INTERPRETATION Beth Gemma Limited
Definitions. In these Conditions, the following definitions apply: Client: the person or company purchasing the Program from Beth Gemma Limited, Client: the business (person or company) purchasing the program from Beth Gemma Limited Commencement Date: the date that Beth Gemma Limited commences provision of the Program to the Client in accordance with clause 2.4 below Contract: the contract between Beth Gemma Limited and the Client for the supply of a Program comprising of the Order and these Conditions Beth Gemma Limited: Unit 90875, PO Box 4336, Manchester, M61 0BW, The Materials: all documents, guides, booklets, digital or physical products, CD-ROMs, equipment, content on Beth Gemma Limited’s website and any other proprietary information relating to the Program which are provided by Beth Gemma Limited to the Client. Fees: the fees payable by the Client for the supply of a Program in accordance with clause 5. Data Protection Addendum: means the addendum hereto identifying certain respective rights and obligations of the parties’ in respect of personal data and privacy under the Contract (as updated from me to me). Affiliate means, in respect of any entity, any entity that directly or indirectly controls, is controlled by or is under common control with that entity within the meaning set out in section 1124 of the Corporation Tax Act 2010; Client Data means all data (in any form) that is provided to Beth Gemma Limited or uploaded or hosted on any part of any Program by the Client or by any Authorised User; Data Protection Losses has the meaning given to that term in the Data Protection Addendum; Protected Data has the meaning given in the Data Protection Addendum;
2. BASIS OF CONTRACT
2.1 The Contract constitutes the entire agreement between the parties. The Client acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of Beth Gemma Limited which is not set out in the Contract. These Conditions apply to the Contract to the exclusion of any other terms that the Client seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing. Beth Gemma Limited is under a legal duty to supply goods that are in conformity with the contract; 2.2 Any sample materials, descriptive matter or advertising issued by Beth Gemma Limited, and any descriptions or illustrations contained in Beth Gemma Limited’s website or brochures, are issued or published for the sole purpose of giving an approximate idea of a Program and the Programs offered by Beth Gemma Limited. They will not form part of the Contract or have any contractual force. 2.3 The client agrees that if they access or use the program materials supplied with the service before the end of a period of 14 days from the Commencement Date of the program they then understand and agree with explicit consent that the right to cancel the contract will be lost. The client understands that they will need to contact beth@gettingback2u.com if they maintain their rights to cancel. 2.4 The Commencement Date of the Program is the date on which these Terms and Conditions are signed and the Client therefore gains access to the Program (irrespective of whether they do access the program on that same day).
3. THE PROGRAMS
3.1 Beth Gemma Limited will supply a Program to the Client and Beth Gemma Limited warrants to the Client that such Program has been prepared using reasonable care and skill. Beth Gemma Limited provides no guarantee that a Program will provide any results for the Client. Beth Gemma Limited makes no claims or representation that by using Beth Gemma Limited the Client will achieve specific results. Testimonials shown on the Getting Back 2U website or Facebook Page (Give Me Back My Time) are real people. The Clients experience will vary based on the Clients level of effort, how hard they work, how much of what Beth Gemma Limited recommend they implement and how closely they follow the process laid out by Beth Gemma Limited. The Client accepts they are fully responsible for all decisions made relating to their business and acknowledges Beth Gemma Limited have no control over what they do and don’t do.
3.2 Beth Gemma Limited will use reasonable endeavours to meet any dates in relation to supporting the program but any such dates will be provisional only and may be subject to change at the discretion of Beth Gemma Limited, with no liability attaching to Beth Gemma Limited in respect of such changes.
3.3 Beth Gemma Limited will have the right to make any changes to the support of a Program which do not affect the fundamental nature of the Program.
3.4 The Client shall (and shall ensure all Authorised Affiliates and Authorised Users shall) at all times comply with all applicable laws relating to the use or receipt of the Program, including laws relating to privacy, data protection and use of systems and communications.
3.5 The Client and Beth Gemma Limited acknowledge that the Program consists of the pre-recorded training videos the Client is provided access to from the Commencement Date of the Program. The Client shall have access to the training videos (including any updates) for the lifetime of the Program as long as the company is still in operation. Any other materials, access or support provided (including but not limited to Coaching Calls and accountability emails) is designed to support the Client’s use of the Program and does not constitute part of the Program itself.
