HeadCoach Terms of Service

These Terms of Service (the “Terms”) form a binding agreement between you and HeadCoach App Ltd. (“HeadCoach”, “we”, “us”) governing your use of the HeadCoach mobile app, the website at headcoachapp.com, and any related services we provide (together, the “Service”).

By creating an account, downloading the app, or otherwise using the Service, you agree to these Terms. If you do not agree, do not use the Service.

These Terms apply to two kinds of customer: individual users (athletes and coaches) who use the app, and organizational customers (clubs, schools, colleges, and similar bodies) who deploy the app to their members. Section 5 explains how the Terms apply differently to each.

If you are in crisis, having thoughts of self-harm or suicide, or experiencing a mental-health emergency:

• In the United Kingdom and Republic of Ireland, call Samaritans free, day or night, on 116 123, or text SHOUT to 85258.
• In the United States, call or text 988 to reach the 988 Suicide & Crisis Lifeline.
• In Canada, call or text 988 to reach Talk Suicide Canada.
• Anywhere, contact your local emergency services, your doctor, or a qualified mental-health professional.

If you are under 18, please also speak with a parent, guardian, coach, or other trusted adult. We provide the Service to support your performance and wellbeing, but we cannot replace the people in your life who can help you in person.

• You must be at least 13 years old to use the Service. We do not knowingly allow anyone under 13 to create an account or use the app.
• If you are under 18, you confirm that you have permission from a parent or guardian to use the Service. Where the Service is provided to you through a club, school, or other organization, that organization is responsible for obtaining any such consent.
• We are not currently selling or marketing the Service in the European Union. If we begin operating in the EU we will introduce a parental consent step in jurisdictions where the age of digital consent is higher than 13.
• You confirm that you have the legal capacity to enter into a binding contract in your jurisdiction (or that a parent, guardian, or organizational customer is doing so on your behalf).

• You are responsible for keeping your account credentials secure and for all activity that takes place under your account.
• You must provide accurate information when you sign up, including your real first name, date of birth, sport, and any other information requested.
• You must not share your account, sell it, or let anyone else use it. You may not impersonate another person or create an account in someone else’s name.
• Notify us immediately at [email protected] if you suspect unauthorised use of your account.
• You can delete your account at any time from within the app or by emailing us. Deletion of your personal data is handled in accordance with our Privacy Policy.

The Service is used by three kinds of customer. Some sections of these Terms apply only to one or two of them.

Athletes

You use the app for daily check-ins, EQ skill training, habits, strategies, the Weekly Wrap, and team-facing features. Where you have been given access through a club, school, or other organization, that organization is your account administrator and these Terms apply to you alongside any rules your organization imposes.

Coaches

You use the app for your own coach-side EQ skills training and to access team-level features (Team Hub, Leaderboard). You see aggregated team data only, you do not see individual athletes’ mood, reflections, EQ assessment answers, or AI conversations. You agree to use team data and any insights derived from it solely to support the athletes in your team and not for any other purpose.

Clubs, schools, and other organizational customers

If you are an organization that has signed up to deploy HeadCoach to your members (a “Customer Organization”), the following additional terms apply:

• You are responsible for the conduct of your administrators and for ensuring your athletes and coaches are eligible to use the Service.
• Where any of your athletes are minors, you confirm that you have obtained any parental or guardian consent required by your local law.
• You are responsible for the fees agreed in your subscription (see section 6).
• Each individual athlete or coach in your deployment also accepts these Terms as an individual user when they use the Service.
• You will not access, request, or attempt to derive an individual athlete’s personal in-app responses from us. The Service is designed to give you team-level insight only.
• Our Data Processing Agreement, available at /dpa, is incorporated into these Terms by reference and applies to the personal data we process on your behalf. You accept the Data Processing Agreement when you subscribe to the Service as a Customer Organization, with no separate signature required.
• Where a separate written agreement (for example, a custom subscription agreement) is in place between you and us, that agreement controls in the event of any conflict with these Terms or the Data Processing Agreement.

The Service is offered on a paid subscription basis. Some features may be made available as a free trial.

Pricing and plans

Current pricing and plan options are shown in the app, on headcoachapp.com, or in your written agreement with us (for Customer Organizations). Prices are exclusive of any taxes that apply in your jurisdiction.

Billing

• On iOS, in-app subscriptions are processed by Apple through your App Store account and are governed by Apple’s billing terms. We do not see or control your payment card details.
• On other platforms (including Android and the web), payments are processed by Stripe. Stripe’s terms apply to the payment transaction.
• For Customer Organizations, we may agree alternative billing arrangements (e.g. invoicing) in your written agreement with us.

Auto-renewal

Unless your plan or your written agreement says otherwise, paid subscriptions automatically renew at the end of each billing period at the then-current rate until you cancel. You will be charged for renewals using the payment method on file. You can cancel auto-renewal at any time:

• On iOS, through your Apple ID subscription settings.
• On other platforms, from within the app, through your Stripe customer portal where applicable, or by contacting us.
• Cancelling stops future renewals; it does not refund the current paid period unless required by law.

