Terms of Service

These Terms of Service (the “Terms”) govern your access to and use of the Koaryu website at koaryu.app, the Koaryu web application and the related services we provide (together, the “Service”). “Koaryu,” “we,” “us” and “our” mean the operator of the Service.

If you create an account or use the Service for a martial arts school or other business (a “Studio”), you accept these Terms on behalf of that Studio and confirm you have the authority to do so. In that case “you” means the Studio and, where the context requires, you as an individual user.

You accept these Terms when you create an account, start a trial, sign in or otherwise use the Service. Our Privacy Policy explains how we handle personal information and is part of these Terms. If you don’t agree, don’t use the Service.

These words have the following meanings throughout the Terms.

Studio

The martial arts school or other business that holds a Koaryu account, together with its workspace in the Service.

Staff User

A person who uses a Studio's workspace as an Admin, Front Desk or Instructor, whether they signed up or were invited.

Studio Data

Information a Studio or its Staff Users enter, upload, import or create in the Service, including records about students, guardians, leads, staff, classes, attendance, ranks and billing.

Payer

A person or household a Studio bills through the Service, such as a parent or guardian who pays a student's tuition.

Koaryu Core

The paid subscription that gives a Studio access to the Service.

Koaryu Payments

The optional feature that lets an eligible Studio collect payments from Payers through Stripe Connect.

Stripe

Stripe, Inc. and its affiliates, which process subscription and Koaryu Payments transactions.

To accept these Terms for a Studio, you must be at least 18 years old, or the age of majority where you live if that is higher. Staff Users must be at least 16. The Service is a tool for studio staff: students, parents and guardians don’t receive Koaryu accounts, and the Service is not directed to children.

• Accurate information. Give us accurate account and Studio information and keep it current.
• Sign-in security. You can sign in with an email and password or with a Google or Microsoft account. Keep your credentials confidential, don’t share an account, and tell us right away at koaryu@outlook.com if you suspect unauthorized access.
• Staff roles. Each Staff User has a role (Admin, Front Desk or Instructor) that controls what they can see and change. The Studio decides who gets access and which role they hold, and should remove access promptly when someone no longer needs it.
• Responsibility for activity. The Studio is responsible for everything done in its workspace by its Staff Users and for their compliance with these Terms.
• Audit records. The Service records certain actions, such as promotions, billing changes, exports and changes to staff and accounts, so Studios can see who did what and so we can investigate problems.

Price

Koaryu Core costs $27 (US dollars) per Studio per month, as shown at checkout. One subscription covers one Studio, with no per-student tiers.

Free trial

Each new Studio may receive one 30-day free trial. To start it, you add a payment method at Stripe Checkout. You won’t be charged during the trial. Unless you cancel before the trial ends, your paid subscription starts automatically and your payment method is charged the monthly fee. We may decline a trial for a Studio that has already had a trial or a subscription.

Automatic renewal

Your subscription renews automatically every month, and you authorize us, through Stripe, to charge the monthly fee plus any applicable taxes to your payment method at the start of each billing period until you cancel.

Cancellation

You can cancel at any time in Koaryu under Billing, which opens Stripe’s secure billing portal. Cancellation stops future renewals. Unless the portal shows otherwise when you confirm, your access continues until the end of the period you have already paid for. If you cancel during the free trial, you won’t be charged.

Payments, taxes and failed payments

Stripe processes subscription payments; we don’t receive or store your full card number. Prices don’t include taxes unless stated, and you are responsible for any taxes that apply to your purchase. If a payment fails, Stripe may retry it. If the subscription lapses, the Studio’s workspace, including exports, is unavailable until the subscription is active again. Studio Data is kept, as described in Suspension and termination.

Refunds

Fees are non-refundable except where the law requires a refund or these Terms say otherwise. If we charge you in error, contact us and we will correct it.

Price changes

We will tell you at least 30 days before a price change applies to your subscription. The new price takes effect at your next renewal after the notice period, and you can cancel before then if you don’t want to continue.

Koaryu Payments is optional and available to eligible Studios after Stripe onboarding and payment-account requirements are met. We decide which Studios are eligible, and we may limit, pause or end the feature for a Studio, for example where Stripe requires it or where we see a risk of fraud or loss.

