Terms of Service

By using the Football Kaizen App, you are agreeing to these terms. Please read them carefully.

1. Definitions

1.1 In this EULA, except to the extent expressly provided otherwise:

"App Store" means the online sales and distribution platform operated by a third party by means of which the User obtained the Software;

"App Store Terms and Conditions" means the terms and conditions of the App Store that set out any rights and/or obligations of the User in relation to the Software and/or any of the Services;

"EULA" means this end user licence agreement, including any amendments from time to time;

"Export Laws" means all applicable laws restricting and/or regulating:

(a) the inter-jurisdictional import, export, supply, disclosure, transfer or transmission of goods, services, software, technology, technical know-how, data and/or information; and/or

(b) the import, export, supply, disclosure, transfer or transmission of such goods, services, etc. to designated entities or persons;

"Force Majeure Event" means an event or series of events outside the reasonable control of the affected party (which may include failures of the internet, hacker attacks, denial of service attacks, virus or other malicious software, power failures, industrial disputes, changes to the law, disasters, epidemics, pandemics, explosions, fires, floods, riots, terrorist attacks, and wars);

"Hosted Services" means the services made available by the Licensor to the User via the internet and accessed through the Software;

"Intellectual Property Rights" means all intellectual property rights worldwide (whether registrable or not), including copyright, database rights, trade secrets, know-how, and similar rights;

"Licensor" means Upbias GmbH, a company incorporated in Switzerland;

"Maintenance Services" means the supply to the User of Updates and Upgrades;

"Platform" means the platform managed by the Licensor used to provide the Services;

"Services" means any services provided by the Licensor to the User under this EULA;

"Software" means the Football Kaizen mobile App;

"Source Code" means the human-readable code of the Software (excluding interpreted code);

"Support Services" means support for the use of the Software and troubleshooting, excluding training services;

"Term" means the duration of this EULA, commencing in accordance with Clause 2.1 and ending as per Clause 2.2;

"Update" means a hotfix, patch, or minor version update to the Software;

"Upgrade" means a major version update of the Software;

"User" means the person granted a right to use the Software under this EULA; and

"User Data" means all data, works, and materials uploaded, stored, or generated by the User on the Platform (excluding analytics and server log files).

2. Term

2.1 This EULA shall come into force upon the download and installation of the Software.

2.2 This EULA shall continue indefinitely, subject to termination under Clause 17 or other applicable provisions.

3. App Stores

3.1 The User acknowledges that, in addition to this EULA, the App Store Terms and Conditions apply to the use of the Software.

3.2 In the event of a conflict between this EULA and the App Store Terms and Conditions, the latter shall take precedence.

3.3 The provisions in the App Store Terms and Conditions that impose obligations on the User regarding the Software and Services are incorporated herein for the benefit of the Licensor.

3.4 For clarity, matters regarding the User’s right to cancel this EULA are governed by the App Store Terms and Conditions.

3.5 The User acknowledges that the App Store operator’s rights under its own terms may affect the User's rights under this EULA. Subject to Clause 16.1, the Licensor is not liable for any loss or damage arising from the operator’s exercise of its rights.

4. License

4.1 The Licensor grants the User a non-exclusive, worldwide license to use the Software on any device that can access the App Store, subject to the limitations in this Clause.

4.2 The User may permit members of their App Store family group to use the Software in accordance with this Clause and the family group rules of the App Store.

4.3 The User may not sub-license or purport to sub-license any rights granted under Clause 4.1.

4.4 Except as expressly permitted by this EULA or required by applicable law, the license granted hereunder is subject to the following prohibitions:

(a) The User must not sell, resell, rent, lease, loan, supply, publish, distribute, or redistribute the Software;

(b) The User must not alter, edit, or adapt the Software; and

(c) The User must not decompile, de-obfuscate, or reverse engineer the Software.

