Access Terms for Coachees

These Coachnova Access Terms for Coachees (“Access Terms”) provide an access to certain Coachee Services of the Platform (both defined below) provided by Coachnova Limited, a company incorporated in Republic of Ireland with the incorporation No 802869 and registered address at 71 Lower Baggot Street, Dublin 2, D02P593, Republic of Ireland ( “Coachnova”, “We”, “Us”, or “Our”) to you as an individual (“Coachee”, “You”, or “Your”) receiving coaching services from Your coach who is a customer of Coachnova. Coachnova and You are hereinafter jointly referred to as the “Parties” and individually as a “Party”.

1. Introduction and Definitions

1.1 Introduction

Your access to the Coachee Services is granted by Your Coach who has a separate agreement with Coachnova governing their use of the Platform and related services. Your coaching relationship is with Your Coach and not with Coachnova.

1.2 Key Definitions

For purposes of these Access Terms, in addition to the capitalised terms defined elsewhere in these Access Terms, the following terms will have the following meanings:

• “AI” means artificial intelligence.
• “Coach” means independent professional service provider providing coaching services to you through whose subscription you access the Platform.
• “Coachee Services” means Platform services that support your coaching relationship, which may include: (a) AI generated session summaries and insights (as shared with you by Your Coach); (b) AI generated nudges and prompts to support Your development; (c) AI generated session preparation materials; and (d) such other features as may be made available by Coachnova from time to time and notified to You. All AI-generated content is reviewed and approved by Your Coach before being shared with You.
• “Documentation” shall mean user guides, help articles, technical materials and any other documentation provided by Coachnova relating to the use of the Platform and provision of Coachee Services.
• “Effective Date” means the date (a) You first consent electronically to these Access Terms or (b) first access the Services, whichever is earlier.
• “Input” means responses You provide through the Platform to Your Coach to the materials that have been approved and shared by Your Coach, including: (a) Your responses to session notes and summaries; (b) Your responses to session preparation materials; and (c) Your responses to nudges.
• “Intellectual Property Rights” means any patents, utility models, rights to inventions, copyright and related rights, trademarks and service marks, trade names and rights in domain names, rights in goodwill, rights in designs, rights in computer software, database rights, rights to preserve the confidentiality of information (including know-how and trade secrets) and any other intellectual property rights.
• “Output” means AI-generated content provided through the Coachee Services and being reviewed and shared with you by Your Coach, including session summaries, insights, and nudges.
• “Platform” means Coachnova's AI-powered coaching practice platform, including the web application, and any related tools and features.
• “Privacy Policy” means Coachnova's Privacy Policy governing the processing of personal data for which Coachnova acts as a data controller, available at coachnova.ai/privacy.

2. Access and Use

2.1 Access Grant

Subject to Your Coach's agreement with Coachnova and your compliance with these Access Terms, Coachnova grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Coachee Services in accordance with the Documentation solely for your personal coaching purposes. Coachee Services are provided solely to support your coaching relationship with Your Coach.

2.2 Access Through Your Coach

Your access to the Coachee Services is ancillary to your Coach's subscription to Coachnova's services. Your Coach determines which Coachee Services you may access.

2.3 Consent for Recording

Together with accepting these Access Terms You will also be asked whether you provide a consent to Your Coach to record the coaching sessions. You are entitled to withdraw the consent at any time by informing Your Coach and he/she will not record Your sessions going forward.

2.4 No Contractual Relationship

No contractual relationship for coaching services exists between You and Coachnova. All matters relating to your coaching, including Outputs generated by the Platform should be directed to Your Coach.

2.5 Account Requirements

You must provide accurate, current, and complete information when creating Your account. You are responsible for maintaining the confidentiality of your login credentials and for all activities under Your account. You must notify Coachnova immediately at security@coachnova.ai of any unauthorised access or security breach.

2.6 Age Requirement

You must be at least 18 years of age to use the Coachee Services. By accepting these Access Terms, you represent and warrant that you are 18 years of age or older.

2.7 Service Availability

While Coachnova strives to ensure the Coachee Services are available 24/7, We do not guarantee uninterrupted access. We may temporarily suspend the Coachee Services for maintenance, updates, or due to circumstances beyond our reasonable control.

2.8 Your Rights

Nothing in these Access Terms affects your statutory rights and we are under a legal duty to provide you with Coachee Services that are in conformity with these Access Terms.

3. Usage

3.1 Nature of Coachee Services

The Coachee Services support your personal development and complement your coaching relationship with Your Coach. You shall not use the Coachee Services for healthcare decisions, medical diagnosis, patient care, therapy, mental health or other medical guidance. You are solely responsible for decisions you make based on using the Coachee Services. Do not use the Coachee Services for medical crises - contact qualified emergency services.

3.2 Acceptable Use

You agree not to:

• Use the Coachee Services for any unlawful, harmful, or fraudulent purpose;
• Disseminate misinformation or false information;
• Infringe any Intellectual Property Rights or violate privacy rights of any other person;
• Use the Coachee Services if you are under the age of 18;
• Upload malicious code, viruses, or harmful components;
• Attempt to reverse engineer, decompile, or discover the source code of the Coachee Services;
• Share access credentials;
• Use the Coachee Services to develop competing products or services;
• Resell or sublicense access to the Coachee Services without Coachnova's written consent.

4. Output and Your Input

4.1 Your Input

You determine what information you share through the Platform, including during recorded coaching sessions and in responses to session materials and nudges. You are responsible for the legality and appropriateness of Your Input.