Stripe’s terms

Payment processing services for Studios on Koaryu Payments are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these Terms or continuing to operate as a Studio on Koaryu Payments, you agree to be bound by the Stripe Services Agreement, as Stripe may modify it from time to time. As a condition of Koaryu enabling payment processing services through Stripe, you agree to provide Koaryu accurate and complete information about you and your business, and you authorize Koaryu to share it and transaction information related to your use of the payment processing services provided by Stripe.

Koaryu is not a bank, money transmitter or payment processor, and does not hold Studio or Payer funds. Stripe controls payouts and may delay, hold, reserve or reject payments under its own terms. We cannot override Stripe’s decisions.

Your Studio is the seller

Charges are made on your Studio’s own Stripe account. You set your prices and tuition terms, and you are responsible for your agreements with families, your cancellation and refund policies, receipts, and compliance with consumer protection, tax and payment network rules.

Fees

Koaryu’s standard fee is 0.5% of each successful charge, unless a different rate is agreed when your Studio is activated. Stripe’s processing fees apply in addition. Fees are deducted from the charge. If a payment is refunded, Koaryu’s fee is refunded in proportion to the amount refunded; Stripe’s fees follow Stripe’s terms.

Payer authorization and autopay

• Get the Payer’s authorization before you charge them, and before you set up recurring charges.
• Payers accept autopay terms themselves on Stripe’s checkout page. Staff cannot accept payment terms on a Payer’s behalf.
• Honor a Payer’s request to stop autopay, and keep billing plans and amounts accurate.

Refunds, disputes and chargebacks

Your Studio is responsible for refunds, disputes, chargebacks, reversals, negative balances and related fees on its transactions, as set out in the Stripe Services Agreement. If we are charged an amount that results from your Studio’s transactions, you will reimburse us.

Payments recorded outside Koaryu

Recording a cash, check or other outside payment in Koaryu is recordkeeping only. Koaryu does not receive, hold or move those funds.

This section applies to you if you are a Payer who enters payment details on a checkout page your Studio sends you.

• Your agreement for classes, tuition, cancellations and refunds is with your Studio, not with Koaryu. Contact your Studio first about any charge.
• Stripe processes your payment details. Koaryu does not receive your full card or bank account number.
• If you set up autopay, you authorize your Studio to charge your payment method as described when you accept, until you cancel. To cancel, contact your Studio. You also keep any rights you have with your bank or card issuer.
• Our Privacy Policy explains what happens to your information.

Ownership

As between you and Koaryu, your Studio keeps all rights in Studio Data. You give us a non-exclusive, worldwide, royalty-free license to host, copy, process, transmit and display Studio Data only as needed to provide, secure, support and maintain the Service, to comply with law, and as our Privacy Policy describes. We do not sell Studio Data.

Your responsibilities

• You are responsible for the accuracy, quality and legality of Studio Data and for how you collected it.
• Give the notices and obtain the consents the law requires before you add someone’s information, including consent from a parent or guardian for a child’s information and photo where required.
• Only add what your Studio needs. Don’t use notes or other free-text fields for medical diagnoses, government ID numbers, full card or bank account numbers, passwords or similar sensitive information.

How we handle it

We process Studio Data on your Studio’s behalf and according to the instructions you give through the Service. If a student, guardian or other person asks us about their information in your workspace, we will refer them to you and help you respond.

Archiving, exports and deletion

• Archiving a student removes them from active lists but keeps the record. To permanently delete a record, an Admin can contact us.
• While your subscription is active, Admins can export many records as CSV files from Reports, and Front Desk staff can export some of them. Some billing exports are not currently available. Keep your own copies of anything you need.

Aggregated data

We may create aggregated or de-identified information, such as performance measurements and usage counts, that does not identify your Studio or any person, and use it to operate and improve the Service.

Our Privacy Policy describes how we collect, use and protect personal information. We maintain reasonable administrative, technical and organizational safeguards designed to protect Studio Data, including role-based access checks, database access controls and encryption in transit.

No system is perfectly secure. If we become aware of unauthorized access to Studio Data in our systems, we will notify the affected Studio without undue delay and give it the information it reasonably needs to meet its own obligations.

