Please click here to view a PDF with PepTalk's User Terms and Conditions
Last updated 14 July 2020.
ELIGIBILITY. 2.1 You represent and warrant: 2.1.1 that You are aged over 18 (eighteen) years old (or the age of majority in the State in which You reside, if higher) (the “Minimum Age”); 2.1.2 that You have not been banned or otherwise prohibited from using any aspect of the Platform by Us or any third party; 2.1.3 that You are not a convicted sex offender; 2.1.4 that You have not and will not use a false identity or provide false information at any point during Your access to the Platform.
INTERPRETATION. In these T&C: 3.1 clause headings are for convenience only and shall not affect the interpretation of these T&C; 3.2 use of the singular includes the plural, and vice versa; 3.3 any phrase introduced by the terms “including”, “include” or any similar expression shall be construed as illustrative and shall not limit the words preceding those terms; 3.4 in writing includes by email, unless otherwise indicated.
COACHING SESSIONS. 4.1 Through the Platform, You have the opportunity to purchase (or order if someone else has purchased on Your behalf) a personalised live video or audio session with a PepTalk coach (hereinafter, a “Coach”) on the Platform the purposes of overcoming personal challenges, reaching certain goals, obtaining experience-based advice, and/or receiving general motivation (each, a “Coaching Session”). Coaching Sessions can be provided to single Users, groups of Users or as keynote speeches. 4.2 You should exercise reasonable judgement in selecting a Coach relevant to Your objective, and You will ensure that your booking request for a Coaching Session (a “User Request”) contains a brief to the Coach outlining the topic(s) the User hopes to cover. Notwithstanding the foregoing, You acknowledge and accept that Coaches have sole discretion to determine how to fulfil the User Request in line with their expertise and PepTalk shall have no liability in respect thereto. 4.3 Coaches are not obliged to accept User Requests that they do not wish to fulfil, and You will not be charged if Your User Request is not accepted. 4.4 You will be charged for the Coaching Session once the User Request is confirmed, and You represent and warrant to PepTalk that you are authorised to provide all credit card or other payment information required to confirm the booking. 4.5 You acknowledge and agree that Coaches are not permitted to give legal, financial, medical or other professional advice, and all advice purported to be given by a Coach during a Coaching Session is arbitrary. You warrant that you will evaluate and bear all risks associated with the reliance upon the content of any Coaching Session, including any reliance upon the accuracy, completeness or usefulness of such content. 4.6 In the event of a weak connection, You will receive a notification on screen and the Coaching Session will automatically flip from video to audio so that the Coaching Session can continue. The foregoing shall not give rise to any refund rights.
GIFT SESSIONS 5.1 Users may purchase a Coaching Session as a gift for another individual (a “Gift Session”). At the point of purchase of the Gift Session (the “Purchase Date”), the User must: i. Pay for the Gift Session in full; and ii. Schedule a date to send the gift to the recipient (“Gift Recipient”); iii. Provide the Gift Recipient’s name and email address for delivery of the email containing details of the Gift Session. 5.2 Upon receipt of email containing the Gift Session email, the Gift Recipient shall be required to: (i) schedule their Gift Session before the “Expiry Date” (being the date six months following the Purchase Date); and (ii) accept these Terms at which point they will be deemed a User. 5.3 Gift Sessions shall automatically expire on the Expiry Date, and PepTalk takes no liability for a failure by a Gift Recipient to book their Gift Session before the Expiry Date. No refunds will be given for expired Gift Sessions. 5.4 References to Coaching Sessions herein shall include Gift Sessions.