4. CLIENT’S OBLIGATIONS
4.1 The client will: a)ensure that the terms of the Order are complete and accurate; b)cooperate with Beth Gemma Limited in all matters relating to a Program; c)pay the Fees strictly in accordance with the payment schedule set out in the Order; d)provide Beth Gemma Limited with such information and materials as Beth Gemma Limited may reasonably require in order to support a Program and ensure that such information is accurate in all material respects; (e) not use a Program or Beth Gemma Limited Materials for any purpose other than that which has been expressly authorised under the Contract, nor will it compete or seek to compete, either directly or indirectly, with the business of Beth Gemma Limited at any time (f) respect the privacy rights of any other participants in a Program; g)permit Beth Gemma Limited to use any examples of the clients in the online updated curriculum or in Beth Gemma Limited marketing (h) with the Clients Permission, the Client permit Beth Gemma Limited to include information or video footage highlighting any benefits which the Client has obtained from using a Program and in this regard, the Client hereby grants to Beth Gemma Limited a royalty-free, perpetual licence to use any intellectual property rights of the Client for this purpose. 4.2 If Beth Gemma Limited’s performance of any of its obligations under the Contract is prevented or delayed by any act or omission by the client or failure by the Client to perform any obligation (Client Default), Beth Gemma Limited, without limiting its other rights or remedies, will (a) have the right to suspend offering support of a Program until the Client remedies the Client Default, and to rely on the Client Default to relieve it from the performance of any of its obligations to the extent the Client Default prevents or delays Beth Gemma Limited’s performance of any of its obligations, and (b) not be liable for any costs or losses sustained or incurred by the Client arising directly or indirectly from Beth Gemma Limited’s failure or delay to perform any of its obligations as set out in this clause 4.2.
5. FEES AND PAYMENT
5.1 The Fees for the program are £497(or any agreement made with a finance company in accordance with payment for the program). The fees will remain payable by the client even if the Client does not complete, access or use the entire Program. The program fees are non-refundable. 5.2 The Client will pay all amounts due under the Contract in full without any deduction or withholding and the Client will not be entitled to assert any credit, offset or counterclaim against Beth Gemma Limited in order to justify withholding payment of any such amount. 5.3 Beth Gemma Limited reserves the right to continue processing payments for any outstanding monies using any of the Client’s card details held on the Clients account. 5.4 Failure to make payment in a timely and collaborative fashion may result in your details and contract being handed to a 3rd party debt collection agency which may affect your credit rating and potential to get future credit.
6. INTELLECTUAL PROPERTY RIGHTS
All intellectual property rights in or arising out of or in connection with a Program and Beth Gemma Limited Materials will be owned by Beth Gemma Limited. Beth Gemma Limited hereby grants the Client with a revocable, nonexclusive royalty free licence to use Beth Gemma Limited Materials for the duration of a Program.
7. LIMITATION OF LIABILITY AND DISCLAIMERS:
7.1 Beth Gemma Limited will under no circumstances whatsoever be liable to the Client, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract. 7.2 Beth Gemma Limited does not provide any legal, tax, financial or accounting advice and any information provided to the Client as part of a Program is not intended to constitute such advice.
8. DURATION AND TERMINATION
8.1 The Contract will last until both parties have fulfilled their obligations relating to the contract. The Client has access to the training videos for their lifetime or the lifetime of the Program
9. DATA AND INFORMATION
9.1 Client Data shall at all times remain the property of the Client or its licensors. 9.2 Except to the extent Beth Gemma Limited has direct obligations under data protection laws, the Client acknowledges that Beth Gemma Limited has no control over any Client Data hosted as part of the provision of the Programs and may not actively monitor or have access to the content of the Client Data. The Client shall ensure (and is exclusively responsible for) the accuracy, quality, integrity and legality of the Client Data and that its use (including use in connection with the Program) complies with all applicable laws and Intellectual Property Rights. 9.3 If Beth Gemma Limited becomes aware of any allegation that any Client Data may not comply with the Acceptable Use Policy or any other part of this Contract Beth Gemma Limited shall have the right to permanently delete or otherwise remove or suspend access to any Client Data which is suspected of being in breach of any of the foregoing from the Programs and/or disclose Client Data to law enforcement authorities (in each case without the need to consult the Client). Where reasonably practicable and lawful Beth Gemma Limited shall notify the Client before taking such action. 9.4 Within [60] days of the earlier of the end of the provision of the Program (or any part) relating to the processing of the Client Data, unless otherwise set out in the Contract or subsequently agreed in writing, the Client hereby instructs that Beth Gemma Limited shall securely dispose of such Client Data processed in relation to the Program (or any part) which have ended (and all existing copies of it) except to the extent that any Applicable Law (as defined in the Data Protection on Addendum) requires Beth Gemma Limited to store such Client Data. Beth Gemma Limited shall have no liability (howsoever arising, including in negligence) for any deletion or destruction of any such Client Data undertaken in accordance with the Contract.