5. Source Code

5.1 Nothing in this EULA gives the User any right to access or use the Source Code.

6. Hosted Services

6.1 The Licensor grants the User a non-exclusive, worldwide licence to use the Hosted Services via the Software for personal or internal business purposes during the Term.

6.2 Except as expressly permitted, the licence under Clause 6.1 is subject to the same prohibitions as the Software licence in Clause 4.4.

6.3 The Licensor will use reasonable endeavours to maintain the availability of the Hosted Services at the gateway between the public internet and its hosting provider’s network, but does not guarantee 100% uptime.

6.4 The User must not use the Hosted Services in any manner that damages or impairs their availability or accessibility.

6.5 The User must not use the Hosted Services:

(a) in any unlawful, illegal, fraudulent, or harmful manner; or

(b) in connection with any unlawful, illegal, fraudulent, or harmful purpose or activity.

6.6 All limitations, exclusions of liability, and warranties that apply to the Software also apply to the Hosted Services.

7. User Data

7.1 The User grants the Licensor a non-exclusive, worldwide license to:

(a) copy, store, and transmit the User Data; and

(b) edit, translate, and create derivative works of the User Data,

to the extent reasonably required for the performance of the Licensor's obligations under this EULA. The User further grants the right for the Licensor to sub-license these rights to its hosting and telecommunications providers strictly for this purpose, subject to any express restrictions.

7.2 The User warrants that the User Data will not infringe any Intellectual Property or other legal rights and will comply with all applicable laws.

8. Maintenance Services

8.1 The Licensor may provide Maintenance Services from time to time during the Term, but is under no obligation to do so.

8.2 The User must apply each Update and Upgrade provided by the Licensor via the Maintenance Services to the Software.

8.3 Failure to apply an Update or Upgrade means the User loses the right to use the Software until they do so. The Licensor may enforce this using technical measures.

8.4 The User acknowledges that licensing of Upgrades may, at the Licensor’s discretion, be subject to additional fees or terms.

9. Support Services

9.1 The Licensor may, from time to time, provide Support Services to the User, but has no obligation to do so.

9.2 The User acknowledges that no warranties or guarantees are given regarding the outcome of Support Services and that issues may only be resolved through an Update, Upgrade, or at the Licensor’s discretion.

10. Privacy Policy

10.1 Any personal data supplied by the User under this EULA shall be processed in accordance with the Licensor’s privacy policy, available at https://www.footballkaizen.app/privacy.

11. No assignment of Intellectual Property Rights

11.1 Nothing in this EULA assigns or transfers any Intellectual Property Rights between the Licensor and the User.

12. Suspension of Services

12.1 The Licensor may suspend the provision of any or all Services at any time.

13. User Indemnity

13.1 The User shall indemnify the Licensor against all liabilities, damages, losses, costs, and expenses (including legal costs and settlements) arising directly or indirectly from any breach of this EULA by the User.

14. Warranties

14.1 The Licensor warrants that it has the legal authority to enter into this EULA and perform its obligations.

14.2 The Licensor warrants that the Software, when used as permitted, will not infringe any Intellectual Property Rights.

14.3 If the Licensor or a third party alleges that the use of the Software infringes any Intellectual Property Rights, the Licensor may, at its own cost and discretion:

(a) modify the Software so that it no longer infringes; or

(b) procure for the User the right to use the Software in accordance with this EULA.

14.4 The User warrants that it has the legal right to enter into this EULA and perform its obligations.

14.5 All warranties and representations are expressly set out in this EULA and no other warranties are implied.

15. Acknowledgements and Warranty Limitations

15.1 The User acknowledges that complex software is never completely free from defects, errors, or bugs, and the Licensor does not warrant the Software will be entirely free from these issues.

15.2 The User acknowledges that the Software may not be entirely secure from vulnerabilities.

15.3 The User further acknowledges that the Licensor does not provide legal, financial, accountancy, or taxation advice, and the use of the Software does not guarantee avoidance of any legal liability.

