Platform Terms of Service

1. INTRODUCTION

Welcome to Skild.

These Platform Terms ("Terms") govern your access to and use of the Skild website, mobile applications, software, APIs, digital products, communications, marketplace services (when available), and all related products and services (collectively, the Platform).

The Platform is owned and operated by:

One on One Coaching Pty Ltd

ABN 23 128 688 273

Trading as Skild

7 Ruskin Street, Byron Bay NSW 2481, Australia

Website: https://www.skildapp.com

Email: info@skildapp.com

Throughout these Terms, Skild, we, our and us refer to One on One Coaching Pty Ltd.

By creating an Account, accessing the Platform or using any Skild services, you acknowledge that you have read, understood and agree to be legally bound by these Terms.

If you do not agree, you must immediately discontinue use of the Platform.

2. OUR MISSION

Skild exists to simplify the administration and growth of sports coaching businesses.

Our software is designed to help coaches, academies, clubs and sporting organisations manage their operations through a single integrated platform.

Our services may include:

• scheduling
• private coaching bookings
• memberships
• classes
• coach management
• contractor management
• customer relationship management
• payments
• digital programs
• online coaching
• communications
• reporting
• analytics
• marketing tools
• future marketplace services
• future AI-powered features

Our Platform will continue to evolve and new services may be introduced from time to time.

3. IMPORTANT ROLE OF SKILD

Skild provides technology.

Skild is not a coaching business.

Skild does not:

• provide coaching services;
• supervise sporting activities;
• employ coaches (unless expressly stated);
• manage sporting programs;
• assess participant suitability;
• guarantee sporting outcomes;
• provide medical advice;
• provide health advice;
• provide legal advice;
• provide financial advice.

Unless expressly stated otherwise, contracts for coaching services are entered into directly between the Customer and the relevant Coach or Business.

Skild acts solely as the software platform enabling those parties to connect and transact.

4. DEFINITIONS

For these Terms:

Account means any registered account created on the Platform.

Business means any sporting organisation, academy, coaching business, club, franchise or other organisation using the Platform.

Coach means any individual delivering sporting instruction, training or educational services using the Platform.

Customer means any person purchasing or booking services through the Platform.

Child means any individual under 18 years of age.

Guardian means a parent or legal guardian responsible for a Child.

Content means any material uploaded to the Platform including:

• videos
• photos
• documents
• PDFs
• online courses
• coaching programs
• graphics
• logos
• messages
• comments
• reviews
• marketing material
• text
• audio
• software
• files

Marketplace means any future functionality enabling Customers to discover Coaches or Businesses.

Platform means all Skild software, applications, APIs, websites and associated services.

Subscription means any paid access plan offered by Skild.

User means every individual or entity using the Platform.

5. ELIGIBILITY

To create an Account you must:

• be at least 18 years of age; or
• have an Account created and managed by your parent or legal guardian.

Businesses warrant that the individual creating the Account has authority to legally bind that Business.

By registering you represent and warrant that:

• information supplied is accurate;
• information remains current;
• you have legal capacity to enter into these Terms;
• you will comply with applicable laws.

Skild may suspend Accounts where information is false or misleading.

6. USER ACCOUNTS

You are responsible for all activity occurring under your Account.

You agree to:

• keep passwords confidential;
• maintain accurate information;
• promptly update details;
• notify Skild of unauthorised access;
• protect login credentials;
• immediately report suspected security incidents.

You must not:

• create fraudulent Accounts;
• impersonate another person;
• create Accounts using false identities;
• share login credentials;
• transfer Accounts without Skild's written approval.

Skild reserves the right to verify identity where reasonably required.

7. BUSINESS ACCOUNTS

Businesses may use the Platform to manage:

• coaches;
• contractors;
• employees;
• customers;
• memberships;
• classes;
• bookings;
• communications;
• online programs;
• reporting;
• digital content;
• payments.

Businesses remain solely responsible for:

• coaching services;
• participant safety;
• insurance;
• employment obligations;
• contractor arrangements;
• tax obligations;
• child safety compliance;
• venue management;
• refunds to customers;
• compliance with sporting body rules.

