Draft version for approval dated 11 September 2026 — version 3.5
These Terms constitute an offer by Individual Entrepreneur (FOP) Maksym Vasylovych Shapoval, RNOKPP (individual taxpayer registration number) 3684002118, hereinafter the “Licensor” or “ClubBase”, to conclude a contract for the provision of access to and the right to use the ClubBase system. A person who accepts this offer to organise the work of their studio, club or other entrepreneurial or professional activity is hereinafter referred to as the “Client”. The Terms are a public offer and, together with the Privacy Policy, govern the relations between the Licensor and the Client.
ClubBase is a system for keeping records of students, classes, schedules, memberships, attendance, payments and team work. Access to it is provided through the website clubbase.fit and the related interfaces of the Service. The specific available functions are determined by the description of the Service, the connected features and the terms of use shown to the Client.
The Client accepts these Terms by confirming consent to them during registration. A person who registers on behalf of an entrepreneur or organisation confirms their authority. The transition from the free trial to paid use is confirmed separately in the Service. Merely viewing the website does not create an obligation to pay for services.
In these Terms, Service means the ClubBase system; Administrator means a person authorised by the Client to manage its account and access rights; User means a person to whom the Client or an Administrator has granted access; Content means the records, files, messages and other materials of the Client entered into the Service; Account means the data of the profile through which access is made; Balance means the internal accounting of funds contributed for the use of ClubBase and of separately accrued bonuses.
1. Registration, access and security
1.1. To work with the Service, the Client creates an account and provides the information requested in the registration form. This information must be accurate; any change in contact or registration details must be communicated by updating them.
1.2. The Client designates Administrators, invites Users and sets their rights. The access of an employee who is no longer authorised to work with the Client’s data must be terminated in a timely manner by the Client or an Administrator.
1.3. Sign-in credentials, passwords, confirmation codes and integration keys are not intended to be transferred to third parties. The Client and its Users are responsible for safeguarding these credentials and for the actions performed from their accounts.
1.4. The Client notifies ClubBase support of the loss of access credentials, a suspicious sign-in or any other possible threat. The Licensor may temporarily restrict the relevant access for verification and data protection.
1.5. If there is reasonable doubt as to the owner of an account, the lawfulness of access or the accuracy of registration details, the Licensor may ask for their confirmation. The request must concern the information necessary to resolve the relevant issue.
1.6. The Licensor undertakes to organise the protection of access and Content taking into account the nature of the data and the risks of processing. The configuration of access rights by ClubBase does not release the Client from the obligation to manage the access of its own team.
1.7. The following are prohibited: attempts to sign in to other persons’ accounts, interference with the operation of the Service, circumvention of its technical limitations, distribution of malicious software and the use of ClubBase for unlawful acts.
1.8. The Client uses the Service within the scope of its activity and ensures compliance with these Terms by the Users it invites. Granting access to the Client’s team does not transfer ownership rights in the Service to it.
1.9. If an incident affecting the Client’s data is detected, the Licensor informs the Client and cooperates with it in establishing the circumstances and protecting the data in accordance with the applicable legal requirements.
1.10. ClubBase services are not provided to residents of the Russian Federation or the Republic of Belarus. If non-compliance with this restriction is established, the Licensor may refuse registration or restrict access to the Service.
2. Right to use the Service
2.1. For the term of the contract, the Client receives a non-exclusive right to use the ClubBase functions available to it for its own activity. This right does not include receiving the source code or acquiring ownership of the Service.
2.2. The rights to the software code, design and other components of ClubBase remain with the Licensor or the respective right holders. The use of third-party components does not grant the Client more rights than are provided for the use of the Service.
2.3. Without separate permission, it is not allowed to resell access to ClubBase as one’s own service, distribute its software components, make copies of them or modify them beyond the settings provided by the Service. Mandatory exceptions established by law remain in force.
2.4. Rights to Content do not pass to ClubBase by virtue of its upload. The Client permits the processing, storage and transmission of Content only to the extent necessary for the operation of the ordered functions, support, protection and performance of the contract.
