback by your credit provider, SLOCOACH may suspend or terminate the Services immediately. You will be charged SLOCOACH’s then current administration fee, available on the Platform, plus any applicable local taxes (the Administration Fee), and you agree to pay 2% plus the Cash Rate Target set by the Reserve Bank of Australia (the Interest) on amounts which remain unpaid after thirty (30) days from the date of the tax invoice. Upon payment of the Administration Fee and Interest in accordance with the Terms, SLOCOACH may reinstate the Services to you.
d)    Further, if the Client does not pay any amounts owing to Coach, the Client will be liable to make the payment immediately. In the event the amounts remain unpaid after thirty (30) days from the date of the tax invoice, the Coach may proceed to recover the debt from you without further notice. If the Coach initiates debt recovery action against you, you acknowledge and agree that you will be and remain liable for all debt collection costs which includes any legal costs (on an indemnity basis), collection agency costs and any other expenses or disbursements. You will also be liable to pay the Interest and Administration Fee on the outstanding debt and we may report you to a credit reporting agency. SLOCOACH may act on the Coach’s behalf in regards to the debt recovery.
e)    SLOCOACH may provide a tax invoice to the Client’s registered email upon payment for the Training Services on the Coach’s behalf. The provision of such tax invoice does not in any way mean that SLOCOACH is providing you with the Training Services.
f)    SLOCOACH reserves the right to terminate or suspend your access to the Services and the Platform, in the event that you fail to pay any payment pursuant to the Services or any invoice sent by SLOCOACH from time to time.

 

12.    SLOCOACH’s Commission
a)    You acknowledge and agree that SLOCOACH will receive a percentage of the Fee received by the Coach from the Client (the Commission) for the use of the Platform and Services pursuant to the Commission chart available at or as provided to you from time to time.
b)    SLOCOACH will hold the Fee for the Coach until the completion of the Training Services, and will withhold any Commission upon payment.
c)    You acknowledge and agree that the Commission is subject to change at any time (the Changes). SLOCOACH will make all reasonable endeavours to inform you of the Changes. You agree to accept any changes to the Commission.
d)    If you do not agree with or accept the Changes, your sole recourse will be to stop using or accessing the Platform and the Services. Your continued access or use of the Platform and the Services after the date of the Changes constitutes your acceptance of the Changes and that you agree to be bound by the new Commission.
e)    SLOCOACH will use its reasonable efforts to provide you with at least seven (7) days notice of the Changes by sending you an email to the email address associated with your account. Therefore, you must keep your contact details updated. SLOCOACH recommends you regularly check for any changes and to keep a copy of the Commission chart.

 

13.    Refund Policy
If, for whatever reason, you are unsatisfied with the Services, please contact SLOCOACH outlining why you believe you are entitled to a refund of any Fee so that SLOCOACH is able to determine whether a refund should occur. Any refunds granted pursuant to this clause will be at SLOCOACH’s absolute discretion.

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14.    Confidential Information
a)    In this clause, “Confidential Information” means any documents or information created, received or obtained by any User, SLOCOACH or any other party in respect of the Services. In relation to SLOCOACH, it also includes all non-public information pertaining to SLOCOACH's business (including, without limitation, our pricing information, Commission percentage, the identity or participation of specific Coaches, and any content marked confidential) is Confidential Information.
b)    By accepting the Terms, you acknowledge and agree that you will not, during the course of the engagement or thereafter, use, disclose, solicit, or misappropriate any Confidential Information, trade secrets, or other proprietary information that belongs to any third-party, except with the prior written consent of that party or as required by law.
c)    Neither party will disclose to any third-party any details of their engagements or any of the negotiations undertaken in relation to the Services without the prior written consent of the other.

