Terms and Conditions

1. Application of terms and conditions

1.1. The below terms and conditions (“Terms”) apply to ARC Virtual Solutions Ltd trading as The Business Freedom Method, The Business Freedom Collective Membership and any other materials such as template documents, guides or guidance (hereafter referred to as “Consultancy”) operated or provided by ARC Virtual Solutions of  c/o Jaccountancy Maling Exchange Hoults Yard, Newcastle upon Tyne NE6 2HL  (“we” or “us”). By signing up to the Consultancy or by downloading any of our materials, you agree to the following Terms and that these prevail over any inconsistent terms or conditions contained, or referred to, elsewhere or as implied by law, trade custom, practice or course of dealing. The agreement between us and you, the person or entity registering to be a Participant in the Consultancy or downloading any materials (“you”) and which is subject to these Terms (“Contract”), shall come into effect upon you purchasing the Consultancy or downloading any materials from us and shall continue until terminated in accordance with these Terms.

1.2. These Terms should be read in conjunction with our Privacy Policy, and Confidentiality Policy (which can be found on our website https://alexcoward.co.uk/privacy-policy (“site”)).

1.3. Any content posted or submitted by you to our site is subject at all times to the Acceptable Use Policy.

1.4. Where you are a corporate entity, “you” as used in these Terms shall be deemed to include your officers and employees and you shall procure that such officers and employees fully comply with these Terms.

2.1.  Delivery of programs will be online/virtual unless otherwise stated according to the schedule set out at sign up. 

2.2.    The date and time of all sessions are as set out on the site or as otherwise communicated to you, but are subject to change. We will provide you with as much notice of any change as is possible but we shall not be liable to you in any way for any change to such dates or times. Please check the site [or our Facebook Group] regularly for updates on changes to dates and times.

Group Sessions 

2.3.    Group sessions shall start and end at the scheduled times regardless of the time that you join the session. If you are late for a group session, the session will not be extended and we shall not be obliged to refund you any amounts in relation to such session.

One to One Sessions (where applicable, for upgraded programs only)

2.4.    If you can’t attend a scheduled One to One Session, we shall endeavor to try to reschedule such session but if we are not able to do so, we shall not be obliged to refund you any amounts paid in relation to such sessions that you have not attended.

2.5.    If you arrive late for a One to One Session, we will try to extend the end time but if this is not possible, the session will end at the scheduled time and we will not be obliged to refund you any amounts paid in relation to such session.

2.6. Where One to One Sessions are completed via Voxer (or other messaging app) these will be in conjunction with our Voxer Terms of Use Policy.

Online Sessions

2.9.    The online sessions of the Program are held on third party secure servers and we have taken all reasonable steps to ensure that the online content will be available at all times during the course of the Program but in the event that such content is not available in whole or in part at any time, or becomes corrupted, is deleted or is failed to be stored, we shall have no liability in any circumstances.

2.10. You agree to keep user details and your password for the site confidential at all times and to not disclose them to any third party. You must notify us immediately if you become aware of any unauthorized use of your account and you shall indemnify us against all claims, damages, losses, costs or expenses (including professional fees) and any other liability which arises from any unauthorized use of your account.

3.1.    The total price payable for Programs is as set out in the summary of key terms at checkout.

3.2.    You may choose to pay by instalments or in one amount and the total price payable shall depend upon which option you have chosen and shall be as set out in the summary of key terms.

3.3.    If you choose to pay in installments, a deposit of the amount set out in the summary of key terms is payable on registration for the Program. You will then be charged for further installments for the amount set out in the summary of key terms on the same date as the date of registration for each subsequent calendar month until the total price payable has been paid. If we send you invoices, these must be paid within 7 days of the date of the invoice. For the avoidance of doubt, even if you do not continue to participate in the Program, such installments remain payable.

3.4.    If you are paying installments online through Stripe, Paypal or a similar online payment method, you agree that we can take such further installments automatically when due and without any further consent from you.

3.5.    Payment is to be made by any method that is detailed on our site from time to time.

3.6.    Without prejudice to any other right or remedy that we may have, if any sum payable under these terms is not paid within 7 days of the date due we reserve the right to (i) charge interest from the date due for payment to the actual date of payment at the rate of 4% above the base rate of HSBC PLC from time to time in force and/or (ii) suspend the availability of the Program until such time as payment is made or the Contract is terminated.