2.5. The Client is responsible for the lawfulness of the materials it posts and for holding the rights to use them. The Licensor is not obliged to check every record before it is entered, but may restrict access to Content that is manifestly unlawful or in respect of which a proper lawful demand has been received.
2.6. Use of the Service does not mean permission to present oneself as the owner of ClubBase or to use its name and design in a way that creates a false impression of the Client’s authority.
2.7. ClubBase may update and change the functions of the Service. If a change materially reduces the available functionality, the Licensor gives notice of it at least 30 calendar days in advance. A Client who does not agree with such a change may terminate the contract, subject to the rules on settlements and refunds in section 3.
2.8. ClubBase gives notice of a planned suspension of access for technical works at least three business days in advance. Emergency works and urgent protective measures may be carried out without prior notice. The Licensor takes reasonable measures to reduce the duration of the interruption and its consequences.
2.9. The Client may obtain its data through the available export tools or by contacting support. Export of Content does not include the source code of ClubBase, the data of other clients or the internal service information of the Licensor.
3. Payment and settlements
3.1. A new Client is granted a free trial of 14 calendar days. A longer trial period already granted is not shortened. A top-up of the Balance during the free trial is retained for subsequent settlements, does not shorten the trial period and does not result in payment for the free days. Paid use begins after the trial period ends and the Client confirms the transition to paid terms; the trial period is not charged retroactively.
3.1.1. The Europe/Kyiv time zone is used to determine the trial period and billing dates. The calendar date of registration is the first day of the free trial. Trial access is valid from the moment of registration until 00:00 of the calendar date falling 14 days after the date of registration; this end moment is not included in the trial period. The exact date and time of expiry are shown in the account. For example, for registration on 10 September, free access ends on 24 September at 00:00, and 24 September may be the first paid day, provided that the transition to paid terms has been confirmed.
3.2. The price, the scope of services and the rules for determining charges are set out in the “Pricing” section («Тарифи») on the website clubbase.fit and in the personal account. The Client reviews them before the relevant use begins. A pricing scale based on the number of active people and locations is maintained. To determine activity, actual non-trial visits are counted; one person is counted once, including when visiting different locations. Before moving to the next tier, a 10% buffer applies in accordance with the rules set out in the pricing. A change of tier or configuration affects the price only for the future, without recalculating use already provided.
3.3. Charges are accrued monthly on the first day of the month for the previous calendar month according to Europe/Kyiv time. To settle them, available bonuses are used first, then the Client’s own funds. An uncovered amount becomes a debt. Charges, the sources of their settlement, top-ups and debt are displayed in the personal account.
3.3.1. For an incomplete month, the charge is determined in proportion to the paid calendar days of access: monthly tariff × number of paid calendar days / total number of calendar days in the relevant month. If the monthly price changes during a month, the calculation consists of the amounts for the respective segments using the same formula. Intermediate results are not rounded; the total for the billing month is rounded once to USD cents. If, after the trial period ends, paid access is confirmed and activated at a time other than 00:00, the first paid day for this formula is the following calendar day. Free days and periods of simulated payment that are not agreed real paid use do not count as paid days.
3.3.2. A calendar day during which working functions were fully or partially unavailable due to a temporary restriction for debt is not included in paid days. After the debt is repaid, working functions are restored and charging resumes from the first full calendar day of their availability. If access is restored at 00:00, that day is a paid day; if later, charging resumes from 00:00 of the following day. The debt for days of use before the restriction is retained. The next monthly calculation includes only new paid days and does not charge again for debt already accounted for. Voluntary non-use of available working functions is not equivalent to their blocking by the Service.
3.4. Base tariffs and the Balance are determined in the settlement equivalent of the US dollar (USD). The Balance is internal accounting of funds and separate non-monetary bonuses for the use of ClubBase; it is not a bank account and is not intended for transfers between clients. For payments in Ukraine, the actual payment is made in hryvnias at the exchange rate shown in the relevant payment offer before its confirmation; the source of the rate is stated in the offer (as of the date of this version, the PrivatBank non-cash USD selling rate). A bonus increases the available volume of services on the Balance, but not the hryvnia amount of the payment.