CANCELLING A COACHING SESSION, AND REFUNDS. 6.1 Users may cancel a Coaching Session up to 24 hours prior to the confirmed time for the Coaching Session and receive a refund. Coaching Sessions cancelled after that time will not be refunded save as outlined in 6.2 below. Our Coaches have very busy schedules, and need to know their commitments 24+ hours prior, and PepTalk appreciates User’s cooperation and understanding. 6.2 Once a Coaching Session has taken place, it is non-refundable, save in exceptional circumstances outlined in clause 6.3 below. The content of the Coaching Session is at the discretion of the Coach in response to a User Request, and PepTalk takes no liability for the contents thereof 6.3 Notwithstanding the foregoing two clauses, in the event that PepTalk’s payment platform in place from time to time (acting in accordance with instructions from the User’s credit card operator), or the User’s credit card operator themselves, deems it reasonable to offer a refund to a User in accordance with its payment disputes policy (which will include an opportunity for PepTalk to provide copies of the Recording, defined in clause 12.2), such refund will be made promptly to the User, less any admin fee charged by PepTalk’s payment provider. 6.4 Users have 120 (one hundred twenty) days (or such shorter period as may be imposed by PepTalk’s payment platform or the User’s credit card operator from time to time) from the date of purchase of the Coaching Session (or from the Purchase Date if the Coaching Session is a Gift Session) to raise a dispute.
OWNERSHIP. 7.1 Beyond viewing the Coaching Session live on the Platform, You acknowledge and agree that you will obtain no rights in and to the content of any Coaching Sessions (the “Session Content”), and that as between You and PepTalk, all Session Content and all Recordings (defined in clause 12.2) is owned by PepTalk. 7.2 You may not record, download, copy or otherwise use any Session Content following the Coaching Session. 7.3 PepTalk and/or its licensors own all right, title, and interest in and to: (i) the Platform, including the “look and feel” of the Platform, including all software, ideas, processes, data, text, media, and other content available on the Platform (the “PepTalk Content”); (ii) Our trademarks, logos, and branding (the “Marks”); and (iii) the Recordings (as defined in clause 10.2). The Platform, the PepTalk Content the Marks and the Recordings are each protected under U.S. and international laws. You may not duplicate, copy, or reuse any portion of PepTalk Content or the Recordings, or use the Marks without PepTalk’s prior express written consent. 7.4 PepTalk wishes to avoid the possibility of misunderstandings if a project developed by us, our employees, or our contractors might seem similar to material submitted to us by You or a third party. To the extent You submit any ideas, suggestions, proposals, plans, or other materials related to our business (individually, and collectively, “Submissions”), You acknowledge and agree that You are submitting those Submissions at Your own risk and that PepTalk has no obligation (including of confidentiality or privacy) with respect to those submissions, and You grant to PepTalk a non-exclusive, royalty-free, fully paid, unlimited, worldwide, sublicensable, perpetual, and irrevocable license, in any and all manner and media, whether now known or hereinafter invented or devised, to reproduce, license, distribute, modify, adapt, publicly perform, publicly display, create derivative works of (for example, translations, adaptations, or other changes), and otherwise use and exploit in any manner (including commercially), any and all Submissions.
GRANT OF RIGHTS. 8.1 You hereby grant PepTalk an exclusive, royalty-free, fully-paid, unlimited, worldwide, sublicensable, perpetual and irrevocable license to any right, title and interest in and to the Session Content that You may have from time to time (the “Licensed User Content”), in any and all manner and media, whether now known or hereinafter invented or devised, to use, reproduce, license, distribute, modify, adapt, reformat, publicly perform, publicly display, create derivative works of, and otherwise use the Licensed Coach Content for the purposes of: (i) operating, providing and developing the Platform; and (ii) promoting, marketing and advertising the Platform (a “Commercial Purpose”). NOTWITHSTANDING THE FOREGOING, PEPTALK SHALL ONLY BE ENTITLED TO USE UP TO 20 (TWENTY) SECONDS OF LICENSED USER CONTENT (THE “LICENSED CLIP”) FOR ANY COMMERCIAL PURPOSE, AND PEPTALK SHALL SEEK YOUR APPROVAL OVER THE CHOICE OF LICENSED CLIP TO BE USED IN SUCH COMMERCIAL PURPOSE (SUCH APPROVAL NOT TO BE UNREASONABLY WITHELD OR DELAYED) PRIOR TO ITS USE. 8.2 No compensation will be paid to You should PepTalk use any Licensed User Content in the manner outlined in clause 7.1. 8.3 You hereby waive any and all moral rights or “droit moral” that You may have in (i) and Licensed Clip exclusively licensed to PepTalk pursuant to clause 8.1; or (ii) Submissions, and You represent and warrant that no third party has any moral, “droit moral” or other rights in the Licensed Clip or Submissions.
