Scope of this document
These Terms of Service govern access to and use of the Klubio platform (the web and mobile applications at klubio.eu and related services). This is the platform usage agreement. The following related documents apply alongside it where relevant:
- Privacy Policy — how personal data is processed.
- Data Processing Agreement (DPA) — terms under which Klubio processes member data on a Club's behalf.
- Terms of Sale and Recurring Payment Terms — additional terms that apply to specific purchases and to automatic recurring charges.
Where there is a conflict, the more specific document controls for the matter it addresses.
Three audiences
Klubio is used in three distinct relationships, and the sections below are scoped accordingly:
- §2 — Platform terms apply to everyone who accesses Klubio.
- §3 — Club terms apply to the clubs and organisations that subscribe to Klubio to manage their members (the "Club").
- §4 — Member and guardian terms apply to individuals who use Klubio as members of a Club, and to the parents/guardians who act for member children (the "Member").
A person may hold more than one role; each role's terms apply to the activity carried out in that role.
1. Definitions
- "Klubio", "we", "us" — Klubio OÜ, a private limited company registered in the Republic of Estonia, registry code 17099698, registered office Heki tee 3, 74001 Harjumaa, Estonia, which operates the Klubio platform. "Klubio" is a trademark of Klubio LLC (Wyoming, USA), used by us under licence; Klubio LLC does not operate the platform, does not process platform users' personal data, and is not a party to these Terms.
- "Platform" — the Klubio web and mobile applications, APIs, and supporting infrastructure.
- "Club" — a sport club, association (including an Estonian MTÜ), studio, or similar organisation that subscribes to the Platform to manage its members and operations.
- "Member" — an individual who uses the Platform as a member, athlete, guardian, coach, or staff member of a Club.
- "Content" — any text, images, files, schedules, prices, or other material uploaded to the Platform.
- "Payment Processor" — the third-party provider that handles card and bank-link payments on the Platform (Maksekeskus AS).
- "Subscription Fee" — the recurring fee a Club pays for access to the Platform, as set out in its plan or order.
- "Platform Fee" — the fee charged on payments collected from Members through the Platform on a Club's behalf, as set out in §3.3.
2. Platform terms (apply to everyone)
2.1 Acceptance
By creating an account, signing in, or otherwise using the Platform, you agree to these Terms. If you do not agree, do not use the Platform. If you accept these Terms on behalf of a Club or other legal entity, you represent that you have authority to bind that entity.
2.2 Account security
You are responsible for keeping your account credentials confidential and for all activity under your account. Notify us at info@klubio.eu without undue delay of any unauthorised access or security incident. We are not liable for losses caused by your failure to safeguard your credentials, except to the extent required by mandatory law.
2.3 Acceptable use
You will not, and will not assist others to:
- access the Platform other than through the official interfaces we provide;
- reverse-engineer, scrape at scale, or replicate the Platform's services;
- upload Content that is unlawful, infringing, defamatory, or harmful to minors;
- upload malicious code or interfere with or disrupt the Platform's operation or security;
- misrepresent your identity or affiliation; or
- use the Platform in violation of applicable EU or Estonian law or of applicable EU/UN sanctions.
2.4 Suspension
We may suspend or restrict access if we reasonably believe these Terms have been breached, if continued access poses a risk to the Platform or other users, or if we are required to do so by law. Where practical we will notify you in advance and give you a chance to cure the issue.
3. Club terms (B2B)
These terms apply between Klubio and a Club that subscribes to the Platform.
3.1 Club account and authority
The person who creates a Club account confirms they are authorised to bind the Club. The Club is responsible for all activity under its account, including by its administrators, coaches and staff, and for managing access through the Platform's roles and permissions.
3.2 Subscription fees
The Club pays the Subscription Fee for access to the Platform, as set out in its plan or order and published at https://klubio.eu/pricing. Unless otherwise agreed, invoices are issued according to the Club's chosen billing cycle (monthly or annually) and are due within 14 days of receipt. We may change the Subscription Fee for future billing periods on at least 30 days' written notice to the Club's billing email; changes do not apply to periods already invoiced.
Klubio OÜ is not currently registered for VAT in Estonia; fees are shown net of VAT. We will update these Terms and notify Clubs before the company becomes VAT-registered.
3.3 Member payments and payouts
Where a Club uses the Platform to collect membership fees and other payments from its Members, those payments are processed by the Payment Processor and settled to the Club, less the Platform Fee and any chargebacks, refunds, or other adjustments.
The Platform Fee is a flat €0.89 per payment (or as otherwise agreed with the Club). Where a payment is smaller than the Platform Fee, the fee charged is the amount of the payment. Depending on the Club's configuration, the Platform Fee is either added to the amount the Member pays at checkout or deducted from the amount settled to the Club. Current fees are published at https://klubio.eu/pricing. We may change the Platform Fee for future transactions on at least 30 days' written notice; changes do not apply to transactions already processed.