3.4.1. For a one-time payment through the payment interface, the following are shown before confirmation: the contribution in USD, the bonus separately, the total credit, the applied exchange rate, its source and date of fixing, the actual hryvnia amount and the validity period of the offer. The offer is valid for 30 minutes from its generation. If payment is not confirmed within this time, a new offer is generated, which the Client confirms anew. After timely confirmation, the terms of this transaction do not change merely because the bank confirmation arrives later. The issuance of invoices is governed by clause 3.5; the 30-minute rule applies specifically to a one-time payment through the payment interface.
3.4.2. For automatic top-up, the amount and exchange rate are fixed for the specific transaction in the notice under clause 3.9.2; the 30-minute period does not apply to it. For other available methods of international payment, the currency, the actual amount and the conversion procedure are communicated before the relevant transaction.
3.5. Payment is made by bank transfer by topping up the Balance through the personal account or on the basis of an invoice issued by the Licensor to a Client that is an entrepreneur or a legal entity. The total amount of such an invoice must be not less than the equivalent of USD 200 at the exchange rate stated in the invoice as of the date of its issuance. No minimum monthly tariff price is set for the issuance of an invoice. A payment is credited after the funds are actually received and identified.
3.6. Invoices, acts (statements of services rendered) and other documents are drawn up on the basis of these Terms. Upon request, a standard contract may be provided for signing without individual changes to its terms. The Licensor does not undertake to agree on versions of contracts, protocols of disagreements or the Client’s procurement terms. The issuance or payment of an invoice does not mean acceptance of additional terms proposed by the Client.
3.7. If the Client voluntarily ceases using the Service, funds are not refunded, including the unused remainder of the Balance. Non-use of functions, switching to another system, closing the account at the Client’s wish or disabling automatic top-up is not a ground for a refund. This clause applies subject to the exceptions in clause 3.8.
3.8. A refund is made in respect of confirmed erroneous, duplicate or unauthorised debits, and in respect of the unused portion of funds actually contributed if ClubBase has permanently ceased operating or, on its own initiative, has permanently ceased providing the Service to the Client for reasons other than a breach by the Client. A short-term technical interruption is not a permanent cessation of operation. The relevant erroneous amount or the unused own funds, after reconciliation of settlements and excluding bonuses, are subject to refund. Cases of refund mandatory under law also remain in force.
3.9. Automatic top-up is a voluntary periodic contribution to the Balance to pay for the use of the Service. It is offered together with a contribution in the amount of one monthly tariff. The payer selects a cycle of 1 to 12 calendar months and gives separate consent to automatic debits in the confirmation window; automatic top-up is disabled by default. Before consent is given, the following are shown: the exact amount in hryvnias to be debited at each automatic top-up, the contribution in USD, the bonus under clause 3.11.4, the cycle, the date of the first debit and the method of disabling. Charges for use from the Balance under clause 3.3 are made monthly regardless of the selected top-up cycle.
3.9.1. A periodic contribution is not an automatic debit of an arbitrary amount of actual debt. It is made according to the agreed schedule and amount, including when there is a remainder on the Balance. The hryvnia amount of the automatic top-up and the contribution in USD are fixed at the time consent is given at the exchange rate applied in the same offer and do not change due to a subsequent change in the exchange rate or in the price of use. If the contribution is insufficient to repay the debt, the uncovered portion is paid separately. An increase in the amount, a change of the cycle or the activation of another mode, in particular repayment of actual debt, requires new consent of the payer. The choice of a bonus offer does not by itself enable or change the automatic top-up schedule.
3.9.2. At least three calendar days before each automatic debit, ClubBase sends to the payer’s email a notice stating the fixed hryvnia amount, the contribution in USD, the bonus, the scheduled payment date and the method of cancellation. Only the fixed amount is debited; an increase in it requires new consent of the payer and a new prior notice given within the specified period. If a timely notice was not sent, the automatic transaction is postponed; an immediate one-time payment is possible upon separate confirmation. A notice from the payment provider after payment does not replace the prior notice from ClubBase.