NO RECORDING OR USE OF THE SESSION CONTENT. 9.1 You are strictly prohibited from: (i) recording any Coaching Session, Session Content or element thereof; and (ii) using any part of the Session Content (including any Licensed User Content and any Licensed Clip) and/or the Recording (as defined in 12.2) for any purpose whatsoever without PepTalk’s express written consent in advance, such consent may be withheld in PepTalk’s absolute discretion. 9.2 PepTalk will use reasonable endeavours to ensure that Coaching Sessions are not recorded by Coaches or other Users, but cannot guarantee that illicit recordings of Coaching Sessions, or elements thereof, will not ever be available in the public domain. 9.3 PepTalk will provide reasonable assistance in the takedown of any recorded Coaching Sessions from the public domain, and will seek to take action against those responsible (which could include banning a Coach or a User from the Platform).
10.1 In addition to the representations, undertakings and warranties given by You elsewhere in these T&C, You hereby represent, undertake and warrant that:
10.1.1 You have full right and authority to enter into these T&C and purchase Coaching Session(s), and that Your agreement to these T&C do not violate any agreement that You may have with any third party;
10.1.2 You meet the eligibility requirements set out in clause 2;
10.1.3 You are solely responsible for your submissions to and participation in the Coaching Session(s) (the “User Content”);
10.1.4 You will provide all User Content to the best of Your ability and skill and in the spirit of the receipt of coaching and mentorship, and despite any Coach request to the contrary (either express or implied):
10.1.4.1 the User Content will not contain anything that is, or incite any behaviour that is, or could be seen to be, explicitly or implicitly illegal, immoral, derogatory, defamatory, racist, sexist, indecent, harassing, harmful (to reputation or otherwise), abusive, pornographic, obscene or otherwise objectionable (including nudity) nor will it violate and law, regulation or court order;
10.1.4.2 the User Content will not, or will not purport to, contain any professional advice (including: legal, financial, medical);
10.1.4.3 the User Content will not infringe or in any way violate, infringe or misappropriate the intellectual property rights, privacy or other rights of any third party and You have the right to grant the rights in the Licensed User Content as described in these T&C;
10.1.4.4 You comply with the recording prohibition and other restrictions on use of the Session Content as further detailed in clause 8 above;
10.1.4.5 You will not send marketing or commercial communications or so called spam” or contests) with a Coach or other; and 10.1.4.6 You will not solicit or endeavour to solicit any business, payments or other expenditure (including donations or other charitable giving) from a Coach or other User for any reason whatsoever. 10.2 Further in using the Platform, You will not: 10.2.1 act dishonestly, which includes impersonating another person; 10.2.2 engage in spidering or harvesting, or participate in the use of software, including spyware, designed to collect data from the Platform; 10.2.3 transmit any virus, other computer instruction, or technological means intended to, or that may, disrupt, damage, or interfere with the use of computers or related systems; 10.2.4 stalk, harass, threaten, or harm a Coach, another User or any third party; 10.2.5 participate in any fraudulent or illegal activity, including phishing, money laundering, or fraud; 10.2.6 access the Platform to obtain information to build a similar or competitive website, application, or service, nor actually build, operate or otherwise offer to the public a similar or competitive website, application, or service; 10.2.7 attempt to disassemble, or reverse engineer any of the software or other underlying code used on the Platform; or 10.2.8 advocate, encourage, or assist any third party in doing any of the foregoing. 10.3 Without limitation to any other right or remedy available to PepTalk, any violation of this clause 10 is grounds for immediate termination of these T&C and Your right to use the Platform.