You agree not to, and not to let anyone else:

1. break the law or infringe anyone’s rights, including privacy and publicity rights, through the Service;
2. add information you have no right to use, or information collected without a notice or consent the law requires;
3. charge anyone without authorization, or use Koaryu Payments for a business or transaction Stripe does not allow;
4. access another Studio’s data or any account, record or system you are not authorized to use;
5. probe, scan or test the Service for vulnerabilities, or get around security, rate limits or access controls. If you find a security issue, please report it to us instead;
6. upload malware, or interfere with or overload the Service, including by load testing;
7. scrape the Service, or access it by automated means other than features we provide;
8. copy, modify, reverse engineer or decompile the Service, except where the law allows it despite this restriction;
9. resell, sublicense or rent the Service, offer it to others as a service, or use it to build a competing product;
10. share login credentials, or impersonate another person or organization; or
11. use contact details stored in Koaryu to harass anyone or send unlawful messages.

The Service depends on and connects to services run by other companies, including Stripe for payments, Google and Microsoft for optional sign-in, and the hosting providers listed in our Privacy Policy. Your use of a third-party service may be subject to that company’s own terms and privacy policy.

We are not responsible for third-party services we don’t control. Changes they make may affect parts of the Service.

Koaryu and its licensors own the Service, including its software, design, text, graphics and the Koaryu name and logo. Subject to these Terms and payment of applicable fees, we give your Studio a limited, non-exclusive, non-transferable and revocable right to access and use the Service for its internal business during its subscription. We reserve all rights not expressly granted.

If you send us feedback or suggestions, we may use them without any obligation to you. Sample studios, people and records in our demo and marketing pages are fictional.

We work to keep the Service available and reliable, but we do not promise it will be uninterrupted or error-free. Maintenance, updates, network problems and outages at our providers can affect availability.

• Support. Signed-in users can contact support from Help in the account menu. You can also email koaryu@outlook.com.
• Changes. We improve the Service continuously and may add, change or remove features. If we remove a feature that is material to your subscription, we will give you reasonable notice where practical.
• Features in limited release. Features labeled as a preview or limited release may change or end.
• Your copies. We maintain backups for our own recovery purposes, but we do not guarantee that any particular record can be restored. Use exports to keep your own copies.

By you

You can cancel your subscription at any time, as described in Koaryu Core. Any user can request deletion of their own account from Account settings; deletion is scheduled 30 days out and can be cancelled before then. A Studio owner must transfer ownership first, and a Studio must keep at least one Admin.

By us

We may suspend or end access to the Service, in whole or in part, if:

• you materially breach these Terms and don’t fix the breach within 10 days after we notify you, or immediately if the breach can’t be fixed;
• fees are overdue;
• your use creates a security, legal or financial risk, or could harm the Service, other Studios or other people; or
• the law, a court, or Stripe for Koaryu Payments, requires it.

Where reasonably practical, we will tell you before we suspend access and restore it once the problem is resolved. If we discontinue the Service entirely, we will give at least 30 days’ notice and refund any prepaid fees for the period after it ends.

What happens next

When your subscription or access ends, your right to use the Service ends and any fees already owed remain payable. Export what you need before your subscription ends. If you need a copy afterward, contact us within 30 days and we will make reasonable efforts to provide one. We keep and delete Studio Data as our Privacy Policy describes. Sections that by their nature should survive, including those on Studio Data, fees owed, disclaimers, liability, indemnification and disputes, survive termination.

Koaryu is a recordkeeping and administration tool. Rank eligibility, attendance totals, balances and reports are there to help your staff, but decisions about promotions, billing, safety and your students remain your Studio’s. The Service does not provide legal, tax or financial advice.

To the fullest extent permitted by law, the Service is provided “as is” and “as available.” Koaryu disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, title and non-infringement, and any warranty that the Service will be uninterrupted, secure or error-free, or that data will never be lost.

To the fullest extent permitted by law, Koaryu will not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profits, revenue, goodwill or data, arising out of or relating to these Terms or the Service, even if we have been told such damages are possible.

Koaryu’s total liability for all claims arising out of or relating to these Terms or the Service will not exceed the greater of the amounts you paid Koaryu in the 12 months before the event giving rise to the claim, or US$100.

These limits apply to every theory of liability and even if a remedy fails of its essential purpose. They do not limit liability that cannot be limited under applicable law. Some jurisdictions don’t allow certain exclusions, so some of these limits may not apply to you.