4.2 Coach-Supervised Output

The Platform uses AI to generate summaries, insights, and nudges from Your coaching sessions. All AI-generated Output is reviewed and approved by Your Coach before being shared with You.

4.3 Nature of Output

You acknowledge that Output originates from AI analysis and may contain errors, inaccuracies, or incomplete information. Output is provided to support reflection between coaching sessions and should not be relied upon as a substitute for direct communication with Your Coach. If you have concerns about any Output, raise these with Your Coach.

5. Intellectual Property Rights

The Platform and Coachee Services, including without limitation any underlying data, software, platforms, algorithms, technology, application and website design, any information, services, texts, files, various applications, organisation, structure, specifications, features and any modifications, enhancements and derivatives thereof and all Intellectual Property Rights related thereto are the property of Coachnova or any relevant third-party owners (as the case may be).

6. Data Protection and Privacy

6.1 Coachnova as a Data Controller

Coachnova acts as a data controller with respect to processing Your personal data for its own purposes, such as managing Your account, ensuring the Platform's security. Coachnova is committed to the proper processing of personal data and has adopted a Privacy Policy which sets out how we process personal data. The Privacy Policy is incorporated into these Access Terms by reference.

6.2 Processing Through Your Coach

Your Coach determines how your personal data, such as coaching session summaries, insights, nudges and your Input regarding coaching is collected and used to provide the Coachee Services. Coachnova processes this personal data on Your Coach's behalf to provide the Platform functionality and Coachee Services. Coachnova serves as a data processor of your Coach and we have concluded a Data Processing Agreement. Your Coach's privacy arrangements with You govern the use of your personal data within the coaching relationship.

6.3 Your Rights

Under applicable data protection laws, you have certain rights to ask questions about or request action regarding your personal data:

• With regards to Your account information and contact details where Coachnova acts as a data controller, please contact Coachnova as indicated in the Privacy Policy;
• With regards to personal data processed through your Coach to provide Coachee Services, please contact your Coach.

7. Disclaimers

Except as expressly provided in these Access Terms, the Coachee Services are provided “as is” and “as available” without warranties of any kind. To the maximum extent permitted by applicable law, Coachnova disclaims all other warranties, whether express, implied, or statutory, including implied warranties of satisfactory quality and fitness for a particular purpose. Coachnova does not warrant uninterrupted or error-free operation. Coachnova does not guarantee that the Coachee Services will achieve any particular outcome in your personal or professional development.

8. Liability

8.1 Exclusion of Liability

To the maximum extent permitted by applicable law, Coachnova shall not be liable to you for any loss or damage arising from: (a) the coaching services provided by Your Coach through using the Platform; (b) the coaching services or relationship between you and Your Coach; (c) any AI-generated Output, including summaries, insights, nudges, notwithstanding that such Output has been approved by Your Coach; (d) any reliance you place on Output; (e) termination of Your access to the Coachee Services as provided in Section 9.

8.2 Exceptions

Nothing in these Access Terms shall limit or exclude either Party's liability for: (a) fraud or fraudulent misrepresentation; (b) death or personal injury caused by negligence; or (c) any matter that cannot be excluded or limited under applicable law.

8.3 Liability Cap

To the extent Coachnova has any residual liability not excluded under Section 8.1, Coachnova's total aggregate liability to You under or in connection with these Access Terms shall not exceed EUR 100 (one hundred Euros).

9. Termination and Suspension

9.1 Term

Your access to the Coachee Services begins on the Effective Date and continues until terminated as set forth in this Section.

9.2 Termination for Convenience

You may terminate Your access to the Coachee Services at any time through your account settings.

9.3 Suspension or Termination by Coachnova

Coachnova may immediately suspend or terminate Your access to the Coachee Services if: (a) you breach Section 3.2 (Acceptable Use); (b) your account poses a security risk; or (c) continued provision of Services would violate applicable law.

9.4 Termination by Your Coach

Your access to the Coachee Services will be terminated if: (a) your Coach's agreement with Coachnova terminates; or (b) your Coach notifies Coachnova that your coaching engagement has ended; or (c) your Coach requests to terminate your access to the Coachee Services.

9.5 Effect of Termination

Upon termination: (a) your right to access and use the Services immediately ceases; (b) termination of your access to the Coachee Services does not affect your coaching relationship with your Coach.

9.6 Survival

Sections 5 (Intellectual Property Rights), 7 (Disclaimers), 8 (Liability), and 10 (General Provisions) shall survive termination.

10. General Provisions

10.1 Governing Law

These Access Terms are governed by Irish law. Any dispute arising out of or in connection with these Access Terms will be subject to the exclusive jurisdiction of the courts of Republic of Ireland. However, if you are a consumer, you may also file legal disputes in your local courts, based on your local laws.

10.2 Changes to Access Terms

Coachnova may update these Access Terms from time to time. We will provide you with at least thirty (30) days' notice of material changes. Continued use of the Coachee Services after the effective date of changes constitutes your acceptance of the updated Access Terms. Updates will not apply retroactively.

10.3 Severability

If any provision is unenforceable, it will be modified minimally, and remaining provisions remain in effect.

10.4 Notices

Notices to you will be sent to your account email. Notices to us must be sent to legal@coachnova.ai. Notice is deemed received 24 (twenty-four) hours after sending unless the sender receives a delivery failure notification.

10.5 Contact Information

For questions about these Access Terms, please contact:

Coachnova Limited
71 Lower Baggot Street, Dublin 2, D02P593, Republic of Ireland
Support inquiries: support@coachnova.ai
Legal inquiries: legal@coachnova.ai
Privacy inquiries: privacy@coachnova.ai
Website: www.coachnova.ai