INDEMNITY. 11.1 You shall indemnify, defend and hold harmless PepTalk and its parents, subsidiaries, affiliates, officers, employees, directors, shareholders, agents and partners (each an “Indemnified Party”) from and against any and all claims, costs, proceedings, demands, losses, damages and expenses (including legal fees and other costs) of any kind of any nature, arising from out of, in connection with, or relating to: (a) any actual or alleged breach of these T&C (including of any warranty contained herein) by You or anyone using Your PepTalk account; b) any actual or alleged violation of any laws or regulations or infringement of any rights of any third party by You or anyone using Your PepTalk account; c) Your negligence, misconduct, or fraud; (d) any action or inaction by You or anyone acting on Your behalf. PepTalk shall have the right to select legal counsel and representation in their discretion to be paid for by You in respect of the above indemnification by You. You will cooperate with PepTalk in connection with this indemnification.
OUR RIGHT TO MONITOR AND INVESTIGATE. 12.1 You acknowledge and agree that we are not obligated to monitor access to or use of the Platform by You, Coaches or third parties (including monitoring, recording and retaining Session Content), but we have the right to do so in order to operate the Platform safely and securely, to ensure compliance with these T&C, to comply with applicable law, regulation, court order, or other legal, administrative, or regulatory request or for any other reason. 12.2 Any recordings created pursuant to clause 12.1 (the “Recordings”) will be retained by Us for a minimum of 150 (one hundred fifty) days. 12.3 YOU AGREE TO REPORT ANY MISCONDUCT OR SUSPICIOUS BEHAVIOUR OBSERVED DURING A COACHING SESSION TO PEPTALK WITHOUT DELAY. FURTHERMORE, PLEASE DO NOT STAY IN A COACHING SESSION WHERE THE CONDUCT OF A COACH MAKES YOU FEEL UNCOMFORTABLE.
INSURANCE. 13.1 You acknowledge that Your actions and the actions of Coaches (including those of negligence or misconduct) are not covered by any insurances in place by PepTalk from time to time, and you use the Platform at Your own risk. YOU ARE LIABLE FOR YOUR OWN ACTIONS, INACTIONS AND OMISSIONS.
TERMINATION AND DISCONTINUATION OF SERVICES. 14.1 Termination by You: You are free to stop using the Platform at any time, and should cancel any Coaching Sessions not completed by your chosen termination date (subject to clause 6.1). 14.2 Termination by us: We reserve the right to suspend or terminate Your access to the Platform (with or without notice, and in Our discretion) if: 14.2.1 You are in breach of any term of these T&C, including without limitation a breach of any of the warranties You give herein, or if PepTalk believes You have otherwise violated or acted inconsistently with the letter or spirit of these T&C; 14.2.2 You use the Platform in a manner that would cause, or is a risk of, harm or loss to others; 14.2.3 You, in the reasonable opinion of PepTalk, do, say or involve Yourself in anything, directly or indirectly, that could bring PepTalk into public disrepute (including without limitation, Your involvement in public scandal or criminal activity). 14.3 Discontinuation of Service: We may decide to discontinue the Platform for any reason. If so, we will use reasonable endeavours to give Users reasonable notice prior to the closing date so that all Coaching Sessions can be completed during that period. Coaching Sessions beyond the closing date will be refunded.
LIMIT OF LIABILITY.