 

15.    Non-Solicitation
a)    Where a Client engages a Coach introduced through the Platform, the Client (which includes the associated Recruit) and the Coach will not, while the Coach is providing Training Services to the Recruit and during the subsequent 12 months after the last instance of SLOCOACH providing Services to the Client by connecting the Coach via the Platform, either directly or indirectly, without written consent from SLOCOACH, employ, solicit, or engage or attempt to engage with that Coach or the Client for provision of the Video Analysis Coaching Services, other than via the Platform. If the Client or the Coach contravenes this clause, the Client and the Coach will be billed an introduction fee equivalent to at least 20% of the services rendered (less applicable local taxes and disbursements) by the Coach during the following 12 months (the Introduction Fee).
b)    For the avoidance of doubt, the Client and the Coach must use the Platform and/or Services as their exclusive method to engage with each other for Video Analysis Coaching unless SLOCOACH agrees otherwise in writing.
c)    Under no circumstances will SLOCOACH grant the Client or the Coach the right to employ, solicit or engage the Coach or the Client for Video Analysis Coaching without SLOCOACH receiving the Introduction Fee.
d)    Where SLOCOACH agrees to release the Client and the Coach from this clause 15 for consideration of the Introduction Fee, the Client and the Coach is required to pay SLOCOACH the Introduction Fee in advance prior to the Coach performing services for the Client. This amount shall be due and payable no later than 30 days after the start date of the engagement.
e)    The Client and the Coach acknowledge and agree that this clause 15 is fair and reasonable under the circumstances and these restraints are reasonably necessary to protect SLOCOACH’s business interests as it has expended significant resources in advertising, marketing and staffing to make its Services possible.

 

16.    Third Party Platform
a)    SLOCOACH works with a number of partners and affiliates whereby the Platform may be linked with other platforms that are controlled by parties other than SLOCOACH (each a Third Party Platform). You may be required to use a Third Party Platform for SLOCOACH and/or the Coaches to provide the Services to you.
b)    Certain services made available on the Platform are delivered by third parties. By using any product, service, or functionality originating from the Platform, you are allowing SLOCOACH to share information with any third party with whom SLOCOACH has a pertinent contractual relationship – any information necessary to facilitate its provision of products, services, or functionality to you.
c)    SLOCOACH is not responsible for and does not endorse or accept any responsibility for the availability, contents, products, services or use of any Third Party Platform, any Platform accessed from a Third Party Platform or any changes or updates to such sites. SLOCOACH makes no guarantees about the content or quality of the products or services provided by such sites. If you have availed any Third Party Services, the third party may contact you by email and/or phone with instructions on how to access your benefits and to keep you informed of their services. You may be required to accept additional terms located on the Third Party Platform.

 

17.    Copyright, Intellectual Property, and Marketing
a)    The Platform, the Services and all of the related products of SLOCOACH are subject to copyright. The material on the Platform and Services is protected by copyright under the laws of England and Wales and by International treaties. Unless otherwise indicated, all rights (including copyright) in the content and compilation of the Platform (including but not limited to text, graphics, logos, button icons, video images, audio clips, platform, code, scripts, design elements and interactive features) (the Content) are owned or controlled for these purposes, and are reserved by SLOCOACH or its contributors.
b)    SLOCOACH retains all rights, title and interest (including copyrights, patents and trade marks) in and to the Platform, Services, products and all related content therein. Unless otherwise indicated, the Terms do not transfer to you any of SLOCOACH’s or any third party’s rights, title, and interest in copyrights, patents and trade marks.
c)    Each User retain all rights, title and interest (including copyrights, patents and trade marks) in its Posts. During the duration of these Terms with SLOCOACH, the User grants to SLOCOACH a perpetual, non-exclusive, transferable, royalty-free licence to your Posts. Notwithstanding the forgoing, SLOCOACH is the proprietor of any results, methodologies, data or meta data, including any analyses, index results, or reports, which is either contained within, gleaned through, derived from, captured by, or generated by your use of the Services or the Posts (Derivative Materials).
d)    To engage in the Training Services, the Client or Recruits and the Coaches will provide Posts to each other. Subject to clause 17.3, the Client and/or Recruit and the Coach grant to each other a limited, exclusive, non-transferable license to use such Post, on a royalty-free basis, for the sole purpose of receiving and providing the Training Services. The license shall continue to exist after the termination of these Terms, however, each licensor reserves the right to revoke the licensee’s permission to use the licensor’s Post should the use be noncompliant.
e)    The User acknowledges and agrees that SLOCOACH exclusively and unconditionally owns the Moral Rights in all the Content, Derivative Materials, materials and documents relating to the Terms. You acknowledge and agree that to the extent that you have Moral Rights in any of the Content, Derivative Materials, materials and documents relating to the Terms, you will provide a Moral Rights Consent to SLOCOACH.
f)    The Clients and the Recruits may read and copy the Content to the extent necessary to use the Services and receive the Training Services, and the Coaches may read and copy the Content to the extent necessary to use the Service and provide the Training Services, but the Clients, the Recruits and the Coaches may not publish, resell or sub-licence it. SLOCOACH makes no guarantees, representations or warranties about the accuracy or correctness of any of the information on SLOCOACH.
g)    For purposes of these Terms, the term “Marks” will mean the trademarks, service marks, trade names, copyrights, logos, slogans and other identifying symbols and indicia of the applicable party. All uses of a party’s Marks by the other party will be in the form and format specified in the media or promotional guidelines (if any).
h)    Subject to the terms and conditions of these Terms, the User hereby grants to SLOCOACH and its affiliates for no consideration, a limited, non-exclusive and non-transferable license to use such User’s Marks, on a royalty-free basis, for the sole purpose of performing the promotional activities as set forth in media or promotional guidelines (if any). All goodwill related to the use of any Marks shall inure to the benefit of the owner of such Marks. Each Mark licensor reserves the right to revoke the licensee’s permission to use the licensor’s Marks should the use be noncompliant with the media or promotional guidelines, or negatively impacts, or disparages the Mark.

