Coach Services Agreement

This Coach Services Agreement (the "Agreement") is between you (the "Coach") and Modern Day Sports LLC, doing business as UniteHQ ("UniteHQ"). By creating a coach workspace, accepting clients, or accepting payouts through UniteHQ, you agree to this Agreement, our Terms of Service, our Privacy Policy, and our Acceptable Use Policy.

You are an independent contractor, not an employee, agent, joint venturer, or partner of UniteHQ. Nothing in this Agreement creates any of those relationships. You are solely responsible for:

• Your own taxes, including income, self-employment, sales, and any other tax obligations.
• Your own insurance (see Insurance below).
• Compliance with all licensing, registration, and regulatory requirements applicable to your services in your jurisdiction.
• The means and methods you use to deliver coaching services to your clients.

UniteHQ does not direct or control how, when, or where you deliver coaching services.

You agree that the services you provide through UniteHQ are performance coaching services and are not, and will not be represented as:

• Medical care, diagnosis, or treatment.
• Mental health therapy, counseling, or psychotherapy.
• Physical therapy, athletic training (in the licensed sense), or rehabilitation.
• Nutrition counseling or dietetics in the licensed sense.

You will refer clients to qualified, licensed professionals when issues arise outside the scope of performance coaching, including (without limitation) injuries, mental health crises, eating disorders, suspected abuse, or any condition requiring medical or psychological care.

If you are personally licensed (e.g. as a clinical psychologist, certified strength and conditioning specialist, registered dietitian, or licensed athletic trainer) and intend to provide services within the scope of that license through UniteHQ, you must comply with all rules of your licensing body and all applicable laws — including telehealth rules, scope-of-practice rules, and record-keeping rules.

Any credentials, certifications, professional history, or playing/coaching experience listed in your marketplace profile or marketing materials must be accurate and current. If a credential expires, you must update or remove it.

UniteHQ may, but is not obligated to, verify credentials. We may require documentation before granting badges (e.g. "Insured", "Background-Verified") or before unlocking sensitive features (e.g. strength program publishing).

You represent and warrant that you have not been convicted of any offense that would legally bar you from working with minors and that you will promptly notify UniteHQ if your status changes.

• The parent or legal guardian is your client of record. The minor athlete is a managed athlete on the parent's account.
• All written communications with minor athletes must occur through UniteHQ messaging so that the parent has visibility.
• Do not solicit personal contact information from minor athletes or initiate in-person meetings without the parent's prior written consent.
• You must comply with all mandatory-reporter laws in your state.
• UniteHQ may require background checks before you can publish services targeting minor athletes. The cost may be borne by you or by UniteHQ at our discretion.

If a client (especially a minor) discloses or shows signs of any of the following, you must follow the escalation steps below:

• Self-harm or suicidal ideation.
• Abuse, neglect, or domestic violence (suspected or disclosed).
• Eating disorders.
• Substance abuse causing imminent risk.
• Any other situation involving imminent danger to the client or others.

Escalation steps:

1. Pause coaching on that topic and do not attempt to provide therapeutic intervention.
2. Surface crisis resources: 988 Suicide & Crisis Lifeline; Crisis Text Line (text HOME to 741741); 911 if life is in immediate danger.
3. Notify the parent immediately if the client is a minor. Document that you did so.
4. Flag UniteHQ through the in-app crisis flag or by emailing safety@unitehq.com.
5. Comply with mandatory reporting requirements in your state if applicable.

UniteHQ may temporarily lock the affected conversation thread for review and may suspend coach activity pending review.

You retain all ownership rights in the drills, plans, video, written material, and other content you create or upload (your "Coach Content"). You grant UniteHQ a worldwide, non-exclusive, royalty-free license to host, store, reproduce, transmit, display, and create technically necessary copies of your Coach Content as required to operate the Service and deliver your content to subscribers you authorize.

You represent and warrant that you own or have the necessary rights to your Coach Content, including the right to grant the license above, and that your Coach Content does not infringe any third-party rights or violate any law.

• You set the prices for your services in your marketplace profile.
• UniteHQ collects a platform fee on each transaction. The fee in effect when a subscription is created applies for the life of that subscription unless we give you advance notice of a change for that subscription.
• Net amounts are paid to your connected Stripe account on Stripe's standard payout schedule. UniteHQ is not responsible for delays caused by Stripe, your bank, or actions you take in your Stripe account.
• You are responsible for all taxes on amounts you receive.

You set your own refund policy within the bounds of UniteHQ's general Refund & Dispute Policy. UniteHQ may issue refunds in rare cases (for example, where required by law, in response to safety concerns, or where the platform itself failed) and the corresponding amount will be deducted from your payouts.

Chargebacks initiated by subscribers are deducted from your account regardless of the outcome. Persistent chargeback rates above industry norms may result in payout holds, increased reserve requirements, or termination.

During the term of any UniteHQ subscription you have with a client, and for twelve (12) months after that subscription ends, you agree not to solicit, encourage, or facilitate the client to terminate their UniteHQ subscription in order to continue services through a separate channel that avoids UniteHQ's platform fee.

Nothing in this section prevents a client from independently choosing to discontinue UniteHQ; this restriction applies to active solicitation by you.

You will indemnify, defend, and hold harmless UniteHQ, its affiliates, and their respective officers, directors, employees, members, managers, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your services and any advice, content, or recommendations you provide.
• Your Coach Content, including any allegation of infringement.
• Your violation of this Agreement, the Terms of Service, the Acceptable Use Policy, or any law.
• Any injury, illness, or harm allegedly caused by your services.
• Any tax obligations associated with amounts you receive through UniteHQ.

Coaches who publish strength training programs, in-person services, or other higher-risk offerings must maintain general liability and professional liability insurance with limits of not less than $1,000,000 per occurrence / $2,000,000 aggregate, naming UniteHQ as an additional insured where commercially available, and must provide a Certificate of Insurance on request.

UniteHQ may make insurance partners available for convenience, but does not require you to use any particular provider.

You may terminate this Agreement at any time by closing your coach workspace. UniteHQ may suspend or terminate your access to the Service immediately if you violate this Agreement, the Acceptable Use Policy, or any law, or if UniteHQ reasonably believes continued access poses a safety risk.

Upon termination, your active subscriptions will be canceled in accordance with the subscription's billing terms (typically at period end), and any pending payouts will be released subject to ordinary clearing periods, less any amounts owed to UniteHQ or to subscribers (e.g. for refunds or chargebacks).

Sections that by their nature should survive — including scope of practice representations, content license, indemnification, non-circumvention, and the general terms — will survive termination.

The general terms set out in our Terms of Service — including the disclaimer of warranties, limitation of liability, arbitration and class action waiver, governing law, and notice provisions — apply to this Agreement and are incorporated by reference. In the event of a conflict between this Agreement and the Terms of Service, the more specific provision controls.

Email: legal@unitehq.com