1. Limited License; Use of Products and Services

This agreement (hereinafter, the “Agreement”) between Wamao OÜ, trading as Vahva (hereinafter, “Vahva”, “us” or “we”) and you sets forth the terms and conditions which govern your use of vahva.app, including its relevant subdomains web.vahva.app and coach.vahva.app, as well as any whitelabeled domains operated by coaches using Vahva's platform (hereinafter collectively, the “Website” or “Site”) and/or the Products and Services (hereinafter, the ”Products and Services”) thereon which are provided by VAHVA. PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING OR USING ANY OF THE WEBSITE AND/OR PRODUCTS AND SERVICES. BY ACCESSING OR USING THE WEBSITE AND/OR PRODUCTS AND SERVICES, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE THE WEBSITE OR PRODUCTS AND SERVICES AND SHOULD IMMEDIATELY CEASE SUCH USE. VAHVA MAY MODIFY THIS AGREEMENT AT ANY TIME, AND SUCH MODIFICATIONS SHALL BE EFFECTIVE IMMEDIATELY UPON NOTICE, WHICH MAY BE ACCOMPLISHED BY POSTING THE MODIFIED AGREEMENT ON THE SITE OR VIA EMAIL. YOUR USE OF ANY OF THE WEBSITE AND/OR PRODUCTS AND SERVICES FOLLOWING SUCH NOTICE SHALL BE DEEMED YOUR ACCEPTANCE OF SUCH CHANGES. YOU AGREE TO REVIEW THE AGREEMENT PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS AND YOUR CONTINUED ACCESS OR USE OF THE SITE AND/OR THE PRODUCTS AND SERVICES SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE MODIFIED AGREEMENT. IF WE REQUEST, YOU IRREVOCABLY AGREE TO SIGN A NON-ELECTRONIC VERSION OF THIS AGREEMENT.

2. Definitions

For the purposes of this Agreement, the term "Coach" refers to any individual or entity that uses the Vahva platform to create and distribute content, including but not limited to workout programs, training sessions, and instructional videos. Coaches manage their content and interact with their members through the Vahva platform.

3. Prohibited Activities

In connection with your use of the Website and/or the Products and Services, you acknowledge and agree that you will not:

4. Content Ownership and Management

All of your User Content must be owned by you or you must have been granted prior permission to use such content by its owner. Vahva does not claim ownership of any User Content. By submitting content on the Website, you grant Vahva a worldwide, irrevocable, royalty-free, unlimited, non-exclusive license to use, reproduce, distribute, perform, publicly display, or prepare derivative works of your creation. This includes creating lower resolution videos for users with low-speed internet connections. Unauthorized copying or use of our content, in any form, without prior written permission is prohibited. Permission requests should be sent via email to [email protected]. Vahva's logos and product names are trademarks of our company. Unauthorized use of our trademarks is prohibited.

5. Purpose of the Platform

The primary purpose of Vahva’s Platform is to help Coaches generate revenue. Use of the Platform where the primary purpose is not to generate revenue, such as for promotional purposes or in support of services or subscriptions outside of the Platform, is a violation of these Terms of Use. Vahva reserves the right to limit, remove, screen, or edit without notice any User Content that violates this purpose.

6. Comments and Commenting

Vahva allows posting of comments on its Website, including product reviews, user posts, and comments on social media networks like Instagram, Facebook, Twitter, and others. Users who fail to comply with the terms and conditions of this Agreement may be expelled from and denied future access to the ability to post comments. Vahva or its designated agents may remove or alter any user-created content at any time for any reason. Comments posted on the Website may come from various sources, including staff, outside contributors, or users. Vahva expressly disclaims all responsibility for and does not endorse the validity of opinions, advice, information, or statements made in these comments by third parties. Vahva is not responsible for errors, omissions, or hyperlinks embedded in messages. Under no circumstances will Vahva, its affiliates, suppliers, or agents be liable for any loss or damage caused by reliance on information obtained through these comments. The opinions expressed in these comments are solely those of the participants and do not reflect the opinions of Vahva or its subsidiaries or affiliates.

7. Monitoring

Vahva has no obligation to monitor the content or postings on the comment sections on the Website or social media networks. However, you acknowledge and agree that Vahva has the right to monitor these at our sole discretion. We reserve the right to alter, edit, refuse to post, or remove any postings or content, in whole or in part, for any reason. We may also disclose such materials and the circumstances surrounding their transmission to satisfy any applicable law, regulation, legal process, or governmental request, and to protect ourselves, our intellectual property, our clients, sponsors, users, and visitors.