Settlement timing and fee breakdowns appear in the Club's billing view in the Platform. Member payments are settled to the Club on a per-payment basis, shortly after each payment.
3.4 Verification and payout eligibility
Before we enable Member payments for a Club, and from time to time afterwards, we and the Payment Processor must be able to verify the Club's identity and the ownership of the bank account to which payouts are made.
The Club will provide, on request and without undue delay: its registered business name and registry code exactly as entered in the relevant business register; a current business register extract; the names of its legal representatives and beneficial owners, together with any declaration the Payment Processor requires from them; and evidence that the payout bank account belongs to the Club, such as a digitally signed bank statement or an account-ownership certificate issued by its bank.
The Club warrants that this information is accurate and complete, and will notify us without undue delay of any change, in particular to its legal name, registry code, ownership, legal representatives, or payout bank account.
We may share this information with the Payment Processor for the purposes of its own customer due diligence, and we retain it for as long as the Club uses Member payments and for any further period required by applicable anti-money-laundering law. Payouts are made in the Club's registered legal name. Any label a Club gives one of its accounts inside the Platform is for the Club's own reference and is not used to identify the recipient of a payout.
If the Club does not provide the information, or if we or the Payment Processor are unable to verify it, we may withhold payouts, suspend Member payments, or decline to enable them until the matter is resolved. We will tell the Club what is outstanding, and will not withhold funds for longer than is necessary.
3.5 Amounts owed by the Club
If a Club owes us amounts — for example chargebacks, refunds funded ahead of settlement, payment-processor reversals, or unpaid Subscription Fees — those amounts are due on the invoice date, and we will normally net them against future settlements where possible. Unpaid amounts accrue interest at the Estonian statutory default rate under the Law of Obligations Act, plus reasonable collection costs. If an invoice remains unpaid for 30 days after written reminder, we may suspend the Club's access until the balance is settled.
3.6 Club Content and licence
The Club owns the Content it uploads. The Club grants us a non-exclusive, royalty-free, worldwide licence to host, display, store, and reproduce that Content solely as necessary to operate, secure, and improve the Platform and to provide the service to the Club and its Members. The licence ends when the Content is deleted, except for backups and archived copies retained for a limited period for operational and legal-hold purposes. We do not sub-license Club Content to unrelated third parties for advertising or resale. The Club represents that it has all rights necessary to grant this licence.
3.7 Club's relationship with its Members
The Club is the data controller of its Members' personal data; Klubio is the Club's processor, as set out in the Privacy Policy and the DPA. The Club is solely responsible for:
- establishing a lawful basis for processing its Members' data, and obtaining any required consent — including explicit consent for health/medical data entered into the Platform's medical features, and parental/guardian consent for children below the applicable digital-consent age;
- providing its Members with the required privacy information;
- the lawful provision of its own services, its membership terms, pricing, taxes, and any refund or cancellation policy offered to Members; and
- restricting access to Member data within its organisation using the Platform's roles and permissions.
The legal contract for membership and for any service a Club provides is between the Club and the Member. Klubio is not a party to that contract; we provide the technology and act as the Club's payment-collection agent for fees collected through the Platform.
3.8 Optional services (custom websites)
Where the Club purchases custom website design or hosting, it is provided under these Terms and any additional order terms agreed with the Club.
3.9 Termination by either party
The Club may terminate at any time by written notice to info@klubio.eu or as provided in the Platform, effective at the end of the current billing period. We may terminate for cause (material breach not cured within 30 days of notice; insolvency; sustained chargebacks or fraud). On termination, the Club's access ends and we will support a reasonable export of its operational data for 30 days, after which data is deleted or returned in accordance with the DPA and Privacy Policy, subject to statutory retention.
4. Member and guardian terms (B2C)
These terms apply between Klubio and a Member.
4.1 Member account; children
To hold a Klubio account in your own name you must be at least 13 years old (the digital-consent age in Estonia is 13; other markets may differ). Member children below that age are managed by a parent or guardian, who is responsible for the child's use and for any consent required. The Club that adds a Member is responsible for verifying that appropriate consent has been obtained.
4.2 Membership payments
When a Member pays a membership fee or other amount through the Platform:
- the underlying contract is with the Club, not with Klubio;
- the amount is set by the Club; a Platform Fee may be added at checkout and, if so, is shown before payment (see §3.3);
- payment is processed by the Payment Processor and settled to the Club; Klubio does not store full card numbers; and
- the Member receives a confirmation of payment.
4.3 Cancellations, refunds, and consumer rights
Cancellation and refund policy is set by the Club and should be reviewed before payment. EU statutory consumer rights apply in addition to the Club's policy and cannot be overridden by these Terms or the Club's policy. In particular, the 14-day right of withdrawal under Directive 2011/83/EU applies to most distance contracts with consumers, subject to the statutory exceptions (including services fully performed with the consumer's prior express consent, and leisure/sport services tied to a specific date under Article 16(l)).