Nothing within these Terms creates any employment relationship between Skild and any Coach or Business User.

8. COACH ACCOUNTS

Each Coach warrants that they possess any qualifications, licences, registrations, permits or certifications required by applicable law or governing sporting bodies.

Where applicable, Coaches are responsible for maintaining:

• Working With Children Checks;
• first aid qualifications;
• public liability insurance;
• professional indemnity insurance;
• coaching accreditation.

Skild may, but is not obliged to, introduce coach verification processes in future.

Verification does not constitute a guarantee of competence.

9. CUSTOMER & PARENT ACCOUNTS

Customers may purchase services through the Platform.

Where services are booked for a Child:

• the Parent or Guardian is responsible for the Account;
• the Parent or Guardian confirms they have authority to consent on behalf of the Child;
• all payment obligations remain the responsibility of the Parent or Guardian.

Parents are responsible for ensuring information provided regarding minors is accurate.

10. PLATFORM SERVICES

The Platform may include functionality enabling Users to:

• accept bookings;
• sell memberships;
• process payments;
• upload educational content;
• communicate with customers;
• issue invoices;
• manage calendars;
• automate reminders;
• sell digital products;
• conduct online coaching;
• manage multiple locations;
• manage multiple coaches;
• manage teams;
• create branded business profiles.

Additional functionality may be added, modified or removed at any time as the Platform evolves.

11. SUBSCRIPTIONS

11.1 Subscription Plans

Skild offers a range of subscription plans designed for different types of Users, including individual Coaches, coaching Businesses, Clubs and other sporting organisations.

Subscription plans, pricing, inclusions and limitations are published on the Platform and may be updated by Skild from time to time.

Different subscription plans may include different features, user limits, storage limits, integrations or support levels.

11.2 Commencement

Your Subscription commences when:

• your payment is successfully processed; or
• where applicable, your complimentary trial period begins.

Access to certain Platform features may remain restricted until payment has been successfully received.

11.3 Automatic Renewal

Unless otherwise stated, all paid Subscriptions automatically renew on a monthly basis.

By subscribing, you authorise Skild to automatically charge your nominated payment method on each renewal date until your Subscription is cancelled.

11.4 Subscription Changes

You may upgrade or downgrade your Subscription through your Account settings.

Where you upgrade:

• additional charges may apply immediately or from the next billing cycle.

Where you downgrade:

• changes generally take effect from the next renewal date;
• access to certain features may be removed;
• historical data may become unavailable depending on your new Subscription.

Skild recommends exporting any important data before downgrading.

11.5 Pricing Changes

Skild may amend Subscription pricing from time to time.

Where pricing changes affect existing Subscribers, Skild will provide reasonable prior notice.

Continued use of the Platform after the effective date of revised pricing constitutes acceptance of the new pricing.

12. FOUNDATION COACH OFFER

12.1 Eligibility

From time to time Skild may invite selected Businesses or Coaches to participate in promotional pricing programs, including the Foundation Coach Program.

Participation is entirely at Skild's discretion.

12.2 Promotional Pricing

Eligible Foundation Users receive:

• fifty percent (50%) off the applicable Subscription price;
• for a period of twelve (12) consecutive months from activation.

Unless otherwise agreed in writing:

• discounts are personal to the approved Business;
• discounts cannot be transferred;
• discounts cannot be redeemed for cash;
• discounts cannot be combined with other promotional offers.

12.3 Expiry

Following expiry of the promotional period, the applicable Subscription automatically converts to Skild's standard pricing unless cancelled beforehand.

12.4 Withdrawal of Offer

Skild reserves the right to discontinue the Foundation Program for future applicants at any time.

Existing approved Foundation Users will continue receiving their agreed promotional pricing for the applicable promotional period provided they remain in good standing.

13. PAYMENTS

13.1 Payment Processing

Payments made through the Platform are processed using approved third-party payment providers, including Stripe.