 

18.    General Disclaimer
a)    Nothing in these Terms limits or excludes any guarantees, warranties, representations or conditions implied or imposed by law, including the applicable Consumer Law (or any liability under them) which by law may not be limited or excluded.
b)    If you are not a Consumer (under the applicable Consumer Law), you agree that SLOCOACH has no direct or indirect liability (including in negligence) to you in any way related to your use of SLOCOACH.
c)    If you are a Consumer (under the applicable Consumer Law), SLOCOACH limits all its direct and indirect liability (including in negligence) to you to the Consumer Guarantees under the applicable Consumer Law.
d)    Where there is a breach of the Consumer Guarantees, then to the maximum extent permitted by law, SLOCOACH’s or a Coach’s liability to you is limited at its option to:
i)    in the case of goods, replacement or repair of the goods or payment of the cost of replacing or repairing the goods; and
ii)    in the case of services, resupply of the services or payment of the cost of re-supplying the services.
e)    Subject to this clause 18, and to the extent permitted by law:
i)    we and the Coaches exclude all representations, warranties or guarantees, whether express or implied, by statute, trade or otherwise; and
ii)    we will not be liable for any liabilities, claims, costs and expenses (including legal costs), damage or injury or any special, direct, indirect or consequential loss or damage (unless such loss or damage is reasonably foreseeable resulting from our failure to meet an applicable Consumer Guarantee), loss of profit or opportunity, or damage to goodwill arising out of or in connection with the Services, the Training Services, or these Terms (including as a result of not being able to use the Services or the late supply of the Services), whether at common law, under contract, tort (including negligence), in equity, pursuant to statute or otherwise.
f)    Use of the Platform, the Training Services, and the Services is at your own risk. Everything in relation to the Platform, the Training Services and the Services are provided to you “as is” and “as available” without warranty or condition of any kind, and the information contained in it (including the Contents or use of the Platform, the security of your computer in accessing the Platform, computer viruses, trojans, the availability, uptime and security of the Platform and the integrity of data accessed through the Platform) are excluded.. None of the affiliates, directors, officers, employees, agents, contributors, third party content providers or licensors of SLOCOACH make any express or implied representation or warranty about its Content or any products or Services (including the products or services of SLOCOACH) referred to on the Platform or by SLOCOACH.