3.7.    The total price payable as set out in the summary of key terms is inclusive of Value Added Tax (and any other applicable taxes or duties) which shall be added at the applicable rate where necessary.

3.8.    You shall be responsible for all travel, accommodation and other subsistence costs and all other expenses incurred by you in connection with your participation in the Program.

3.9.    All payments are non-refundable other than as set out in paragraph [4.5 and 6.2] below.

4.1. We warrant to you that the Program and Program materials purchased from us is of satisfactory quality and reasonably fit for the purpose for which the Program is supplied. 

4.2. Other than as set out in paragraph 3.1 above, all warranties and representations are excluded to the fullest extent permitted by law. Due to the nature of coaching and the fact that your success is dependent on a number of factors over which we have no control, we do not guarantee any particular results.

4.3. We will endeavour to ensure that all information that we provide is accurate and up-to-date but we shall not be liable for any claims arising from such information being inaccurate or not up-to-date or otherwise.

4.4. You acknowledge that in the course of the Program you may have access to other Program participants confidential information and you agree not to use or disclose to any third party such confidential information. This restriction does not apply to:

(a)  any use or disclosure authorised by you or required by law;

(b)  any use or disclosure which you consider necessary or advisable in order to prevent illegal acts or harm to others; or

(c)  any information which is already in, or comes into, the public domain otherwise than through your unauthorised disclosure.

4.5. You acknowledge that your personal data will be processed by and on behalf of us as part of us providing the Program to you in accordance with our Privacy Notice that you can view at https://alexcoward.co.uk/privacy-policy/

5.1. We are the owner or the licensee of all Intellectual Property Rights and all other rights in the Program and all content within the Program and nothing in these Terms or otherwise shall operate to transfer the ownership of the Intellectual Property Rights in the Program or the content of the Program to you or to any other person.

5.2. You may not at any time copy, reproduce, publish in any form, share, sell, dispose of or otherwise make available to a third party in any way any of the content or materials (or any of the ideas and concepts created by us and contained in the content or materials) contained in the Program.

5.3. We grant to you a limited, non-exclusive, non-transferable, non-sub licensable revocable licence to use all or any of the content of the Program for the purposes for which the Program was provided only.

5.4. Except as set out in paragraph 6.3, you may not use any of our intellectual property rights at any time except where duly licensed. Use of our logo is strictly prohibited without our prior written consent.

5.5. You may not without our prior written consent make any audio or visual recordings of any part of our Program.

5.6. We may from time to time record the Program being delivered during your attendance.  You authorise us to use your image and voice in any such recordings without payment, other condition or need for further consent.

5.7. You are not permitted to sell or promote products or services to other participants in the Program at or during any part of our Program without our prior written permission.

5.8. The provisions of this paragraph 5 shall survive termination of the Contract.

6.1. The Contract shall continue until the end of the Program when the Contract shall expire other than for the Terms that are specifically stated to remain in force. [For the avoidance of doubt, the license granted in paragraph 5.3 shall terminate automatically on termination or expiry of the Contract.]

6.2. You may terminate the Contract at any time after the date falling 60 days from your date of registration for the Program but before the date falling 65 days from your date of registration by emailing us at alex@arcvirtualsolutions.co.uk and clearly stating your wish to terminate and explaining how the Program has not enabled you to meet its stated objectives. If we agree (acting reasonably) that the Program has not enabled you to meet its stated objectives as a result of the Program (rather than as a result of your action or inaction or your personal attributes) we may provide you with a full refund of the amount paid by you up to that date for the Program.

6.3.    Notwithstanding the provisions of paragraph 6.1 or 6.2, either of us may terminate the Contract on written notice to the other with immediate effect if at any time:

6.3.1. The other commits any serious or repeated breach or non-observance of any of the provisions of these Terms; or

6.3.2. The other (i) makes a resolution for its winding up, (ii) makes an arrangement or composition with its creditors, (iii) makes an application to a court of competent jurisdiction for protection from its creditors, (iv) is unable to pay its debts, (v) ceases trading or an administration or winding-up order is made or an administrator or receiver is appointed in relation to such party, (vi) is declared bankrupt or (vii) is convicted of a custodial offence (other than a road traffic offence); or

6.3.3. The other party commits any fraud or dishonesty or acts in any manner which in the opinion of the terminating party brings or is likely to bring the terminating party into disrepute or is materially adverse to the interests of the terminating party.