Users acknowledge that separate terms imposed by payment providers also apply.

13.2 Payment Authority

By using paid features of the Platform you authorise Skild and its payment providers to:

• process payments;
• deduct Subscription fees;
• process booking payments;
• deduct applicable Platform fees;
• process recurring charges;
• process authorised refunds where applicable.

13.3 Payment Methods

Users must maintain a valid payment method while using paid services.

Accepted payment methods may include:

• Visa
• Mastercard
• Apple Pay
• Google Pay
• debit cards
• other payment methods supported by Stripe.

Available payment methods may change without notice.

13.4 Failed Payments

If a payment cannot be processed, Skild may:

• retry the transaction;
• notify the User;
• suspend paid features;
• restrict new bookings;
• suspend payouts where appropriate;
• cancel the Subscription if payment remains outstanding.

Users remain responsible for all outstanding fees.

13.5 Taxes

Unless otherwise stated:

• all prices are quoted in Australian Dollars (AUD);
• prices include GST where required by Australian law.

Users remain responsible for any taxes applicable within their own jurisdiction.

14. STRIPE CONNECT

14.1 Payment Flow

Where Stripe Connect is utilised:

Customer payments are processed securely by Stripe.

Funds are generally allocated directly through Stripe's payment infrastructure.

Skild does not ordinarily hold customer funds.

14.2 Platform Fees

Where applicable, Skild may deduct agreed Platform fees before settlement to the relevant Business.

The remaining funds are transferred in accordance with Stripe's settlement processes.

Settlement timing is determined by Stripe and participating financial institutions.

14.3 Payment Delays

Skild is not responsible for payment delays arising from:

• banking institutions;
• card issuers;
• Stripe;
• fraud investigations;
• regulatory requirements;
• public holidays;
• technical failures outside Skild's reasonable control.

14.4 Chargebacks

Where a Customer initiates a chargeback or payment dispute:

the relevant Business remains responsible for responding to that dispute.

Skild may provide reasonable assistance where practicable but accepts no responsibility for determining the outcome of payment disputes.

Any fees imposed by payment providers in connection with chargebacks may be deducted from future settlements where permitted.

15. REFUNDS

Refunds are governed by the Skild Refund & Cancellation Policy.

Unless required by Australian Consumer Law:

• Subscription fees are non-refundable;
• partial months are not refunded;
• unused features do not generate credits;
• failure to use the Platform does not entitle a User to a refund.

Nothing in these Terms limits any rights available under Australian Consumer Law.

16. CANCELLATIONS

Users may cancel their Subscription at any time.

Cancellation prevents future renewals but does not normally entitle the User to a refund for any current billing period.

Access to paid features continues until expiry of the paid Subscription period unless the Account is earlier suspended or terminated.

17. BOOKING PAYMENTS

Where Businesses use the Platform to accept booking payments:

the contractual relationship for the coaching service exists between:

• the Customer; and
• the relevant Business or Coach.

Skild acts solely as the technology provider facilitating the transaction.

Businesses remain solely responsible for:

• refunds;
• cancellations;
• coaching services;
• consumer guarantees relating to those services.

18. DIGITAL PRODUCTS

Businesses and Coaches may sell digital products through the Platform including:

• coaching programs;
• online courses;
• instructional videos;
• downloadable resources;
• digital memberships;
• subscription content.

Unless expressly stated otherwise:

purchases of digital products are governed by the relevant Business's terms in addition to these Terms.

19. FUTURE MARKETPLACE PAYMENTS

If Marketplace functionality is introduced in future:

Skild may facilitate:

• customer payments;
• deposits;
• cancellation fees;
• commissions;
• promotional credits;
• gift cards;
• marketplace service fees.

Additional Marketplace Terms may apply to those services.

20. FINANCIAL RESPONSIBILITY

Each Business is solely responsible for:

• taxation;
• GST reporting;
• income reporting;
• payroll obligations;
• contractor payments;
• employee entitlements;
• superannuation;
• financial record keeping.

Skild provides software only and does not provide accounting, taxation or financial advice.