Free trials

Where we offer a free trial, the trial converts automatically to a paid subscription at the end of the trial period unless you cancel before the trial ends. The terms of any free trial are shown in the app at the time you start the trial.

Refunds

Subscription fees are non-refundable except where required by applicable law (including, where they apply, statutory cooling-off rights for consumers in the United Kingdom and the European Union) or where we have agreed otherwise in writing with a Customer Organization.

On iOS, refunds for in-app purchases are handled by Apple in accordance with Apple’s refund policies. On other platforms, refund requests should be sent to [email protected].

Price changes

We may change the price of subscriptions from time to time. Where a price change affects an existing subscription, we will give you at least 30 days’ notice by email or in-app before the change takes effect. If you do not accept the change, you can cancel before the new price applies.

If you have downloaded the app from the Apple App Store, you also acknowledge and agree to the additional terms in Appendix A. If you have downloaded the app from Google Play, your use is also subject to the Google Play Terms of Service.

When you use the Service you provide content to us, for example your Athlete Card photo, your check-in moods and reflections, your responses to EQ assessment and profile questions, your habit selections, and any messages you send to the in-app AI agent (“Your Content”).

• Your Content remains yours. We do not claim ownership of it.
• You grant us a worldwide, non-exclusive, royalty-free license to host, store, transmit, process, display back to you, and otherwise use Your Content to operate, provide, secure, and improve the Service for you. This license ends when we delete Your Content following account deletion (subject to the technical realities described in our Privacy Policy).
• You are responsible for Your Content. You confirm that you have the right to provide it to us and that it does not infringe anyone else’s rights or break any law.
• We may remove or disable access to Your Content if we reasonably believe it breaks these Terms or applicable law, or if we are required to do so.

De-identified and aggregate use

We may use de-identified or aggregated information derived from Your Content for any lawful purpose, including improving the Service, conducting research, and producing aggregate statistics or marketing claims. De-identified means information from which you can no longer reasonably be identified, alone or in combination with other data we hold.

When using the Service, you agree that you will not:

• Use the Service for any unlawful purpose, or in breach of any law or regulation that applies to you.
• Impersonate another person or misrepresent your identity, age, role, or affiliation.
• Harass, bully, threaten, or abuse other users, including in any team-facing feature such as Mates or Leaderboard.
• Upload or submit any content that is unlawful, harmful, defamatory, obscene, or that infringes anyone else’s rights.
• Attempt to access another user’s account, attempt to access data we have not made available to your role, or otherwise interfere with the security of the Service.
• Reverse engineer, decompile, or attempt to extract the source code of the app, except to the extent permitted by law.
• Use the Service to build a competing product or service.
• Use any automated means (bots, scrapers) to access the Service or to extract data from it.
• Disrupt the Service or attempt to test, scan, or probe its security, except as part of a coordinated disclosure program we have invited you to.

Some features of the Service generate or augment content using artificial intelligence (currently powered by OpenAI). This includes, for example, the Weekly Wrap insights, profile-question selection, and conversations with the in-app AI agent.

• AI-generated content may be inaccurate, incomplete, or out of date. Treat it as a starting point, not as a definitive answer.
• AI-generated content is not professional psychological, medical, clinical, legal, or coaching advice. Do not act on it as if it were.
• You should not provide the AI agent with information you would not be comfortable having stored alongside your account.

See our Privacy Policy for how data sent to AI providers is handled.

• The Service, including its software, design, branding, audio content, and the EQ skill frameworks we use, is owned by HeadCoach or our licensors and is protected by intellectual property law. Your use of the Service does not transfer any ownership of it to you.
• We grant you a personal, limited, non-exclusive, non-transferable, revocable license to use the Service in accordance with these Terms.
• “HeadCoach”, the HeadCoach logo, and related marks are our trademarks. You may not use them without our prior written permission.
• You may submit feedback or suggestions about the Service. If you do, we may use that feedback freely without any obligation to you.

Our Privacy Policy explains what personal data we collect, how we use it, and your rights in respect of it. It is incorporated into these Terms by reference. By using the Service you confirm you have read and understood it.

Where you are a Customer Organization, our Data Processing Agreement governs the processing of personal data we carry out on your behalf and is incorporated into these Terms by reference.

We are continually improving HeadCoach. We may add, change, or remove features, content, or functionality at any time. Where we make a material adverse change to a paid feature you have subscribed to, we will give you reasonable advance notice and, where required by law, a way to cancel without penalty.

Termination by you

You may stop using the Service and delete your account at any time. Cancelling your subscription stops future renewals; it does not, on its own, delete your account or your data. To delete your data, request deletion from within the app or by emailing [email protected].

Termination or suspension by us

We may suspend or terminate your access to the Service, with or without notice, if:

• You materially breach these Terms or any acceptable use rules.
• Your continued use poses a risk to other users, to us, or to a third party.
• We are required to do so to comply with the law or with a request from a competent authority.
• You stop being eligible to use the Service (for example, if your Customer Organization’s subscription ends).