Your Studio will defend Koaryu and its personnel against any third-party claim, and pay the resulting losses, damages, fines and reasonable legal fees, to the extent the claim arises from:

• Studio Data, including any missing notice or consent;
• your Studio’s charges, refunds and disputes, or its relationships with students, families and Payers; or
• your breach of these Terms or of the law.

We will notify you promptly of the claim, let you control the defense and settlement (provided you don’t admit fault for us or bind us without our consent), and give reasonable cooperation at your expense.

Try to resolve it informally first

Before starting an arbitration or court case, the party with the dispute will send the other a written notice describing it and the relief sought. Send yours to koaryu@outlook.com; we will send ours to your account email. Both parties will try in good faith to resolve the dispute for 30 days after the notice is received.

Binding individual arbitration

If the dispute isn’t resolved, you and Koaryu agree that any dispute, claim or controversy arising out of or relating to these Terms or the Service will be resolved by final and binding arbitration administered by the American Arbitration Association (“AAA”) before a single arbitrator. The AAA’s Commercial Arbitration Rules apply, except that its Consumer Arbitration Rules apply where the AAA determines they should, for example for a Payer who uses the Service for personal purposes. Hearings will take place by video conference or, if the arbitrator decides an in-person hearing is needed, in the county where your Studio is located (or where you live, if you are a Payer). Filing, administrative and arbitrator fees are allocated under the AAA’s rules. The Federal Arbitration Act governs this section.

Exceptions

Either party may bring an individual claim in small claims court if it qualifies, and either party may ask a court for an injunction to protect its intellectual property or to stop unauthorized access to or misuse of the Service.

No class actions or jury trials

You and Koaryu may bring claims against each other only individually, and not as a plaintiff or class member in any class, collective, consolidated or representative proceeding. You and Koaryu waive any right to a jury trial.

If a court decides that the class action waiver can’t be enforced for a particular claim or remedy, that claim or remedy will be decided in court and not in arbitration. A court, not the arbitrator, decides any question about the enforceability of the class action waiver.

Your right to opt out

You can opt out of this arbitration agreement by emailing koaryu@outlook.com within 30 days after you first accept these Terms. Use the subject “Arbitration opt-out” and include your name, your Studio’s name and your account email. Opting out does not affect any other part of these Terms.

Changes to this section

If we make a material change to this section, you can reject it by emailing us within 30 days after the change takes effect. The version you previously accepted will then continue to apply.

These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws rules, except that the Federal Arbitration Act governs the arbitration section. Any matter that is not subject to arbitration will be decided exclusively in the state or federal courts located in California, and you and Koaryu consent to their personal jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

We may update these Terms as the Service and the law change. We will post the new version on this page with a new effective date and record it in the revision history below.

If a change is material, we will give you at least 30 days’ notice by email to the account owner or through a notice in Koaryu before it takes effect, unless the change is required sooner by law or relates only to new features. By continuing to use the Service after a change takes effect, you accept the updated Terms. If you don’t agree, cancel before the effective date. Changes don’t apply retroactively or to disputes either party knew about before the change.

Entire agreement

These Terms, the Privacy Policy and any terms you accept when activating Koaryu Payments are the whole agreement between you and Koaryu about the Service, and they replace any earlier agreements on the same subject.

Assignment

You may not transfer these Terms without our written consent. We may transfer them as part of a merger, acquisition or sale of assets, and we will tell you if we do.

Severability and waiver

If any part of these Terms is found unenforceable, the rest stays in effect. Not enforcing a right is not a waiver of it.

Force majeure

Neither party is liable for a delay or failure caused by events beyond its reasonable control, such as natural disasters, power or internet failures, provider outages, labor actions or government action. This does not excuse payment obligations.

Notices

We send notices by email to your account email or through the Service, and you agree to receive them electronically. Send notices to us at koaryu@outlook.com.

Relationship

You and Koaryu are independent contractors. There are no third-party beneficiaries of these Terms.

Export and sanctions

You may not use the Service in violation of U.S. export control or sanctions laws, or if you are on a U.S. government restricted-party list.

Interpretation

Headings are for convenience only. “Including” means “including without limitation.”

Questions about these Terms, notices and arbitration opt-outs go to koaryu@outlook.com. Signed-in users can also open Help from the account menu and choose Contact support. Please include your Studio’s name and your account email.