21. OWNERSHIP OF THE PLATFORM

21.1 Ownership

The Platform, including all software, source code, object code, databases, user interfaces, workflows, algorithms, APIs, designs, graphics, logos, branding, documentation, text, images, audiovisual material, reports, data structures, architecture and all associated intellectual property rights, is owned by or licensed to Skild.

Nothing in these Terms transfers ownership of any intellectual property rights from Skild to any User.

All rights not expressly granted under these Terms are reserved by Skild.

21.2 Licence to Use

Subject to these Terms, Skild grants each User a limited, revocable, non-exclusive, non-transferable and non-sublicensable licence to access and use the Platform solely for its intended purpose during the period that the User maintains a valid Account.

This licence immediately terminates upon suspension or termination of the User's Account.

21.3 Restrictions

Except where expressly permitted by law, Users must not:

• copy the Platform;
• reproduce any part of the Platform;
• modify the Platform;
• create derivative works;
• reverse engineer the Platform;
• decompile or disassemble the software;
• attempt to discover source code;
• remove copyright notices;
• remove trademarks;
• interfere with security mechanisms;
• bypass licence restrictions;
• use automated scraping tools;
• extract databases;
• mirror the Platform;
• frame the Platform within another website;
• reproduce Platform functionality for commercial purposes;
• create competing software using Skild's intellectual property.

21.4 Platform Improvements

Any improvements, updates, enhancements, modifications or new functionality developed by or for Skild remain the exclusive property of Skild unless otherwise agreed in writing.

22. SKILD TRADE MARKS & BRANDING

The following are valuable intellectual property assets of Skild:

• Skild
• Skild logos
• Platform branding
• Product names
• Graphics
• User interface designs
• Marketing material
• Website content

Users must not use Skild branding without prior written consent, except where expressly permitted for legitimate promotional purposes (for example, displaying that they use the Skild platform).

Nothing in these Terms grants any licence to use Skild's trade marks except as expressly stated.

23. USER CONTENT

23.1 Ownership

Users retain ownership of the Content they create and upload to the Platform.

This includes:

• coaching videos;
• training programs;
• documents;
• PDFs;
• online courses;
• photographs;
• business logos;
• coaching resources;
• marketing material;
• messages;
• comments;
• reviews;
• instructional material;
• digital products.

23.2 Licence Granted to Skild

By uploading or creating Content on the Platform, you grant Skild a worldwide, non-exclusive, royalty-free, transferable licence (to the extent necessary) to:

• host;
• store;
• copy;
• reproduce;
• display;
• publish;
• transmit;
• distribute;
• adapt;
• convert;
• back up;
• process; and
• otherwise use the Content,

solely for the purpose of:

• operating the Platform;
• providing services to Users;
• improving Platform functionality;
• enabling integrations;
• maintaining backups;
• troubleshooting issues;
• complying with legal obligations; and
• promoting the Platform where the Content has been intentionally made public by the User.

This licence continues only for as long as reasonably necessary to provide the Platform and maintain required records.

23.3 User Responsibility

Users are solely responsible for the Content they upload.

You warrant that:

• you own the Content or have permission to use it;
• the Content does not infringe another person's rights;
• the Content is lawful;
• the Content is accurate to the best of your knowledge;
• uploading the Content does not breach any confidentiality obligation or court order.

23.4 Removal of Content

Skild may remove or restrict access to any Content that we reasonably believe:

• breaches these Terms;
• is unlawful;
• infringes intellectual property rights;
• is misleading or deceptive;
• contains malicious software;
• is offensive, abusive or discriminatory;
• creates a legal or reputational risk for Skild or other Users.

Where practical, Skild may notify the relevant User before removing Content.

24. BUSINESS DATA

Businesses retain ownership of their customer records, booking information and operational data uploaded to the Platform.

However, Businesses acknowledge that Skild may process this information to:

• provide Platform services;
• enable integrations;
• generate reports;
• provide customer support;
• maintain backups;
• improve Platform functionality;
• comply with legal obligations.

