StudioTrack Terms of Service

1. Agreement to Terms

These Terms of Service (“Terms”) form a binding agreement between you (“Customer,” “Studio,” “you”) and StudioTrack, [LLC/Inc.] (“StudioTrack,” “we,” “us,” “our”), governing your access to and use of the StudioTrack platform, websites, mobile applications, APIs, and related services (collectively, the “Service”).

By creating an account, accessing, or using the Service, you agree to these Terms. If you are entering into these Terms on behalf of a business, you represent that you have authority to bind that entity, and “you” refers to that entity.

If you do not agree, do not use the Service.

2. Definitions

• “Account”— your registered organization on the Service, including all associated locations and users.
• “Customer Data”— data you or your End Users submit to the Service, including member records, schedules, waivers, and payment data routed through Stripe.
• “End User”— your members, students, parents/guardians, instructors, and staff who interact with the Service through your Account.
• “Location”— a physical or virtual studio location managed under your Account.
• “Subscription”— your paid plan (Build, Grow, or Thrive) plus any additional Locations or add-ons.
• “Stripe”— Stripe, Inc., our third-party payment processor.

3. Account Registration and Eligibility

You must be at least 18 years old and legally able to enter contracts. You agree to provide accurate, current, complete information and to keep it updated. You are responsible for safeguarding your credentials and for all activity under your Account.

Notify us immediately of any unauthorized access. We are not liable for losses arising from your failure to secure your Account.

4. Subscription Plans, Fees, and Billing

4.1 Plans

The Service is offered under tiered subscription plans:

• Build: $99/month
• Grow: $199/month
• Thrive: $349/month
• Additional Locations: $149/month per Location beyond those included in your plan
• Platform Fee: 1% of payments processed through the Service via Stripe Connect

4.2 Billing

Subscription fees are billed monthly in advance. The 1% platform fee is deducted from each transaction processed through your connected Stripe account at the time of processing. All fees are in U.S. dollars and are non-refundable except as required by law or expressly stated in these Terms.

4.3 Price Changes

We may change Subscription pricing with at least 30 days’ notice. Changes take effect at your next billing cycle. Continued use after the effective date constitutes acceptance.

4.4 Taxes

Fees do not include taxes. You are responsible for all applicable sales, use, VAT, and similar taxes, excluding taxes on our net income.

4.5 Late Payment

If payment fails, we may suspend or terminate Service access after reasonable notice. Past-due amounts may accrue interest at 1.5% per month or the maximum permitted by law, whichever is lower.

5. Payment Processing via Stripe Connect

Payment processing on the Service is provided by Stripe under Stripe’s Connected Account Agreement and Services Agreement. By using the Service to process payments, you agree to those terms and authorize StudioTrack to share necessary information with Stripe.

You are the merchant of record for all transactions processed through your connected Stripe account. You are solely responsible for:

• The goods and services you sell to End Users
• Refunds, chargebacks, and disputes
• Tax collection and remittance on transactions you process
• Compliance with card network rules and applicable payment laws

StudioTrack is not a party to transactions between you and your End Users and is not responsible for failures, delays, or losses caused by Stripe or by your End Users.

6. Customer Data and Privacy

6.1 Ownership

You retain all rights in Customer Data. You grant StudioTrack a limited, non-exclusive, worldwide license to host, process, transmit, display, and otherwise use Customer Data solely to provide and improve the Service.

6.2 Your Responsibilities

You represent and warrant that:

• You have all rights and consents necessary to submit Customer Data to the Service
• Customer Data does not violate applicable law or third-party rights
• You will provide your End Users with a privacy notice consistent with applicable law
• You will obtain any consents required for collecting health information, minor data, photo/video releases, and waiver signatures

6.3 Privacy Policy

Our handling of personal data is described in our Privacy Policy, incorporated into these Terms by reference.

6.4 Data Security

We maintain commercially reasonable administrative, technical, and physical safeguards designed to protect Customer Data. No system is perfectly secure, and we do not guarantee absolute security.

6.5 Data Portability and Deletion

You may export your Customer Data at any time during the Subscription term in formats we make available. Upon termination, we will retain Customer Data for 30 days for export, after which we may delete it, subject to backup retention schedules and legal obligations.

7. Acceptable Use

You will not, and will not permit End Users or third parties to:

• Use the Service to violate any law, regulation, or third-party right
• Send spam, unsolicited messages, or content prohibited by anti-spam laws (CAN-SPAM, TCPA)
• Upload malware, viruses, or harmful code
• Attempt to access the Service by means other than the interfaces we provide
• Reverse engineer, decompile, or disassemble the Service except to the extent permitted by law
• Resell, sublicense, or provide the Service to third parties as a service bureau
• Use the Service to compete with StudioTrack or to build a competing product
• Scrape, harvest, or otherwise extract data from the Service except via your own Customer Data
• Misrepresent your identity or affiliation

We may suspend or terminate Accounts that violate this section.