3.9.3. The payer may at any time disable automatic top-up in the account (the “Autopay” section («Автоплатіж»), the “Disable automatic debits” button («Вимкнути автосписання»)) or through support. Disabling stops future automatic transactions but preserves the contributed Balance, accrued bonuses and any existing debt; access to the Service does not terminate as a result. ClubBase records the giving, content, change and withdrawal of consent. Acceptance of these Terms alone, a one-time payment or a demonstration setting in simulation mode does not enable real automatic debits.
3.10. A debt under the calculation generated on the first day of the month must be repaid before 00:00 on the tenth day of the same month according to Europe/Kyiv time. Reminders begin on the third day of the month. If at 00:00 on the tenth day the debt has not been repaid, ClubBase restricts working changes in the Service. Viewing settlements, payment, contacting support and the ability to obtain Content remain available. After the payment is credited and the debt is repaid, work is restored. A temporary restriction is not a final termination of the contract; further charging is determined by clause 3.3.2, and the retention of Content by section 4.
3.11. A recurring bonus offer applies to new contributions. Its base is the monthly price of the Client’s configuration shown in the offer before payment confirmation: a contribution in the amount of one monthly tariff — no bonus; six monthly tariffs — a bonus in the amount of one such tariff; ten monthly tariffs — a bonus in the amount of two such tariffs. A one-time connection fee does not increase the base for calculating the bonus.
3.11.1. Own funds and bonuses are accounted for separately in USD. The amount of a bonus is fixed according to the configuration at the time the contribution is confirmed; a subsequent change of configuration does not recalculate a bonus already granted. To pay charges for use, bonuses are spent first, then own funds. Special terms of previously confirmed contributions are preserved under clause 3.14. A bonus is not a cash payment and is not exchangeable for money.
3.11.2. The designations “+1 month”, “+2 months”, “7 months” or “12 months” mean the equivalent value of services under the configuration and price on which the offer was generated, and not an unconditionally fixed end date of paid access. Growth of the studio, addition of locations, a change in other paid features or in the future price of use affect the period for which the remainder will suffice. The bonus offer may be used repeatedly on the terms shown before a new contribution; no separate automatic discount after the first year is provided for.
3.11.3. The grounds for a refund of own funds are determined exclusively by clauses 3.7–3.8. A mixed remainder does not turn bonuses into the Client’s funds: reconciliation takes into account the source of the top-up, the spending of bonuses first, actual payments and refunds already made. Upon a refund or cancellation of a contribution, the related accounting records and unused bonuses are adjusted without paying out bonuses in money. An adjustment of a bonus does not by itself constitute a separate card debit.
3.11.4. For each automatic top-up under clause 3.9, an additional bonus is accrued in the amount of 10% of the contribution of such top-up, rounded to the cent using the round-half-up rule. This bonus is accounted for under clause 3.11.1, is not combined with the bonus for six or ten monthly tariffs and is not accrued on the contribution during whose confirmation the consent was given.
3.12. The Licensor may change tariffs by publishing them on the website. Updated tariffs apply from the date of publication or from a later date stated in the notice. Existing Clients are notified of the change by email. A change does not retroactively increase the price of use already provided.
3.13. Information on applicable taxes and payment fees is stated in the invoice or payment form. The Client independently pays for the internet connection and other third-party services it needs to access ClubBase.
3.14. The new bonus model applies to contributions confirmed after it enters into force. Previously confirmed real contributions retain their version of the agreed terms; the new version does not change them retroactively. Longer trial periods already granted are also preserved. An existing authorisation for another mode of automatic debits does not become, without new confirmation, consent to the mode under clause 3.9.
3.15. Until real acceptance of payments is activated, the payment interface may operate only as a clearly labelled simulation. A demonstration top-up, balance, payment status or automatic top-up setting does not create a real payment, a payment receipt, contributed funds or permission for a real recurring debit. Test charges do not turn into a monetary debt merely because real payments are enabled.