Subject to applicable privacy laws, Skild may also use aggregated and de-identified information for analytics, benchmarking, service improvements and product development.

Skild will not sell identifiable customer data to unrelated third parties.

25. CONFIDENTIAL INFORMATION

During use of the Platform, either party may receive confidential information belonging to the other.

Confidential Information includes any non-public information relating to:

• software;
• technology;
• business operations;
• pricing;
• product roadmaps;
• financial information;
• customer lists;
• trade secrets;
• technical documentation;
• commercial strategies.

Each party agrees to:

• keep Confidential Information confidential;
• use it only for the purposes of these Terms;
• take reasonable steps to protect it from unauthorised disclosure.

These obligations do not apply to information that:

• is publicly available other than through a breach of confidence;
• is independently developed without reference to the confidential information;
• is required to be disclosed by law or court order.

26. FEEDBACK

Skild welcomes ideas, feature requests and suggestions from Users.

If you provide feedback, suggestions, recommendations or ideas relating to the Platform, you grant Skild a perpetual, irrevocable, worldwide, royalty-free licence to use, modify, commercialise and incorporate that feedback into the Platform without payment or attribution.

This clause does not transfer ownership of your existing intellectual property; it applies only to the feedback itself.

27. APPLICATION PROGRAMMING INTERFACES (APIs)

Where Skild provides APIs or developer tools, Users must:

• comply with any API documentation;
• comply with published rate limits;
• maintain appropriate security measures;
• not misuse API credentials;
• not attempt to compromise Platform security.

Skild may modify, suspend or discontinue API access at any time upon reasonable notice where practicable.

28. AI FEATURES

From time to time, Skild may introduce artificial intelligence, automation or machine learning features.

AI-generated outputs:

• are provided to assist Users;
• may contain inaccuracies;
• should be independently reviewed before reliance;
• do not constitute professional, legal, medical or financial advice.

Users remain solely responsible for decisions made using AI-generated content.

Where Users submit information to AI-powered features, that information may be processed to generate responses and improve the functionality of those features, subject to the Privacy Policy and applicable law.

29. THIRD-PARTY INTELLECTUAL PROPERTY

The Platform may include software, services or intellectual property licensed from third parties.

Nothing in these Terms grants Users rights to that third-party intellectual property beyond the rights necessary to use the Platform as intended.

Users must comply with any applicable third-party licence terms where notified.

30. COPYRIGHT COMPLAINTS

If you believe that Content available through the Platform infringes your copyright or other intellectual property rights, you may notify Skild by emailing info@skildapp.com with:

• your contact details;
• a description of the work claimed to be infringed;
• the location of the allegedly infringing material;
• evidence of your ownership or authority to act on behalf of the rights holder; and
• a statement that the information provided is accurate and made in good faith.

Skild will investigate complaints and may remove or disable access to the relevant Content where appropriate.

31. MARKETPLACE SERVICES

31.1 Future Marketplace

Skild may introduce marketplace functionality allowing Customers to search for, compare and engage Coaches and Businesses through the Platform.

Marketplace services may include:

• searchable coach profiles;
• business profiles;
• customer reviews;
• ratings;
• verified coach status;
• featured listings;
• location-based searches;
• online booking;
• instant booking;
• waitlists;
• coach recommendations;
• promotional campaigns;
• sponsored listings.

Additional Marketplace Terms may apply when these services become available.

31.2 No Guarantee of Business

Skild does not guarantee that any Business or Coach will receive:

• bookings;
• enquiries;
• customers;
• revenue;
• leads;
• search visibility;
• rankings.

Search results may be influenced by various factors, including:

• customer preferences;
• geographic location;
• profile completeness;
• customer reviews;
• platform activity;
• availability;
• algorithmic relevance.

Skild reserves the right to modify search algorithms and ranking methodologies at any time.

31.3 Reviews and Ratings

Where review functionality is available, Users agree that reviews must:

• be truthful;
• relate to genuine experiences;
• not be misleading;
• not contain offensive language;
• not contain defamatory material;
• not infringe another person's rights.