16. Limitations and Exclusions of Liability

16.1 Nothing in this EULA will:

(a) limit or exclude liability for death or personal injury caused by negligence;

(b) limit or exclude liability for fraud or fraudulent misrepresentation;

(c) limit any liabilities in any manner not permitted by applicable law; or

(d) exclude liabilities that cannot be excluded by law,

and, if a party is a consumer, its statutory rights will not be excluded or limited except as permitted by law.

16.2 The limitations and exclusions set out in this Clause (and elsewhere in this EULA):

(a) are subject to Clause 16.1; and

(b) apply to all liabilities arising under or related to this EULA, including those in contract, tort, or statutory duty, except as otherwise provided.

16.3 The Licensor is not liable for any losses arising from a Force Majeure Event.

16.4 The Licensor is not liable for any loss of profits or anticipated savings.

16.5 The Licensor is not liable for any loss of revenue or income.

16.6 The Licensor is not liable for any loss of business, contracts, or opportunities.

16.7 The Licensor is not liable for any loss or corruption of data, databases, or software.

16.8 The Licensor is not liable for any special, indirect, or consequential loss or damage.

16.9 The liability of the Licensor under this EULA for any event or series of events shall not exceed:

(a) zero,

with the aggregate liability not exceeding:

(a) zero.

17. Termination

17.1 The Licensor may terminate this EULA by giving the User not less than 30 days' notice.

17.2 The User may terminate this EULA by uninstalling the Software.

17.3 The Licensor may terminate this EULA immediately at any time.

18. Effects of Termination

18.1 Upon termination, all provisions of this EULA shall cease, except those that expressly survive indefinitely.

18.2 Termination does not affect the accrued rights of either party.

19. General

19.1 No breach of any provision shall be waived except by written consent of the non-breaching party.

19.2 If any provision is determined to be unlawful or unenforceable, the remainder of this EULA will continue in effect. If part of a provision would be enforceable if deleted, that part will be deemed deleted.

19.3 This EULA may not be varied except by a document signed by both parties.

19.4 The User agrees that the Licensor may assign its contractual rights and obligations to any successor. The User must not assign its rights without the Licensor’s written consent.

19.5 This EULA is for the benefit of the parties only and is not intended to benefit or be enforceable by any third party.

19.6 This EULA constitutes the entire agreement between the parties and supersedes all previous agreements on the subject.

19.7 This EULA shall be governed by and construed in accordance with Swiss law.

19.8 The courts of Switzerland shall have exclusive jurisdiction over any disputes.

20. Export Control

20.1 The User acknowledges that materials or information provided under this EULA may be subject to Export Laws.

20.2 The User must comply with Export Laws regarding such materials or information.

20.3 Without prejudice to Clause 20.2, the User:

(a) must not import, export, supply, disclose, transfer or transmit any materials or information if doing so would contravene any embargo or exclusion list under the Export Laws; and

(b) must obtain all licences and consents required under the Export Laws where applicable.

21. Interpretation

21.1 In this EULA, a reference to a statute or statutory provision includes a reference to:

(a) that statute or provision as modified, consolidated, or re-enacted; and

(b) any subordinate legislation made under it.

21.2 Clause headings do not affect the interpretation of this EULA.

21.3 References to "calendar months" are to the 12 named periods (January, February, etc.) into which a year is divided.

21.4 General words shall not be given a restrictive interpretation solely based on nearby words indicating a particular class of acts or things.

22. Our Details

22.1 This website, and mobile app, is owned and operated by Upbias GmbH.

22.2 Our principal place of business is in Bassersdorf, ZH, Switzerland.

22.3 We are registered in Switzerland under registration number CH-020.4.063.816-0.

22.4 Our postal address is Postfach 424, CH-8303 Bassersdorf, Switzerland.

22.5 You can contact us:

(a) by post, using our postal address; or

(b) by email, using support@upbias.com.