6.4. We may terminate the Contract without any liability to make any refund to you if your continued participation in the Program is in our opinion causing disruption to the running of the Program or to other participants.

6.5.    Where you have set up recurring payments, it is your responsibility to terminate these payments following termination of the Contract.

6.6. On or before the date of termination of the Contract, you shall immediately pay any unpaid fees or other sums payable under these Terms (which for the avoidance of doubt shall include any remaining installments regardless of the point at which the Contract is terminated).

6.7. Termination of this agreement shall not affect the accrued rights, remedies, obligations and liabilities of either of us as at the date of termination of this Contract, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination.

6.8. Any delay by us in exercising our right to terminate the Contract shall not constitute a waiver of our right to terminate or to seek any other remedy.

6.9. Paragraphs which expressly or by implication have effect after termination of the Contract shall continue in full force and effect after the date of termination of the Contract.

6.10. This paragraph 6 shall survive termination of the Contract.

7.1. Nothing in this paragraph 7 shall limit our liability for death or personal injury caused by our negligence or for our fraud or fraudulent misrepresentation or for any matter for which liability cannot be legally excluded or limited.

7.2. We shall not be liable for any loss of profits, loss of business, depletion of goodwill and/or similar losses, loss of anticipated savings, loss of goods, loss of contract, loss or corruption of data or information or any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses suffered or incurred by the you as a result of you entering into the Contract and/or us providing the Program.

7.3. Our total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance or contemplated performance of the Contract shall in all circumstances be limited to the price paid by you for the Program.

7.4. Any claims to be brought under or arising out of the Contract must be brought within 6 months of the date of the event giving rise to the claim.

7.5. If we are prevented from or delayed in performing our obligations by your act or omission or by any circumstance outside of our control (including our illness or incapacity or that of any member of the team involved in providing the Program), we shall not be liable to you for any costs, charges or losses sustained or incurred by you that arise directly or indirectly from such prevention or delay.

7.6. We may make changes (and shall not be liable for any additional costs incurred by you or for any other liability incurred by you as a result of changes) in (i) the Program, (ii) any other content, (iii) the location of venues, (iv) the time and date of sessions or (v) the delivery mode of the sessions (for example changing an in person session to an online session) (vi) trainers, instructors or coaches.

7.7. The provisions of this paragraph 7 shall survive termination of the Contract.

7.8. You acknowledge and agree that:

7.8.1.  The Contract constitutes the entire agreement and understanding between us and supersedes any previous arrangement, understanding or agreement between us relating to the provision of the Program (which shall be deemed to have been terminated by mutual consent);

7.8.2.  in entering into the Contract you have not relied on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to the Contract or not) relating to the provision of the Program other than as expressly set out in the Contract.

8.1.    By registering for our Program you warrant that:

8.1.1.  You are legally capable of entering into binding contracts; and

8.1.2.  You are at least 18 years old; and

8.1.3.  You are resident in England and Wales; and 

8.1.4.  That all information you provide us with is materially true and accurate at all times and not misleading in any way.

8.2. You accept that communication with us will be mainly electronic.  We will contact you by e-mail or provide you with information by posting notices on our site.  You agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing.  This condition does not affect your statutory rights.

8.3. We may vary these Terms (other than the price payable by you for the Program) as we see fit from time to time and if we do, we shall notify you by email of the change of terms. Your continuation with the Program will be deemed to be your acceptance of any new Terms. [Where there has been a material change to the Terms, if you do not wish to accept the new Terms and provide us with written notice of this, we will refund to you a pro rata amount of any sums paid by you for the Program.]

8.4. The Contract is personal to you and you may not assign, transfer, charge, subcontract, sub-license or deal in any other manner with all or any of your rights under the Contract.

8.5. We may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.

8.6. If we fail to insist upon strict performance of any of your obligations under the Contract, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations. A waiver by us of any default shall not constitute a waiver of any subsequent default. No waiver by us of any of these Terms shall be effective unless it is expressly stated to be a waiver and is in writing.

8.7. If any of these Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

8.8. A person who is not a party to the Contract shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.

8.9. The rights of the parties to terminate, rescind or agree any variation, waiver or settlement under the Contract are not subject to the consent of any person that is not a party to the Contract.

8.10. The Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with English law.

8.11. We each irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with the Contract or its subject matter or formation (including non-contractual disputes or claims).