Where we terminate without cause (for example, because we discontinue the Service), we will give you reasonable notice and, where you have paid in advance for a period that has not yet been used, a pro-rata refund of fees for that unused period.

What survives termination

Sections 8 (Your content), 10 (AI-generated content), 11 (Intellectual property), 14 (Term and termination), 15 (Disclaimers), 16 (Limitation of liability), 17 (Indemnity), 18 (Governing law), 19 (Notices), and 20 (General) survive termination of these Terms.

Except for the express commitments in these Terms and to the maximum extent permitted by law, the Service is provided on an “as is” and “as available” basis. We make no warranties, conditions, or representations of any kind, whether express or implied, including any implied warranty of satisfactory quality, fitness for a particular purpose, or non-infringement.

In particular, we do not warrant that the Service will be uninterrupted, error-free, secure against attack, or that it will produce any specific outcome for you. The Service is intended to support your wellbeing and performance, not to diagnose, treat, cure, or prevent any condition (see section 2).

Nothing in these Terms excludes or limits any rights you have under your local consumer protection law that cannot be lawfully excluded or limited by contract.

To the maximum extent permitted by law:

• We will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, loss of opportunity, loss of goodwill, loss of data, or business interruption, even if we have been advised of the possibility of such damages.
• Our total aggregate liability to you under or in connection with these Terms or the Service in any 12-month period will not exceed the greater of (a) the fees you have paid us for the Service in that 12-month period, or (b) one thousand pounds sterling (£1,000).

Nothing in this section limits our liability for: death or personal injury caused by our negligence; fraud or fraudulent misrepresentation; or any other liability that cannot lawfully be limited or excluded.

You agree to indemnify and hold harmless HeadCoach and our directors, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in connection with: (a) your breach of these Terms; (b) your misuse of the Service; (c) Your Content; or (d) your violation of any applicable law or of any third-party right.

For Customer Organizations, this indemnity also covers claims arising from your administration of accounts on behalf of your members and from any failure to obtain parental or guardian consent that local law required you to obtain.

These Terms, and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims), are governed by and construed in accordance with the laws of Northern Ireland.

The courts of Northern Ireland have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation. Where you are a consumer and the law of your country of residence gives you a non-waivable right to bring a claim in your local courts, that right is preserved.

We may give you notice through the Service (for example, via in-app message), by email to the address associated with your account, or by posting on headcoachapp.com. You should give notice to us by email to [email protected] or by post to the address in section 22.

• Entire agreement, These Terms, together with our Privacy Policy and (for Customer Organizations) any written agreement between us, are the entire agreement between you and us in respect of the Service.
• Severability, If any provision of these Terms is held to be unenforceable, the remaining provisions will continue in full force and effect.
• No waiver, A failure or delay in enforcing any right under these Terms is not a waiver of that right.
• Assignment, You may not assign or transfer these Terms or any of your rights under them without our prior written consent. We may assign these Terms (for example, in connection with a corporate reorganization, merger, or sale of our business) without your consent.
• Force majeure, We are not liable for any failure or delay in performing our obligations under these Terms that is caused by an event beyond our reasonable control.
• No third-party rights, Other than as expressly set out in these Terms (including in Appendix A in respect of Apple), no person who is not a party to these Terms has any rights to enforce them.

We may update these Terms from time to time. When we make material changes, we will notify you by email or in-app and update the “Effective date” at the top of the policy. Your continued use of the Service after a change takes effect means you accept the updated Terms. If you do not accept them, you should stop using the Service.

HeadCoach App Ltd.

Catalyst – The Innovation Centre

Queens Road, Belfast, Northern Ireland, BT3 9DT

Email: [email protected]

If you have downloaded the app from the Apple App Store, the following additional terms apply to you. They are required by Apple Inc. (“Apple”) and form part of these Terms.

• Acknowledgement, These Terms are concluded between you and HeadCoach only, and not with Apple. HeadCoach (not Apple) is solely responsible for the app and its content.
• Scope of license, The license granted to you to use the app is limited to a non-transferable license to use the app on any Apple-branded products you own or control, as permitted by the Apple Media Services Terms and Conditions (the “Usage Rules”).
• Maintenance and support, HeadCoach is solely responsible for providing any maintenance and support services in respect of the app. Apple has no obligation whatsoever to furnish maintenance or support services for the app.
• Warranty, HeadCoach is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. If the app fails to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the app to you (where applicable). To the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever in respect of the app.
• Product claims, HeadCoach, not Apple, is responsible for addressing any claims by you or any third party relating to the app or your possession or use of the app, including (i) product liability claims, (ii) any claim that the app fails to conform to any applicable legal or regulatory requirement, and (iii) claims arising under consumer protection, privacy, or similar legislation.
• Intellectual property rights, In the event of any third-party claim that the app or your possession and use of the app infringes that third party’s intellectual property rights, HeadCoach (not Apple) will be solely responsible for the investigation, defense, settlement, and discharge of any such claim.
• Legal compliance, You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist-supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
• Third-party beneficiary, You and HeadCoach acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.