15.1 You acknowledge and agree that when using the Platform, You may be exposed to video sessions with a variety of Coaches, and that PepTalk is not responsible for any content contained therein (including the accuracy, usefulness, safety, legality, or intellectual property rights of or relating to any such content). You further understand and acknowledge that You may be exposed to video sessions with individuals containing content that is inaccurate, offensive, indecent, objectionable, or harassing (together “Undesirable Content”), and You agree to waive, and hereby do waive, any legal or equitable rights or remedies You have or may have against PepTalk with respect thereto. The sole remedy available to You against PepTalk in respect of such exposure to Undesirable Content is for You to immediately terminate the Coaching Session and promptly (within 12 (twelve) hours) report the incident to PepTalk (via www.getapaptalk.com/us/contact).
15.2 YOU AGREE THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH COACHES AND/OR ANY OTHER USERS IN CONNECTION WITH THE PLATFORM, AND PEPTALK WILL HAVE NO LIABILITY OR RESPONSIBILITY WITH RESPECT THERETO. 15.3 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT IN NO EVENT WILL PEPTALK BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING FOR LOSS OF PROFITS, REVENUE, OR DATA) OR FOR THE COST OF OBTAINING SUBSTITUTE PRODUCTS, ARISING OUT OF OR IN CONNECTION WITH ANY KEY TERMS, HOWEVER CAUSED, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, AND WHETHER OR NOT PEPTALK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 15.4 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PEPTALK’S TOTAL CUMULATIVE LIABILITY TO YOU OR ANY THIRD PARTY UNDER THESE TERMS, INCLUDING FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, WILL BE LIMITED TO $100 (one hundred US dollars). 15.5 Certain jurisdictions do not allow the exclusion or limitation of certain damages. If those laws apply to You, some or all of the above exclusions or limitations may not apply to You, and You might have additional rights. 15.6 You agree that the limitations of damages set forth above are fundamental elements of the basis of the bargain between PepTalk and You.
THIRD PARTY PRODUCT. 16.1 From time to time You may be asked to utilise third party software/programmes (“Third Party Product”), and may therefore be required to accept that third party’s own terms of service/use (“Third Party Terms”). If You cannot agree to the Third Party Terms, please immediately cease to use the Platform. PepTalk accepts no liability for the contents of the Third Party Terms, nor Your use of any Third Party Product.
NO WARRANTY. 17.1 PepTalk provides the Platform “as is” and to the fullest extent permitted by law makes no warranties (express or implied) as to the Platform and its suitability or fitness for purpose. 17.2 PEPTALK DOES NOT PROMISE THAT THE PLATFORM OR ANY CONTENT, SERVICE OR FEATURE OF THE PLATFORM WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE PLATFORM WILL PROVIDE SPECIFIC RESULTS. THE PLATFORM AND ITS CONTENT ARE DELIVERED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. ALL INFORMATION PROVIDED ON THE PLATFORM IS SUBJECT TO CHANGE WITHOUT NOTICE. FURTHERMORE, PEPTALK CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU VIEW ON OR DOWNLOAD FROM THE PLATFORM WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. PEPTALK DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. PEPTALK FURTHER DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE PLATFORM AND/OR ANY PEPTALK SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE PLATFORM AND ANY LINKED SITES. YOUR SOLE REMEDY AGAINST PEPTALK FOR DISSATISFACTION WITH THE PLATFORM OR ANY CONTENT IS TO STOP USING THE PLATFORM OR ANY SUCH CONTENT.
FORCE MAJEURE. 18.1 Under no circumstances will PepTalk be liable for any delay or failure in performance due in whole or in part to any acts of God, earthquakes, unavoidable accidents, law, rules, regulations or orders of government authorities, acts of war (declared or not), terrorism, hostilities, blockades, civil disturbances, embargoes, strikes or any other event beyond the reasonable control of PepTalk.