8.12. Unless the context otherwise requires, a reference to one gender shall include a reference to the other gender.

1.1.    These terms and conditions (“Terms”) apply to The Business Freedom Collective (“Membership”) operated by Alexandra Coward of ARC Virtual Solutions Ltd, trading under Business Freedom Method (“we” or “us”). By applying to be a member of our Membership, you agree to the following Terms and that these prevail over any inconsistent terms or conditions contained, or referred to, elsewhere or as implied by law, trade custom, practice or course of dealing.

1.2.    These Terms should be read in conjunction with our Website Terms of Use, Privacy Policy and Acceptable Use Policy (all of which can be found on our website www.alexcoward.co.uk (“site”)).

1.3.    Any content posted or submitted by you to our site or to our Facebook Group or Discord Channel in the course of your Membership is subject at all times to the Acceptable Use Policy.

1.4.    The agreement is between us and you, the person or entity registering to be a member (“you”) and which is subject to these Terms (“Contract”), shall come into effect upon us emailing you to confirm our acceptance of your registration form for the membership and shall continue until terminated in accordance with these Terms.

1.6   If you are purchasing online, the order process will be as follows:

1.6.1. add the membership to the cart and proceed to the checkout and make payment as directed;

1.6.2. You will be directed to complete an application form

1.6.3. we will send you an email acknowledging your order and confirming whether we have accepted your application.

1.6.4. If at any stage you have made an error in your order, you may email us at alex@arcvirtualsolutions.co.uk to correct any errors.

1.7.    If you are purchasing online, you should print a copy of these Terms for your records as we will not be filing a copy and we may change these Terms from time to time.

2.1.  There are 2 of levels of Membership as follows:

2.1.1 Business Freedom Collective Membership (full) – this includes access to all areas and benefits of membership

2.1.2 Business Freedom Collective Membership (lite) – this does not include access to the weekly mastermind calls. 

2.2.  We may at our absolute discretion refuse membership to any person or entity and we shall not be obliged to state our reasons for such refusal.

2.3.  Memberships shall continue unless they are terminated by either of us in accordance with clause 7 below.

2.4.  You agree to keep user details and your password for the site confidential at all times and to not disclose them to any third party. You must notify us immediately if you become aware of any unauthorized use of your account and you shall indemnify us against all claims, damages, losses, costs or expenses (including professional fees) and any other liability that arises from any unauthorized use of your account.

2.5.  The online materials of the Membership are held on third party secure servers and we have taken all reasonable steps to ensure that the online content will be available at all times during the course of the Programme but in the event that such content (or any content added by you or other participants in the Programme) is not available in whole or in part at any time, or becomes corrupted, is deleted or is failed to be stored, we shall have no liability in any circumstances.

2.6.  You may only communicate with the other members in the membership for the purposes of making use of the membership and may not make unsolicited promotions of your goods or services to such members.

2.7.  The materials we deliver as part of your Membership do not in any way constitute advice or recommendations. We are providing training and guidance only. We are not able to advise you on your individual circumstances.

3.1.    There is a 6 month minimum term for The Business Freedom Collective (full) and a 3 month minimum term for The Business Freedom Collective (lite).

3.2     The total price payable for the Membership is as set out on the order form. You may make payment via the methods that are specified on the order form. Where the payments are recurring payments, you agree that we may take these payments automatically without any further consent or notice from you. If you are paying in monthly installments, payments will be taken on the date of registration and on the same date of subsequent months so for example if registration is on 28 May, the next payment will be taken on 29 June.

3.3.    Where your order is for a 12 month membership, you agree that we may take the next annual payment automatically without any further consent or notice from you. If you do not wish to renew your annual membership or would like to move to a different payment schedule, please email alex@arcvirtualsolutions.co.uk before your next payment is due.

3.4.    Without prejudice to any other right or remedy that we may have, if any sum payable under these terms is not paid within 7 days of the date due we reserve the right to (i) charge interest from the date due for payment to the actual date of payment at the rate of 3% above the base rate of Monzo Plc from time to time in force and/or (ii) suspend the Membership until such time as payment is made or the Contract is terminated.

3.5.    The total price payable as set out in the order form is exclusive of Value Added Tax.

3.6.    All payments are non-refundable.

4.1.    We warrant to you that the Membership is of satisfactory quality and reasonably fit for the purpose for which you purchased the Membership.

4.2.    Other than as set out in paragraph 4.1 above, all warranties and representations are excluded to the fullest extent permitted by law. Due to the nature of coaching and the fact that your success is dependent on a number of factors over which we have no control, we do not guarantee any particular results.