10. CONFIDENTIALITY AND SECURITY OF CLIENT DATA
10.1 Beth Gemma Limited shall maintain the confidentiality of the Client Data and shall not without the prior written consent of the Client or in accordance with the Contract, disclose or copy the Client Data other than as necessary for the performance of the Program or its express rights and obligations under the Contract. 10.2 Beth Gemma Limited shall implement technical and organisational security measures in accordance with [the Information on Security Addendum]. 10.3.1 Beth Gemma Limited undertakes to disclose the Client Data only to those of its officers, employees, agents, contractors and direct and indirect subcontractors to whom, and to the extent to which, such disclosure is necessary for the purposes contemplated under the Contract or as otherwise reasonably necessary for the provision or receipt of the Program, and 10.3.2 shall be responsible to the Client for any acts or omissions of any of the persons referred to in clause 10.3.1 in respect of the confidentiality and security of the Client Data as if they were Beth Gemma Limited’s own. 10.4 The provisions of this clause 10 shall not apply to information which: 10.4.1 is or comes into the public domain through no fault of Beth Gemma Limited, its officers, employees, agents or contractors; 10.4.2 is lawfully received by Beth Gemma Limited from a third party free of any obligation of confidence at the time of its disclosure; 10.4.3 is independently developed by Beth Gemma Limited (or any of its Affiliates or any person acting on its or their behalf), without access to or use of such information; or 10.4.4 is required by law, by court or governmental or regulatory order to be disclosed, that clauses 10.4.1 to 10.4.3 (inclusive) shall not apply to ProtectedData. 10.5 This clause 10 shall survive the termination or expiry of the Contract for a period of [ten] years.
11. GENERAL
11.1 From the date the Contract commences any behaviour displayed by the Client that Beth Gemma Limited deems as disruptive, threatening, abusive or untenable in anyway, either in person, via email, via social media or any other forms of means of communication either directed at Beth Gemma Limited, Beth Gemma Limited’s other clients, Beth Gemma Limited team members or associates may result in the Client being denied access to aspects of support to the Program. Any monies already paid for the Program will be non-refundable. Should Beth Gemma Limited display behaviour which is disruptive, threatening, abusive or untenable towards the Client then the Client may ask to withdraw from the support aspects of the program and not make any further payments 11.2 Assignment and subcontracting: The Client will not, without the prior written consent of Beth Gemma Limited, assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under the Contract 11.3 Waiver: A waiver of any right under the Contract is only effective if it is in writing and will not be deemed to be a waiver of any subsequent breach or default. 11.4 Variation: Except as set out in these Conditions, any variation, including the introduction of any additional terms and conditions, to the Contract, will only be binding when agreed by both Beth Gemma Limited and the Client and signed by the Client. 11.5 Beth Gemma Limited gives no warranties of any kind, whether express or implied, for the service it provides under the Contract. Use of any information obtained via Beth Gemma Limited is at the Client’s own risk. Beth Gemma Limited makes no warranty whether express or implied as to the accuracy or quality of information obtained through its services. 11.6 Complaints: Please contact beth@gettingback2u.com and we will acknowledge your contact within 48 hours and provide a full response within 7 days. We don’t currently subscribe to an alternative dispute resolution (ADR) scheme as we’re confident we will always attempt to resolve any complaint professionally and courteously. If you’ve been in touch and are unhappy with our resolution, please let us know. If you remain unhappy with any final resolution, we’re required to let you know about ADR. The full list of ADR providers, and more information on ADR, can be found on the Chartered Trading Standards Institute (CTSI) website. The list of ADR providers is regulated by the CTSI. If you need advice or wish to report problems with goods or services bought from a trader based in the UK, the appropriate advice agency is the Citizens Advice Consumer Service which can be contacted on 03454 04 05 06 or from a similar advice agency in the country you abide in.
12. NON-COMPETE AGREEMENT
1.1 The Client is not permitted to advertise to, solicit, sell to, market to or recruit other Beth Gemma Limited Clients (previous or present) into their own business as Clients, into any form of data list, group (Whatsapp, Facebook or any other private platform) or form a collective social group of Beth Gemma Limited Clients without the express permission of Beth Gemma Limited. Any attempts to do so will be considered a direct attempt to poach Beth Gemma Limited Clients and interrupt the business of Beth Gemma Limited. Beth Gemma Limited does not attempt to control who the Client does and does not talk to or socialise with on an individual basis or within the Beth Gemma Limited platforms provided for such interaction.