 

19.    Limitation of Liability
a)    You acknowledge and agree that SLOCOACH’s total liability arising out of or in connection with the Services or these Terms, however arising, including under contract, tort (including negligence), in equity, under statute or otherwise, will not exceed the resupply of the Training Services to you.
b)    You acknowledge and agree that SLOCOACH, its affiliates, employees, agents, contributors, third party content providers, licensors and Coaches shall not be liable to you for any loss or damage, or for any direct, indirect, incidental, special, consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability. This shall include, but is not limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation and any other intangible loss.
c)    SLOCOACH is not responsible or liable in any manner for any content posted on the Platform or provided in connection with the Services, whether posted, created, or provided by the Client or by the Coach or by any other third parties.
d)    SLOCOACH does not control and is not responsible for the behaviours and actions of its Clients or the Coaches. Accordingly, SLOCOACH is not responsible for any offensive, inappropriate, obscene or unlawful content or actions that you may encounter on the Platform or in connection with your use of the Services or Training Services.
e)    SLOCOACH is not a Coach referral service. SLOCOACH does not select or endorse any individual Coach. While SLOCOACH uses commercially reasonable efforts to verify that the Coaches have valid licenses, if any are required, it does not make any warranty, guarantee, or representation as to the ability, competence, quality or qualifications of any Coach. SLOCOACH encourages you to make all necessary enquiries and satisfy yourself as to whether the Coach meets your requirements and objectives.
f)    You understand that we are not a party to and will not have any liability with respect to your work or engagement with the Coaches. Any claims you have arising out of Services obtained from a Coach is to be brought against the Coach arising from any and all disputes between a Client and a Coach.
g)    No Party will have liability for any failure or delay due to matters beyond their reasonable control.

 

20.    Indemnity
a)    You agree to indemnify SLOCOACH and its officers, directors, employees, sublicensees, agents, affiliates, Coaches, successors and assigns from and against any and all claims, damages, liabilities, losses, settlements, costs and expenses (including, without limitation lawyers' fees and court costs) which arise out of or relate to your use of the Platform and/or Services, including, but not limited to:
i)    any misuse of the Platform or Services by you, including and without limitation, any dishonest, inaccurate, incomplete, fraudulent, negligent, wrongful, unlawful, or criminal act or omission by you;
ii)    any act or omission (including negligent acts or omissions) of the Client or Recruit in the use or purported use of any of the Training Services;
iii)    your breach of the Terms;
iv)    the use of any intellectual property created in respect of the Services not contemplated by the Terms or as a consequence of a breach of the Terms; or
v)    any activity which you engage in on the Platform or through the Services.
b)    This indemnity will survive termination of the Terms.

 

21.    Termination
Termination of the Services
a)    Either you or SLOCOACH may terminate the Services at any time for any reason by deactivating your account and informing SLOCOACH.
b)    If you want to terminate the Services, you may do so by:
i)    providing SLOCOACH with fourteen (14) days’ notice of your intention to terminate by email at help@slocoach. and
ii)    closing your accounts for all of the Services that you use, where SLOCOACH has made this option available to you.
c)    Your elected termination will be effective upon receipt of the notice of your intention to terminate by SLOCOACH.
d)    SLOCOACH may, at any time, for any reasons, suspend or terminate your access to all or any part of the Platform or Services, with or without notice.

Termination of the Training Services
e)    SLOCOACH, the Client, the Recruit, and the Coach each have a right to immediately terminate the Training Services at any time for whatever reason, including, but not limited to:
i)    Unsafe, illegal or unconducive Post(s) uploaded by the User; or
ii)    any violation by the Coach, the Recruit, or the Client of any of these Terms.
f)    All provisions of the Terms, which by their nature should survive termination, will survive termination, including, without limitation, confidentiality, non-solicitation, disclaimer, limitation of liability and indemnity clauses.
g)    When the Terms come to an end, all of the legal rights, obligations and liabilities that the Client, the Coach and/or SLOCOACH have benefited from, been subject to (or which have accrued over time whilst the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of this clause shall continue to apply to such rights, obligations and liabilities indefinitely.