4.3.    We will endeavour to ensure that all information that we provide is accurate and up-to-date but we shall not be liable for any claims arising from such information being inaccurate or not up-to-date or otherwise.

4.4.    You acknowledge that your personal data will be processed by and on behalf of us. We will process your personal data in accordance with our Privacy Policy that can be viewed at https://alexcoward.co.uk/privacy-policy/

5.1.    We are the owner or the licensee of all Intellectual Property Rights and all other rights in the materials provided to you by us as part of the Membership (“Materials”) and nothing in these Terms or otherwise shall operate to transfer the ownership of the Intellectual Property Rights in the Materials to you or to any other person.

5.2.    You may not at any time copy, reproduce, publish in any form, share, sell, dispose of or otherwise make available to a third party in any way any of the Materials.

5.3.    We grant to you a limited, non-exclusive, non-transferable, non-sub licensable, revocable licence to use all or any of the Materials for the purposes for which the Membership was provided only.

5.4.    Except as set out in paragraph 5.3, you may not use any of our intellectual property rights at any time except where duly licensed. Use of our logo is strictly prohibited without our prior written consent.

5.5.    You may not without our prior written consent make any audio or visual recordings of any part of our Materials.

5.6.    We may from time to time record any or all or any part of the Materials being delivered during your attendance.  You authorise us to use your image and voice in any such recordings (and to make use of such recording in any way we think fit) without payment, other condition or need for further consent.

5.7.    You acknowledge that certain information contained in the Materials is already in the public domain.

5.8 You acknowledge that the ideas and concepts shared by us within the membership and the method of running the membership are proprietary to us and you shall not take any such ideas, concepts or methods and use them in competition with us or for your own commercial gain.

5.9.    The provisions of this paragraph 5 shall survive termination of the Contract.

6.1.    The Contract shall continue until your membership expires, other than for the Terms that are specifically stated to remain in force which will survive termination of the Contract.

6.2     After any initial membership term (as stated in 3.1) has expired, you may terminate your Membership and the Contract at any time by using the cancel option in your account. No refunds will be provided, your membership will run for 1 month post your last payment and you will lose access from the next payment date.

6.3.    Notwithstanding the provisions of this paragraph, either of us may terminate the Contract on written notice to the other with immediate effect if at any time:

6.3.1.    the other commits any serious or repeated breach or non-observance of any of the provisions of these Terms; or

6.3.2.    the other (i) makes a resolution for its winding up, (ii) makes an arrangement or composition with its creditors, (iii) makes an application to a court of competent jurisdiction for protection from its creditors, (iv) is unable to pay its debts, (v) ceases trading or an administration or winding-up order is made or an administrator or receiver is appointed in relation to such party, (vi) is declared bankrupt or (vii) is convicted of a custodial offence (other than a road traffic offence); or

3.3.3.    the other party commits any fraud or dishonesty or acts in any manner which in the opinion of the terminating party brings or is likely to bring the terminating party into disrepute or is materially adverse to the interests of the terminating party.

6.4.    On or before the date of termination of the Contract, you shall immediately pay any unpaid fees or other sums payable under these Terms (which for the avoidance of doubt shall include any remaining instalments regardless of the point at which the Contract is terminated).

6.5.    Termination of this agreement shall not affect either of our accrued rights, remedies, obligations and liabilities of either of us as at the date of termination of this Contract, including the right to claim damages in respect of any breach of the Contract that existed at or before the date of termination.

6.6.    Any delay by us in exercising our right to terminate the Contract shall not constitute a waiver of our right to terminate or to seek any other remedy.

6.7.    Paragraphs which expressly or by implication have effect after termination of the Contract shall continue in full force and effect after the date of termination of the Contract.

6.8.    This paragraph 6 shall survive termination of the Contract.

6.9.    Where the Contract expires, this shall be treated as a termination for the purposes of all paragraphs that refer to “termination”.

7.1.    We shall not be liable for any loss of profits, loss of business, depletion of goodwill and/or similar losses, loss of anticipated savings, loss of goods, loss of contract, loss of corruption of data or information or any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses suffered or incurred by the you as a result of you entering into the Contract and/or us providing the Membership.

7.2.    Our total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance or contemplated performance of the Contract shall in all circumstances be limited to the price paid by you for the Membership.