8. Accounts, Passwords, and Security

If Vahva asks you to open an account, you must complete the registration process by providing us with current, complete, and accurate information as prompted by the registration form. By providing information that is untrue, inaccurate, not current, or incomplete, you acknowledge that Vahva reserves the right to terminate this Agreement and your access to the Website and/or the Products and Services. You will be asked to select a username and password during registration. You are responsible for maintaining the security and confidentiality of your account and password. You are also responsible for all activities and conduct through your account, whether conducted by you or others. Notify Vahva immediately of any unauthorized use of your account or any other breach of security. Vahva will not be liable for losses caused by someone else using your account or password, but you may be liable for losses Vahva or others incur due to such unauthorized use.

9. Commercial Transactions

When making purchases or engaging in transactions on our Website, you may be required to provide information such as your full name, address, telephone number, and credit card details. You agree to provide accurate, complete, and current information. You must comply with the terms of any purchase agreement you enter into. By providing your credit card information, you authorize Vahva and/or our third-party service providers to invoice your account for all applicable fees and charges. This may include recurring payments for subscription-based services. We reserve the right to modify charges and fees or introduce new ones with reasonable notice. You must promptly inform us of any changes to your billing information. Access to paid services is contingent upon receipt of payment. If your credit card payment fails, we reserve the right to suspend or terminate your access and account. You will be responsible for all charges incurred through your account and applicable taxes. In case of non-payment, we reserve the right to undertake collection actions, and you will be responsible for any associated costs, including legal fees.

10. In-App Purchases

Vahva may offer products and services for purchase through iTunes, Google Play, or other platforms authorized by us (each, a “Software Store”). Making an in-app purchase requires using your Software Store account, which will be charged as per the terms at the time of purchase and the general terms of your Software Store account. The price may include sales tax based on your location. If you subscribe to a service through an in-app purchase, your account will be billed continuously until you cancel the subscription. Subscriptions automatically renew for the agreed price unless canceled. You must cancel your subscription through your Software Store account to stop the renewal. Deleting your Vahva account or the app does not cancel your subscription. All charges to your account are retained until the subscription is canceled through your Software Store account.

11. Refund Policy

Members must contact the Coach to request a refund. Coaches can issue refunds within 60 days of receiving such payment. Refunds can be issued through the Stripe Dashboard by looking up the Member’s email. If a Coach refuses a refund request, Vahva may offer refunds at our sole discretion, based on the circumstances. Refund requests for in-app purchases made through the Apple App Store must be made directly to Apple. Abuse of the refund policy, such as requesting refunds for multiple Coaches or in consecutive months, may result in refusal of refunds.

12. Copyright Policy

Copyright and intellectual property rights exist on all text, illustrations, and content related to Vahva's Products and Services. Unauthorized copying or use of our content, in any form, without prior written permission is prohibited. Permission requests should be sent via email to [email protected]. Vahva's logos and product names are trademarks of our company. Unauthorized use of our trademarks is prohibited. Under the DMCA, if you believe that your copyright has been infringed by material on our website, you may send a notice to [email protected]. All notices should comply with DMCA requirements. False claims can result in penalties. Consult a legal advisor before filing a notice or counter-notice under the DMCA.

13. Assumption of Risk and Release of Liability

In consideration of a Coach on Vahva providing you fitness instruction, you agree that you engage in such fitness instruction at your own risk. This includes, without limitation, your participation in any activity, class, program, or instruction or your viewing of any content provided by the Coach. You agree to release and discharge the Coach and any of the Coach’s related companies, officers, directors, instructors, employees, agents, and co-participants from any and all liability whatsoever for injuries, damages, claims, or causes of action (known or unknown) arising out of their negligence. This includes, without limitation, injuries or damages of any and every kind, to both person and property, and any and all injuries and damages that may develop in the future, which may result from incorrectly following the fitness instructions and/or demonstrations, overusing or overextending certain body parts, and/or any other improper or negligent act or instruction, whether related to the fitness instruction or not. This release is not intended as an attempted release of claims of gross negligence or intentional acts. You acknowledge that you have carefully read this Release of Liability and fully understand that it is a release of liability. You are waiving any right that you may have to bring a legal action to assert a claim against the Coach arising out of the Coach’s negligence. This Release of Liability is intended to be interpreted as broadly and all-encompassing as permissible under applicable law.