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22.    Dispute Resolution
a)    The Client and the Coach agree to deal with the disputes arising under these terms in relation to any type of Services or Training Services provided under these Terms pursuant to the following dispute resolution procedures:
i)    Either party may not commence any legal proceedings in relation to the dispute, unless the following clauses have been complied with (except where urgent interlocutory relief is sought):
ii)    A party to these Terms claiming a dispute (the Dispute) has arisen under the Terms, must give written notice to the other party detailing the nature of the Dispute, the desired outcome and the action required to settle the Dispute (the Notice).
iii)    On receipt of the Notice by the other party, the parties to the Dispute (the Dispute Parties) must within seven (7) days of the Notice endeavour in good faith to resolve the Dispute expeditiously by negotiation or such other means upon which they may mutually agree.
iv)    If for any reason whatsoever, twenty-one (21) days after the date of the Notice, the Dispute has not been resolved, the Dispute Parties must either agree upon selection of a mediator or request that an appropriate mediator be appointed by the President of the Law Society of New South Wales, Australia.
b)    It is agreed that mediation will be held in the nearest capital city in which the Coach is situated. In the case of a dispute with SLOCOACH, then Sydney, Australia.
c)    For the avoidance of doubt, the Dispute Parties need not attend the mediation or other means of resolution in person. The Dispute Parties may attempt to resolve the matter via any means of electronic communications.
d)    The Dispute Parties are equally liable for the fees and reasonable expenses of a mediator and the cost of the venue of the mediation and without limiting the foregoing, undertake to pay any amounts requested by the mediator as a pre-condition to the mediation commencing. The Dispute Parties must each pay their own costs associated with the mediation.
e)    All communications concerning negotiations made by the Dispute Parties arising out of and in connection with this dispute resolution clause are confidential and to the fullest extent possible, must be treated as "without prejudice" negotiations.
f)    If thirty (30) days have elapsed after the start of a mediation of the Dispute and the Dispute has not been resolved, either party may ask the mediator to terminate the mediation and the mediator must do so.
g)    In the event that the Dispute is not resolved at the conclusion of the mediation, either party may institute legal proceedings concerning the subject matter of the Dispute thereafter.

 

23.    Notice
a)    SLOCOACH may provide any notice to you under the Terms by sending a message to your email address. The notice provided by SLOCOACH to you by email shall be deemed to have been properly given 24 hours following SLOCOACH sending the email, provided no evidence of non-receipt has been received by SLOCOACH from its systems.
b)    Users may provide any notice under the Terms by sending a message to the other party’s email address. The notice provided by a User by email shall be deemed to have been properly given 24 hours following the User sending the email, provided no evidence of non-receipt has been received by the User from its systems.

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24.    Relationship
Nothing in this contract is intended to create a partnership, joint venture, agency or employment relationship with either the Client or the Coach.

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25.    Governing Law
The Terms are governed by the laws of New South Wales, Australia. Any dispute, controversy, proceeding or claim of whatever nature arising out of or in any way relating to the Terms and the rights created hereby shall be governed, interpreted and construed by, under and pursuant to the laws of New South Wales, Australia, without reference to conflict of law principles, notwithstanding mandatory rules. The validity of this governing law clause is not contested. The Terms shall be binding to the benefit of the parties hereto and their successors and assigns.

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26.    Venue and Jurisdiction
In the event of any dispute arising out of or in relation to the Platform, you agree that the exclusive venue for resolving any dispute shall be in the courts of New South Wales, Australia and the venue shall be Sydney, New South Wales.

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27.    Severance
If any part of the Terms is found to be void or unenforceable that part shall be severed and the rest of the Terms shall remain in force.

 

28.    Waiver
a)    A waiver of any right, power or remedy under these Terms must be in writing signed by the party granting it.
b)    A waiver is only effective in relation to the particular obligation or breach in respect of which it is given. It is not to be taken as an implied waiver of any other obligation or breach or as an implied waiver of that obligation or breach in relation to any other occasion.
c)    The fact that a party fails to do, or delays in doing, something the party is entitled to do under these Terms does not amount to a waiver.

 

29.    Assignment
a)    You may not assign your rights or delegate your duties under these Terms or any additional terms without our prior written consent.
b)    A purported assignment without written consent will be deemed to be void and convey no rights.
c)    SLOCOACH may assign its rights or delegate its duties under these Terms or any additional terms without our prior written consent.

 

30.    Contact
If you wish to notify us about anything relating to these Terms, please contact us at help@slocoach.com.