3.16. Before the transition from simulation to real payments, ClubBase gives notice of the date of transition, the start of real paid use and the procedure for handling test balances and charges, and separately shows the funds actually contributed. Test balances are not recognised as contributed money. The retention or granting of a promotional credit instead of a test balance, if offered, is communicated separately as a non-monetary bonus. Real paid use and real automatic debits require the corresponding confirmations under clauses 3.1 and 3.9; a technical switch of mode does not replace them.
4. Term of the contract and termination of access
4.1. The contract is valid from its acceptance until the termination of use. Obligations regarding use already provided, confidentiality and settlement of accounts survive the closure of the account.
4.2. The Client may terminate use through the settings of the Service or by a written request to support. The termination date is confirmed in the account or by a notice from support. Disabling automatic top-up alone does not terminate the contract. Settlements upon termination are made under section 3.
4.3. The contract may be terminated due to a material breach of its terms with notice to the other party of the ground. An immediate restriction of access is permitted to stop unlawful acts, protect data or comply with a lawful demand.
4.4. After blocking for non-payment or termination of use, including on the Client’s own initiative, working Content is stored for 14 calendar days from the relevant date of blocking or termination. During this period the Client may download the Content using the available tools or request it from support. In the case of blocking for non-payment, the debt may be repaid and work resumed during this period.
4.5. After the said 14 calendar days expire, ClubBase may delete working Content without further approval if use has not been resumed. If the law establishes a longer mandatory period for obtaining or transferring data for specific relations, that period applies. An export request submitted in time must be processed before the relevant data are deleted.
4.6. Billing documents and information required by law or for resolving a dispute may be stored separately from the working database for longer. Deletion from backup copies is carried out according to their update cycle; restoration of a copy must not return deleted data to ordinary use. Storage of such copies does not extend the period of access to the account.
4.7. The Client is responsible for timely requesting or downloading Content and for disconnecting its own third-party integrations. Termination of the contract does not give ClubBase the right to use Content for other purposes.
5. Confidentiality and personal data
5.1. The parties do not disclose non-public information obtained for the performance of the contract and do not use it outside the agreed purpose. This applies to student databases, commercial indicators, correspondence, access settings and other confidential information.
5.2. The restriction does not apply to information that has lawfully become publicly available, was lawfully obtained independently of the contract or is subject to disclosure on the basis of law. In other cases, disclosure is permitted with the permission of the authorised party or for the proper performance of the contract to the necessary extent.
5.3. The Client determines whose data it enters into its studio database and for what purpose. It ensures a legal basis for their processing, notification of the relevant persons and the necessary permissions, including with respect to the data of children and their representatives.
5.4. With respect to the data that the Client uploads for the work of the studio, ClubBase acts on its instructions within the functions of the Service and this contract. For registration data, its own settlements and support, ClubBase carries out processing for the purpose of organising its relations with the Client.
5.5. Access of employees and engaged contractors to confidential information is limited by the need to perform the relevant task and by a non-disclosure obligation. Engaging a contractor does not release the Licensor from its own contractual obligations.
5.6. The categories of data, the purpose of their processing, the cases of transfer, the rights of individuals and the contacts for requests are described in the ClubBase Privacy Policy. The specifics of handling data in artificial intelligence functions are also determined by section 9 of these Terms.
6. Liability of the parties
6.1. For breach of the contract, the parties are liable in accordance with the legislation of Ukraine, taking into account the limitations that may be established by contract.
6.2. To the maximum extent permitted by law, ClubBase does not compensate the Client, Administrators or Users for losses caused by the use of the Service or the inability to use it, in particular loss of income, profit, information or anticipated savings, as well as losses in connection with claims of third parties. This limitation applies even if the Licensor has been advised of the possibility of such consequences.
6.3. ClubBase is not liable for non-performance of obligations caused by external circumstances or by the acts of third parties beyond its control and in the absence of its fault. This applies, in particular, to malfunctions of the Client’s devices, its internet connection or third-party services connected by the Client independently.