8. Service Availability and Modifications

We strive for high availability but do not guarantee uninterrupted Service. We may modify, suspend, or discontinue features with reasonable notice. We are not liable for downtime caused by scheduled maintenance, third-party services (including Stripe, Supabase, Vercel, Resend), force majeure events, or your network or equipment.

9. Intellectual Property

9.1 Our IP

The Service, including software, designs, trademarks, and content (excluding Customer Data), is owned by StudioTrack or its licensors and is protected by intellectual property laws. We grant you a non-exclusive, non-transferable, revocable license to use the Service during your Subscription term solely as permitted by these Terms.

9.2 Feedback

If you provide suggestions or feedback, you grant us a perpetual, irrevocable, royalty-free license to use it without obligation.

10. Third-Party Services

The Service integrates with third-party services including Stripe, Supabase, Vercel, Resend, and others. Your use of those services is governed by their respective terms. We are not responsible for third-party services’ availability, accuracy, or content.

11. Term and Termination

11.1 Term

These Terms apply from the date you first access the Service until terminated.

11.2 Termination by You

You may cancel your Subscription at any time through your Account settings or by contacting support. Cancellation takes effect at the end of the current billing cycle. No refunds for partial months.

11.3 Termination by Us

We may suspend or terminate your Account immediately if you:

• Materially breach these Terms and fail to cure within 10 days of notice (where curable)
• Fail to pay fees when due
• Engage in conduct that creates legal, security, or reputational risk to StudioTrack or other customers

We may also terminate the Service generally with at least 60 days’ notice.

11.4 Effect of Termination

Upon termination: (a) your access ends; (b) you must pay all outstanding amounts; (c) you may export Customer Data within 30 days; (d) Sections 6, 9, 12, 13, 14, 15, and 16 survive.

12. Disclaimers

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE. WE DO NOT WARRANT THE ACCURACY OR RELIABILITY OF DATA PROCESSED BY THE SERVICE OR THE RESULTS OF USING THE SERVICE.

Some jurisdictions do not allow exclusion of certain warranties; in those jurisdictions, the above exclusions apply to the maximum extent permitted.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

(a) NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY.

(b) STUDIOTRACK’S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE GREATER OF (i) $100 OR (ii) THE FEES YOU PAID TO STUDIOTRACK IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

(c) THESE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STATUTE, OR OTHERWISE) AND APPLY EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

14. Indemnification

You will defend, indemnify, and hold harmless StudioTrack and its officers, directors, employees, and agents from and against any claims, damages, liabilities, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your Customer Data
• Your use of the Service
• Your transactions with End Users
• Your breach of these Terms or applicable law
• Your violation of third-party rights

We will provide prompt notice and reasonable cooperation. You may not settle any claim that imposes obligations on us without our prior written consent.

15. Governing Law and Dispute Resolution

15.1 Governing Law

These Terms are governed by the laws of the State of Minnesota, without regard to its conflict of laws principles. The U.N. Convention on Contracts for the International Sale of Goods does not apply.

15.2 Venue

Any action arising out of these Terms must be brought exclusively in the state or federal courts located in Hennepin County, Minnesota, and the parties consent to personal jurisdiction there.

15.3 Informal Resolution

Before filing a claim, the parties agree to attempt good-faith resolution by sending written notice describing the dispute. If unresolved within 30 days, either party may proceed.

16. General Provisions

16.1 Entire Agreement

These Terms, together with the Privacy Policy and any order forms or addenda, are the entire agreement between the parties.

16.2 Changes to Terms

We may update these Terms from time to time. Material changes will be communicated by email or in-app notice at least 30 days before taking effect. Continued use after the effective date constitutes acceptance.

16.3 Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

16.4 Notices

Notices to you may be sent by email or through the Service. Notices to StudioTrack must be sent to jason@studiotrack.io with a copy to 2917 Texa Tonka Ave, Minneapolis, MN 55426.

16.5 Force Majeure

Neither party is liable for delays or failures caused by events beyond reasonable control, including natural disasters, war, terrorism, labor disputes, internet or utility failures, or governmental action.

16.6 No Waiver

Failure to enforce any provision is not a waiver of the right to enforce it later.

16.7 Severability

If any provision is held unenforceable, the remaining provisions remain in full force and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable.

16.8 Relationship

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.

16.9 Export Compliance

You represent that you are not located in a country subject to U.S. embargo and are not on any U.S. government restricted-party list.

17. Contact

StudioTrack, [LLC/Inc.]
2917 Texa Tonka Ave, Minneapolis, MN 55426
Email: jason@studiotrack.io
Support: jason@studiotrack.io

By using StudioTrack, you acknowledge that you have read, understood, and agree to these Terms of Service.