Skild may remove reviews that breach these Terms or applicable laws.

Skild is not responsible for opinions expressed by Users.

31.4 Verified Coaches

Skild may introduce verification programs for Coaches or Businesses.

Verification may include:

• identity verification;
• coaching accreditation;
• Working With Children Check confirmation;
• insurance verification;
• business verification.

Verification indicates only that certain information has been reviewed. It does not constitute a guarantee of competence, quality, safety or suitability.

32. COMMUNICATIONS

32.1 Platform Communications

By creating an Account, you consent to receive communications from Skild relating to your use of the Platform.

These communications may include:

• booking confirmations;
• reminders;
• invoices;
• payment receipts;
• security alerts;
• password reset emails;
• account notifications;
• product updates;
• maintenance notices;
• operational announcements.

32.2 Marketing Communications

Where permitted by law, Skild may send promotional communications relating to products, services, events and special offers.

You may unsubscribe from marketing communications at any time using the unsubscribe link provided or by contacting us.

Operational and service-related communications will continue where reasonably necessary.

32.3 SMS and Push Notifications

Where enabled, Users consent to receive:

• SMS reminders;
• push notifications;
• mobile alerts;
• appointment notifications;
• payment notifications.

Standard carrier charges may apply.

33. THIRD-PARTY SERVICES

The Platform may integrate with third-party providers including, but not limited to:

• Stripe;
• Mailchimp;
• Google;
• Microsoft;
• Apple;
• Twilio;
• Vercel;
• Zoom;
• calendar services;
• payment gateways;
• email providers;
• analytics platforms.

These integrations are provided for convenience and functionality.

Your use of third-party services is subject to their own terms, conditions and privacy policies.

Skild is not responsible for:

• third-party outages;
• payment delays;
• API failures;
• changes to third-party services;
• loss resulting from third-party acts or omissions.

34. DATA SECURITY

Skild takes reasonable technical and organisational measures to protect Platform information from unauthorised access, misuse, loss or disclosure.

Security measures may include:

• encrypted communications;
• secure authentication;
• access controls;
• infrastructure monitoring;
• backup procedures;
• disaster recovery processes.

However, no online platform can guarantee absolute security.

Users acknowledge that internet transmissions are inherently subject to risk.

34.1 User Responsibilities

Users are responsible for:

• maintaining password security;
• protecting login credentials;
• using secure devices;
• installing appropriate security updates;
• notifying Skild immediately of suspected unauthorised access.

35. PRIVACY

Skild collects, uses, stores and discloses personal information in accordance with its Privacy Policy and applicable Australian privacy laws.

By using the Platform, you acknowledge that:

• personal information will be collected;
• information may be processed using third-party providers;
• information may be transferred between integrated services where necessary to provide the Platform;
• information may be stored using secure cloud infrastructure.

Further details are contained in the Skild Privacy Policy.

36. PLATFORM AVAILABILITY

Skild aims to provide reliable access to the Platform.

However, uninterrupted or error-free operation cannot be guaranteed.

The Platform may be unavailable due to:

• scheduled maintenance;
• emergency maintenance;
• software upgrades;
• hardware failures;
• internet outages;
• cyber security incidents;
• third-party provider failures;
• natural disasters;
• events beyond Skild's reasonable control.

Skild will use reasonable efforts to minimise disruption.

37. SOFTWARE UPDATES

To improve security, functionality and performance, Skild may:

• install updates;
• modify features;
• redesign workflows;
• introduce new services;
• discontinue outdated functionality.

Users acknowledge that updates may alter the appearance or operation of the Platform.

38. BETA FEATURES

From time to time Skild may make beta, preview or early access features available.

Beta Features:

• may contain bugs;
• may be incomplete;
• may change significantly;
• may be withdrawn at any time;
• may not operate as intended.

Users access Beta Features at their own discretion.

Feedback regarding Beta Features is welcomed and assists future Platform development.