4.4 Disputes about membership or a payment
A Member should first contact the Club directly. If the dispute is not resolved, the Member may contact Klubio support at info@klubio.eu for assistance, and may also use the EU Online Dispute Resolution platform (ec.europa.eu/consumers/odr) and, for disputes concerning an Estonian Club, the Estonian Consumer Disputes Committee.
4.5 Recurring payments
Memberships billed automatically are governed by the separate Recurring Payment Terms, which the Member accepts when authorising a recurring charge.
5. Intellectual property
The Platform, including its software and interfaces, is owned by Klubio OÜ or its licensors. The Klubio name and brand are trademarks of Klubio LLC, used by us under licence. Nothing in these Terms transfers ownership. We grant you a limited, revocable, non-exclusive permission to use the Platform for its intended purpose. Trademarks may be used only with prior written permission, except for fair informational use (e.g. a Club noting that its tools are "powered by Klubio").
6. Third-party services
The Platform integrates with third parties (Payment Processor, email delivery, accounting integrations, hosting, etc.). Their services are subject to their own terms, and we are not responsible for outages or errors in third-party services beyond our reasonable control. The third parties that process personal data are listed on our Sub-processors page.
7. Disclaimers
To the maximum extent permitted by law, the Platform is provided "as is" and "as available". We do not warrant that it will be uninterrupted, error-free, or fit for any specific purpose beyond what is expressly described in these Terms. This does not exclude any warranty or liability that cannot be excluded under mandatory Estonian or EU consumer-protection law.
8. Limitation of liability
To the extent permitted by law:
- We are not liable for indirect, incidental, special, or consequential losses, loss of profits, loss of data, or loss of goodwill.
- Our total aggregate liability to a Club in any 12-month period is limited to the Subscription Fees and Platform Fees actually paid to or retained by us in respect of that Club in that period.
- Our total aggregate liability to a Member is limited to the fees, if any, that Klubio itself charged that Member directly in the preceding 12 months.
These limitations do not apply to liability for intent or gross negligence, for personal injury or death caused by us, or for any other liability that cannot be limited under mandatory law.
9. Indemnification (Clubs only)
A Club will defend and indemnify Klubio against third-party claims arising from (i) the Club's services or activities, (ii) the Club's Content or its use of Member data, or (iii) the Club's breach of these Terms or applicable law. We will notify the Club promptly of any covered claim and cooperate reasonably in the defence. This section does not apply to Members.
10. Data protection
Klubio processes personal data as set out in the Privacy Policy and, for Member data processed on a Club's behalf, the Data Processing Agreement between Klubio and the Club.
11. Changes to these Terms
We may update these Terms. For changes that materially affect rights or obligations:
- Clubs will receive at least 30 days' notice by email or in-app banner before the change takes effect, in line with the P2B Regulation (EU) 2019/1150;
- Members will receive at least 14 days' notice by email or in-app banner.
Continued use after the notice period means acceptance. A user who does not accept may terminate as set out above.
12. Termination and survival
Either party may terminate as set out above. On termination, the user's access ends and accrued fees remain payable. Sections 5 (IP), 7 (Disclaimers), 8 (Liability), 9 (Indemnification — Clubs), 10 (Data protection), and 13 (Governing law) survive. We will retain and delete personal data in accordance with the Privacy Policy, the DPA, and applicable law.
13. Governing law and venue
These Terms are governed by the laws of the Republic of Estonia, excluding its conflict-of-laws rules and the UN Convention on the International Sale of Goods. The venue for disputes is Harju Maakohus (Harju County Court), Tallinn, Estonia, subject to (a) a Member-consumer's right under EU law to sue or be sued in the courts of their habitual residence (Brussels I-bis Regulation, Article 18), (b) mandatory consumer-protection rules, and (c) the EU ODR platform and Estonian Consumer Disputes Committee referenced in §4.4.
14. Force majeure
Neither party is liable for delays or failures caused by events outside its reasonable control (natural disasters, war, strikes, internet or upstream service outages, government action, etc.), provided it takes reasonable steps to mitigate the impact.
15. Translations
These Terms are published in Estonian and English. Where there is a conflict between the language versions, the Estonian version controls.
16. Miscellaneous
- Entire agreement — these Terms, with the Privacy Policy, DPA, Terms of Sale, and Recurring Payment Terms, are the entire agreement between the parties on the subject matter.
- Severability — if any clause is unenforceable, the remainder stays in force and the clause is replaced with one that most closely reflects its intent.
- No waiver — failure to enforce a right is not a waiver of it.
- Assignment — you may not assign these Terms without our written consent; we may assign to an affiliate or in connection with a corporate transaction, on notice.
- Notices — to Klubio at info@klubio.eu or by post to Klubio OÜ, Heki tee 3, 74001 Harjumaa, Estonia; to a Club or Member at the contact details on their account.
17. Contact
Questions about these Terms: info@klubio.eu. Legal notices: info@klubio.eu, or by post to Klubio OÜ, Heki tee 3, 74001 Harjumaa, Estonia.