ARBITRATION AND WAIVER OF CERTAIN RIGHTS. 19.1 ALL DISPUTES ARISING OUT OF OR RELATED TO THESE T&C OR ANY ASPECT OF THE RELATIONSHIP BETWEEN A USER AND PEPTALK (WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION OR ANY OTHER LEGAL BASIS) WILL BE RESOLVED THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY AND IN ACCEPTING THESE T&C, ALL USERS WAIVE THEIR RIGHT TO A TRIAL BY A JURY. 19.2 You further agree that any arbitration under these T&C will take place on an individual basis; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED AND IN ACCEPTING THESE T&C, ALL USERS AGREE TO GIVE UP THE ABILITY TO PARTICIPATE IN A CLASS ACTION.
GOVERNING LAW. 20.1 These T&C and any dispute or claim arising out of or in connection with them including contractual and non-contractual disputes or claims, shall be governed by and construed in accordance with the laws of the State of New York. 20.2 Notwithstanding the foregoing, if You are a resident of the European Economic Area, and any dispute or claim arising out of or in connection with them including contractual and non-contractual disputes or claims, shall be governed by and construed in accordance with the laws of England.
MODIFICATIONS. 21.1 We may revise these T&C at any time in order to reflect various updates, including: 21.1.1 Changes and/or improvements to the Platform; 21.1.2 Changes to relevant law and/or regulation. 21.2 In the event of a material modification of these T&C, we will notify You via the email address provided (the “Update Notification”). These T&C will be updated no less than 30 (thirty) days following the date upon which the Update Notification is sent by Us, unless we are required by law to act earlier. 21.3 PLEASE NOTE that by continuing to use the Platform once the updated T&C take effect, You are deemed to have accepted them and they shall replace these T&C in governing Your booking, payment and receipt of Coach Services.
REPORTING UNDERAGE PLATFORM USERS AND COPPA COMPLIANCE. 22.1 The Children’s Online Privacy Protection Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under 13 (thirteen). The Platform imposes a Minimum Age restriction on Coaches and Users, and therefore does not knowingly collect or solicit personally identifiable information from children under 13 (thirteen). 22.2 If we learn that we have inadvertently collected personal information from a child under 13 (thirteen), we will delete that information as quickly as possible. 22.3 IF YOU BECOME SUSPICIOUS THAT ANOTHER USER OR A COACH DOES NOT MEET THE MINIMUM AGE RESTRICTION, PLEASE CONTACT US WITHOUT DELAY AT www.getapaptalk.com/us/contact SO THAT WE CAN INVESTIGATE FURTHER.
OTHER IMPORTANT TERMS. 23.1 Entire Agreement: These T&C constitute the entire agreement between PepTalk and You and supersedes any and all previous or contemporaneous agreements between them relating to the Coach Services (whether written, oral or otherwise). You acknowledge that in entering into these T&C, You have not relied upon, and shall have no remedy in respect of any statement, warranty, assurance or representation of PepTalk, other than as set out in these T&C. Nothing in this clause is intended to limit or exclude PepTalk’s liability for fraudulent misrepresentation. 23.2 No Third-Party Rights: No third-party rights are created, nor intended to be created, by these T&C. 23.3 No Partnership: PepTalk and You enter these T&C as independent contractors and not as: (i) employer and employee; (ii) principal and agent; (iii) partners; (iv) joint venturers; or (v) in any other capacity. 23.4 Confidentiality: In the event that You become party to confidential information concerning PepTalk (which may include information on its financial or business affairs) You agree not to disclose such confidential information other than to Your professional advisors (on a need to know basis) or as required by law. 23.5 Waiver and Severability: Any failure by PepTalk to enforce any provision of these T&C is not a waiver of any right to do so later. In addition, if a provision of these T&C is later found to be unenforceable, such provision will be replaced with a reasonable substitution to reflect PepTalk’s intention, and all remaining provisions of the T&C shall remain in full force and effect. 23.6 Assignment: You may not assign any of Your rights or obligations under these T&C, and any attempt to do so shall be void. PepTalk may assign any rights or obligations under these T&C in its absolute discretion.