14. Indemnification

You agree to indemnify, defend, and hold Vahva and its owners, subsidiaries, affiliates, officers, directors, agents, interns, co-branders, sponsors, service providers, employees, and representatives harmless from any claims, damages, losses, costs, or expenses (including reasonable attorneys’ fees) arising out of your breach of this Agreement, any claim that your submissions infringe third-party intellectual property rights, or your use of Vahva's Website and Products and Services. This indemnification obligation will survive the termination of this Agreement.

15. Jurisdictional Issues

Vahva does not guarantee that the content on the Website or the Products and Services are suitable or available for use outside of Estonia. Accessing the Website or using the Products and Services from other locations is done at your own initiative and risk, and you are responsible for compliance with local laws. Vahva reserves the right to limit the availability and accessibility of the Website and Products and Services to any person, geographic area, or jurisdiction, and to limit the quantities of any products or services we provide.

16. Dispute Resolution and Arbitration

If a dispute arises out of these Terms or related to your use of the Platform and it cannot be resolved after you talk with us, it must be resolved by arbitration. This arbitration must be administered by JAMS under the JAMS Streamlined Arbitration Rules. Judgment on the arbitration award may be entered in any court with jurisdiction. Arbitrations may only take place on an individual basis, and the arbitrator(s) will be bound to adjudicate all disputes in accordance with the laws of Estonia. No class arbitrations or other grouping of parties is allowed. By agreeing to these terms, you are waiving your right to trial by jury or to participate in a class action or representative proceeding. This clause does not limit either party’s ability to seek injunctive or other equitable relief for disputes relating to intellectual property or proprietary data.

17. Limitation on Time to File Claims

Any cause of action or claim you may have arising out of or relating to these Terms or the Platform must be commenced within one (1) year after the cause of action accrues, otherwise such cause of action or claim is permanently barred.

18. Termination

This Agreement remains effective until terminated as per its terms and conditions. Vahva may, at its sole discretion, terminate your password, account, or use of the Website and Services, and may remove any content within the Website, at any time and for any reason, potentially without prior notice. Upon termination, any sections of this Agreement that impose ongoing obligations will continue to be in effect indefinitely.

19. Choice of Law and Venue

These Terms of Service and any separate agreements whereby Vahva provides you Services shall be governed by and construed in accordance with the laws of Estonia, without regard to its conflict of law provisions. For litigating any dispute arising from your use of the Products and Services, both parties agree to submit to the exclusive jurisdiction of the courts located in Tallinn, Estonia, and waive any objections related to jurisdiction, venue, or convenience.

20. Severability; Waiver

If any provision of these terms is held to be unenforceable, then that provision is modified to the extent necessary to enforce it. If a provision cannot be modified, it is severed from these terms, and all other provisions remain in force. The failure of Vahva to exercise or enforce any right or provision of this Agreement does not constitute a waiver of such right or provision. No waiver of any breach will be deemed a waiver of subsequent breaches.

21. Operations Under Whitelabeled Domains

These Terms of Service apply to all uses of the Vahva platform, including operations under whitelabeled domains managed by Coaches. This includes any Progressive Web Apps (PWA) and websites utilizing Vahva's platform. Users accessing the platform under such domains are subject to the same terms and conditions outlined in this Agreement.

22. Platform as a Hosting Service

Vahva operates as a hosting platform, providing services to Coaches and their members. Coaches must maintain an active subscription to continue using the full range of Vahva services. If a Coach fails to pay the subscription fee, their account will be downgraded to the free tier, resulting in the loss of access to certain content for both the Coach and their members, including content previously purchased.

It is the responsibility of the Coach to inform their members in good time if they plan to stop using the Vahva platform. Coaches are responsible for providing an alternative means of accessing purchased content if they so wish, but it is not the responsibility of Vahva to ensure continued access once the Coach’s subscription has lapsed. Vahva provides services as long as the terms are upheld and the Coach has an active subscription.

23. Fees and Payment

Coaches are required to pay a monthly subscription fee to access the full functionality of the Vahva platform. In addition to the subscription fee, Vahva takes a transaction commission on each transaction as agreed between Vahva and the Coach. Coaches are also responsible for any Stripe-specific transaction costs as per Stripe's pricing policy.

24. Tax Obligations

Coaches are solely responsible for reporting and paying any applicable taxes related to their use of the Vahva platform and any revenue generated from it. Vahva does not assume any responsibility for the Coach’s tax obligations.

25. Data Protection and Privacy

26. Service Provider Information

27. Personal Information

The submission of your personal information is governed by Vahva's Privacy Policy.

28. Contact Information

For inquiries regarding these Terms of Service, please contact Vahva at: [email protected].