6.4. The above limitations do not cancel liability for intentional breach or other liability that the law prohibits excluding or limiting. Nor do they cancel refunds under clause 3.8 or obligations regarding the protection of personal data.
7. Client support
7.1. The Client and its authorised Users may contact support regarding access, settings and the operation of ClubBase functions through the channels indicated in the Service or by the Licensor’s email.
7.2. To verify a request, a description of the problem, the account identifier, the time of the event and other information directly related to the issue may be required. Passwords, bank confirmation codes or full payment card details should not be provided to support.
7.3. Ordinary consultations on use are provided within the scope of support of the Service. Works falling outside this scope may be performed under a separate arrangement after the price is agreed with the Client.
7.4. The owner of the account or its authorised Administrator is the contact person for changing access, terminating use and resolving issues concerning Content.
8. Other provisions and details
8.1. The legislation of Ukraine applies to the relations of the parties. Disputes are resolved by negotiation and, failing agreement, by a competent court. Mandatory rules that cannot be excluded by a choice of law or by the terms of the contract remain in force.
8.2. The Client compensates ClubBase for documented losses caused by a breach of these Terms by the Client, its Administrators or Users. The Licensor notifies of the relevant damage or claims received without undue delay. If, as a result of such a breach, third parties have filed a claim, complaint or lawsuit, the Client provides the necessary information and assists in the defence of ClubBase. This does not make the Client liable for the Licensor’s own breaches.
8.3. ClubBase does not guarantee the achievement of a certain income or other business result, or compatibility with any equipment or third-party product. The Client independently chooses integrations. Their operation depends on the respective providers; the terms of liability for consequences are determined by section 6. The Licensor may engage contractors for the operation of the Service while remaining responsible for the performance of its own contractual obligations.
8.4. A new version of the Terms is published on the website with the date of the version and enters into force upon publication or on a later date stated. Continued use after it enters into force means acceptance of the changes, except where the law requires another method of approval. A new version does not replace a separate permission for automatic debits or for new data processing that requires consent. Special notice periods provided for by these Terms are preserved.
8.5. These Terms and the documents to which they refer set out the standard terms of access to the Service. The procedure for drawing up documents for the Client is established by clause 3.6. The invalidity of one provision does not cancel the remainder of the contract.
8.6. Notices are sent through the account or to the Client’s contact details. The Client keeps them up to date. Requests concerning the contract are sent to the Licensor’s email.
8.7. Licensor: Individual Entrepreneur (FOP) Maksym Vasylovych Shapoval. RNOKPP: 3684002118. State registration: 01.12.2023, record number 2010350000000461538. Address: Ukraine, 01133, Kyiv, Konovaltsia St., bldg. 36A, apt. 152. Email: [email protected]. Phone: +38 (096) 449-00-33. Website of the Service: clubbase.fit. Payment details are provided in the personal account or in the invoice.
9. Artificial intelligence functions
9.1. ClubBase may provide built-in artificial intelligence functions for working with text, data analysis, answers and configured automations. For their implementation, the use of OpenAI services and Claude models of Anthropic through the respective APIs is provided for. The available scope of functions, limitations and any additional charge are stated in the Service before their use.
9.2. The Client determines the data for a request and the permitted actions of automation. Use of a function involves transmitting the necessary context to the model provider to the extent required for the task, in accordance with the Privacy Policy. It does not constitute permission for arbitrary transmission of the Client’s entire database.
9.3. Artificial intelligence results may contain errors and require verification. They do not replace professional legal, medical, tax or accounting advice. The Client verifies important results and settings before applying them in its activity.
9.4. Automated messages and data changes are performed within the access granted. The Client is responsible for the lawfulness of its requests, materials and settings. The liability of the parties is determined by section 6, and the procedure for handling data by the Privacy Policy.
9.5. Transmission of data to execute a request does not grant permission for their separate use for training models outside the performance of the contract. Engaging another provider requires notifying the Client before the relevant transfer and additional approval where it is mandatory.