39. SERVICE MODIFICATIONS

Skild may modify, suspend or discontinue any part of the Platform where reasonably necessary to:

• improve performance;
• comply with legal obligations;
• address security risks;
• replace obsolete technology;
• introduce new functionality.

Where material changes affect Users, Skild will endeavour to provide reasonable notice.

40. NO RELIANCE

The Platform provides technology tools only.

Information displayed on the Platform should not be relied upon as legal, financial, taxation, medical or professional advice.

Users should obtain independent professional advice where appropriate.

Skild is not responsible for decisions made solely in reliance upon information available through the Platform.

41. ACCEPTABLE USE

41.1 General Obligations

You agree to use the Platform responsibly, lawfully and in accordance with these Terms.

You must not use the Platform in any way that:

• breaches any law;
• infringes another person's rights;
• damages the reputation of Skild;
• interferes with the operation of the Platform;
• disrupts other Users.

41.2 Prohibited Conduct

Without limiting clause 41.1, you must not:

• upload viruses, malware or harmful code;
• interfere with Platform security;
• attempt unauthorised access;
• scrape or harvest Platform data;
• use bots or automated tools without written approval;
• impersonate another person;
• create false Accounts;
• upload misleading information;
• publish unlawful, offensive or defamatory material;
• upload material that infringes copyright;
• circumvent payment systems;
• avoid Platform fees;
• use the Platform to commit fraud;
• engage in money laundering or other unlawful financial activity;
• reverse engineer or attempt to copy the Platform;
• interfere with another User's Account.

41.3 Compliance with Laws

Users remain solely responsible for ensuring that their use of the Platform complies with all applicable laws, regulations and industry requirements.

Businesses and Coaches are responsible for complying with any applicable sporting body rules, child safety legislation, privacy laws, consumer protection laws, taxation obligations and employment obligations.

42. SUSPENSION OF ACCOUNTS

Skild may immediately suspend or restrict access to the Platform where we reasonably believe:

• these Terms have been breached;
• payment obligations remain unpaid;
• fraudulent activity is suspected;
• unlawful conduct has occurred;
• a security incident exists;
• continued access may create legal, commercial or reputational risk.

Where reasonably practicable, Skild will notify the User of the suspension and provide an opportunity to remedy the issue.

Immediate suspension may occur without prior notice where necessary to protect the Platform, Users or Skild.

43. TERMINATION

43.1 Termination by the User

Users may close their Account at any time.

Termination does not relieve the User of any outstanding payment obligations or other accrued liabilities.

Subscription fees already paid are generally non-refundable except where required by law or expressly stated in the Refund & Cancellation Policy.

43.2 Termination by Skild

Skild may terminate an Account where:

• these Terms are materially breached;
• repeated breaches occur;
• fraud is suspected;
• unlawful conduct is identified;
• misuse of the Platform continues;
• the User becomes insolvent;
• the User's conduct creates unacceptable legal or commercial risk.

Termination may occur immediately where necessary to protect Skild or other Users.

43.3 Effect of Termination

Following termination:

• access to the Platform will cease;
• licences granted under these Terms end immediately;
• outstanding fees remain payable;
• Skild may retain information where required by law or for legitimate business purposes;
• Users should export any required information before termination where possible.

44. WARRANTIES

To the maximum extent permitted by law, the Platform is provided on an "as is" and "as available" basis.

While Skild uses reasonable care in providing the Platform, we do not warrant that:

• the Platform will always be available;
• the Platform will operate without interruption;
• all defects will be corrected immediately;
• every feature will remain available indefinitely;
• the Platform will meet every User's specific requirements;
• use of the Platform will guarantee increased revenue, customer growth or business success.

45. SPORTS SERVICES DISCLAIMER

Skild is a software provider.

Skild does not:

• provide sporting instruction;
• supervise activities;
• assess participant capability;
• provide medical advice;
• verify the safety of venues;
• guarantee the quality of coaching services.

Businesses and Coaches remain solely responsible for the services they provide.

Customers participate in sporting activities at their own risk, subject to any rights that cannot lawfully be excluded.