7.3.    If we are prevented from or delayed in performing our obligations by your act or omission or by any circumstance outside of our control (including illness or incapacity), we shall not be liable to you for any costs, charges or losses sustained or incurred by you that arise directly or indirectly from such prevention or delay.

7.4.    We may, without any liability to you or any obliation to make a refund, make changes to (i) the Membership, (ii) any of the Materials, (iii) the location of venues, (iv) the time and date of sessions, (v) trainers, instructors or coaches or (vi) the modality of delivery of the membership.

7.5.    Nothing in this paragraph 8 shall limit our liability for death or personal injury caused by our negligence or for our fraud or fraudulent misrepresentation or for any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability.

7.6.    The provisions of this paragraph 7 shall survive termination of the Contract.

7.7.    You acknowledge and agree that:

7.7.1.    The Contract constitutes the entire agreement and understanding between us and supersedes any previous arrangement, understanding or agreement between us relating to the provision of the Membership (which shall be deemed to have been terminated by mutual consent);

7.7.2.    in entering into the Contract you have not relied on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to the Contract or not) relating to the provision of the Membership other than as expressly set out in the Contract.

8.1.    By registering for our Program you warrant that:

8.1.1.  You are legally capable of entering into binding contracts; and

8.1.2.  You are at least 18 years old; and

8.1.3.  You are resident in England and Wales; and 

8.1.4.  That all information you provide us with is materially true and accurate at all times and not misleading in any way.

8.2. You accept that communication with us will be mainly electronic.  We will contact you by e-mail or provide you with information by posting notices on our site.  You agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing.  This condition does not affect your statutory rights.

8.3. We may vary these Terms (other than the price payable by you for the Program) as we see fit from time to time and if we do, we shall notify you by email of the change of terms. Your continuation with the Program will be deemed to be your acceptance of any new Terms. [Where there has been a material change to the Terms, if you do not wish to accept the new Terms and provide us with written notice of this, we will refund to you a pro rata amount of any sums paid by you for the Program.]

8.4. The Contract is personal to you and you may not assign, transfer, charge, subcontract, sub-license or deal in any other manner with all or any of your rights under the Contract.

8.5. We may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.

8.6. If we fail to insist upon strict performance of any of your obligations under the Contract, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations. A waiver by us of any default shall not constitute a waiver of any subsequent default. No waiver by us of any of these Terms shall be effective unless it is expressly stated to be a waiver and is in writing.

8.7. If any of these Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

8.8. A person who is not a party to the Contract shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.

8.9. The rights of the parties to terminate, rescind or agree any variation, waiver or settlement under the Contract are not subject to the consent of any person that is not a party to the Contract.

8.10. The Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with English law.

8.11. We each irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with the Contract or its subject matter or formation (including non-contractual disputes or claims).

8.12. Unless the context otherwise requires, a reference to one gender shall include a reference to the other gender.

1.   Term of engagement

1.1  You are engaging me to provide coaching services (Services) on the terms of this agreement.

1.2   This contract between us will commence on the date you sign this agreement and will continue until the Services have been fully provided.

2.1   The VIP Day will last for a maximum of 6 hours and will either take place virtually or at an appropriate venue chosen by me (Venue).

2.2   You agree to comply at all times with the Venue’s policies and rules in relation to the Venue (particularly fire safety and health and safety rules). You will be required to leave the Venue if you do not comply with such policies and rules (and I shall not be obliged to refund you any amounts paid in relation to the Services).

2.3   You are responsible for your own belongings that you bring to the Venue and neither I nor the Venue will be liable for any loss, damage, theft or destruction of any of your belongings.

2.4   You agree to reimburse me in full and indemnify us against any claim from any third party (and associated costs and expenses (including professional fees)) arising out of your actions or inactions while at the Venue.

2.5   You may postpone the Services by notice in writing to me, by email or by telephone by giving at least 48 hours notice.

2.6   If you cancel the Services then you must pay the following cancellation fees:

(a)   no cancellation fee if you cancel the Services more than 4 weeks before the date of the VIP Day; and

(b)   the full fee if you cancel the Services on or less than 4 weeks prior to the date of the VIP Day.

2.7    I may postpone the Services upon notice to you of at least 24 hours, in which case, we will re-schedule the VIP Day at the earliest mutually convenient time.

2.8    I will ask you to complete a questionnaire in advance of our VIP Day and you will provide true and accurate answers to the questions.