46. LIMITATION OF LIABILITY

To the fullest extent permitted by law, Skild is not liable for any indirect, incidental, consequential or special loss or damage, including loss of:

• profits;
• revenue;
• goodwill;
• business opportunities;
• anticipated savings;
• reputation;
• data (except where liability cannot lawfully be excluded).

Skild is not responsible for:

• the conduct of Coaches;
• the conduct of Businesses;
• customer behaviour;
• sporting injuries;
• venue conditions;
• payment provider failures;
• internet outages;
• third-party software failures;
• unauthorised access resulting from compromised User credentials.

Where liability cannot be excluded, Skild's liability is limited to the maximum extent permitted by law.

For paid subscriptions, and where permitted by law, Skild's aggregate liability arising from a claim relating to the Platform will not exceed the subscription fees paid by the relevant User to Skild during the twelve (12) months immediately preceding the event giving rise to the claim.

47. AUSTRALIAN CONSUMER LAW

Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy that cannot lawfully be excluded under the Competition and Consumer Act 2010 (Cth), including the Australian Consumer Law.

Where liability may lawfully be limited, Skild limits its liability to the extent permitted by law.

48. INDEMNITY

You agree to indemnify and hold harmless Skild, its directors, officers, employees, contractors and agents against any loss, claim, damage, liability, cost or expense (including reasonable legal costs) arising from or in connection with:

• your breach of these Terms;
• unlawful conduct by you;
• infringement of another person's intellectual property rights;
• Content uploaded by you;
• services provided by you as a Coach or Business;
• claims brought by your customers arising from your coaching services.

This indemnity does not apply to the extent the loss results from Skild's negligence, fraud or wilful misconduct.

49. FORCE MAJEURE

Skild is not liable for delays or failures caused by events beyond its reasonable control, including:

• natural disasters;
• bushfires;
• floods;
• pandemics;
• industrial disputes;
• internet outages;
• cyber security incidents;
• acts of government;
• utility failures;
• failures of third-party providers.

Performance of affected obligations will resume as soon as reasonably practicable.

50. CHANGES TO THE PLATFORM

Skild may improve, modify, suspend or discontinue any part of the Platform where reasonably necessary.

This includes:

• introducing new functionality;
• replacing outdated technology;
• improving security;
• complying with legal requirements;
• responding to customer feedback.

Where material changes affect Users, Skild will endeavour to provide reasonable notice.

51. CHANGES TO THESE TERMS

Skild may update these Terms from time to time.

Where changes are material, we will provide reasonable notice by email, through the Platform or by publishing updated Terms on our website.

Continued use of the Platform after the effective date of revised Terms constitutes acceptance of those changes.

52. ASSIGNMENT

Users may not assign or transfer their rights or obligations under these Terms without Skild's prior written consent.

Skild may assign these Terms in connection with:

• a corporate restructure;
• merger;
• acquisition;
• sale of assets;
• financing transaction;
• business succession.

53. ENTIRE AGREEMENT

These Terms, together with the Privacy Policy, Refund & Cancellation Policy, Cookie Policy, Acceptable Use Policy and any additional policies incorporated by reference, constitute the entire agreement between Skild and the User regarding the Platform.

54. SEVERABILITY

If any provision of these Terms is held to be invalid, illegal or unenforceable, that provision will be severed to the extent necessary, and the remaining provisions will continue in full force and effect.

55. WAIVER

A failure or delay by Skild to exercise any right under these Terms does not constitute a waiver of that right.

Any waiver must be in writing and signed by an authorised representative of Skild.

56. GOVERNING LAW

These Terms are governed by the laws of New South Wales, Australia.

The parties submit to the non-exclusive jurisdiction of the courts of New South Wales and any courts entitled to hear appeals from those courts.

57. CONTACT DETAILS

Skild

One on One Coaching Pty Ltd ABN 23 128 688 273

Trading as Skild

7 Ruskin Street, Byron Bay NSW 2481, Australia

Website: www.skildapp.com

Email: info@skildapp.com