3.1   The Voxer Day will last for a maximum of 8 hours and will take place on the third party Voxer app.

3.2   The online sessions of the Voxer Day are held on third party secure servers and we have taken all reasonable steps to ensure that the online content will be available at all times during the course of the Voxer Day but in the event that such content is not available in whole or in part at any time, or becomes corrupted, is deleted or is failed to be stored, we shall have no liability in any circumstances.

2.3   You may postpone the Services by notice in writing to me, by email or by telephone by giving at least 24 hours notice.

2.4   If you cancel the Services then you must pay the following cancellation fees:

(a)   no cancellation fee if you cancel the Services more than 24 hours before the start of the Voxer Day; and

(b)   the full fee if you cancel the Services on or less than 24 hours prior to the start of the Voxer Day.

2.5    I may postpone the Services upon notice to you of at least 24 hours, in which case, we will re-schedule the Voxer Day at the earliest mutually convenient time.

4.1    I shall provide the Services with due care, skill and ability.

4.2   Other than as set out in clause 3.1 above, all warranties and representations are excluded to the fullest extent permitted by law. Due to the nature of coaching, I do not guarantee any particular results.

4.3   If for any reason I am unable to provide the Services at the agreed time (due to illness, traffic problems or any other reasons), I will provide you with as much notice as possible and we shall reschedule the Session for a time mutually agreed.

5.1   In consideration of me providing the Services to you, you will pay me a fee of

5.1.1 £1,000 for the VIP Day  (inclusive of VAT)

5.1.2 £500 for the Voxer Day  (inclusive of VAT)

5.2   If you choose to pay in instalments, a deposit of the amount set out in the summary of key terms is payable on booking. You will then be charged for further instalments for the amount set out in the summary of key terms on the same date as the date of registration for each subsequent calendar month until the total price payable has been paid. If we send you invoices, these must be paid within 7 days of the date of the invoice. For the avoidance of doubt, if the VIP day is cancelled out of the stated cancellation terms, such instalments remain payable.

5.3.   If you are paying instalments online through Stripe, Paypal or a similar online payment method, you agree that we can take such further instalments automatically when due and without any further consent from you.

5.4    You shall be responsible for all travel, accommodation and other subsistence costs and all other expenses incurred by you in connection with your participation in the Services.

5.5    Without prejudice to any other right or remedy that I may have, if you fail to pay me on the due date, I may:

(a)   charge interest on such sum from the due date for payment at the annual rate of 4% above the base rate from time to time of Monzo Plc, accruing on a daily basis and being compounded quarterly until payment is made, whether before or after any judgment and you shall pay the interest immediately on demand; and

(b)  suspend all Services until payment has been made in full.

5.6  All sums payable under this agreement shall become due immediately on termination of this agreement, despite any other provision. This clause 4.6 is without prejudice to any right to claim for interest under the law, or any such right under this agreement.

6.1   I acknowledge that in the course of providing the Services I will have access to Confidential Information (as defined in clause 15).

6.2   I agree not to (except in the proper course of my duties) use or disclose to any third party any Confidential Information. This restriction does not apply to:

(a)  any use or disclosure authorised by you or required by law;

(b)  any use or disclosure which I in my absolute discretion consider necessary or advisable in order to prevent illegal acts or harm to you or to others; or

(c)  any information which is already in, or comes into, the public domain otherwise than through my unauthorised disclosure.

7.1  You acknowledge that your personal data will be processed by and on behalf of me as part of me providing you with the Services. I will use and process your personal data in accordance with my Privacy Notice that you can view at https://alexcoward.co.uk/privacy-policy/

7.2   I am the owner or the licensee of all Intellectual Property Rights and all other rights in the materials and content that I use in relation to the Services and nothing in this agreement or otherwise shall operate to transfer the ownership of the Intellectual Property Rights in such material or content to you or to any other person.

7.3   You may not at any time copy, reproduce, publish in any form, share, sell, dispose of or otherwise make available to a third party in any way any of the content or materials that I use in the Sessions.

7.4   I grant to you a limited, non-exclusive, non-transferable, non-sub licensable revocable licence to use all or any of the content or material used for the purposes for which the Services were provided only.

7.5   You may not without my prior written consent make any audio or visual recordings of all or any part of the session.

8.1  On or before the date of termination of this agreement, you shall immediately pay any unpaid fees or other sums payable under this agreement.

8.2   Termination of this agreement shall not affect the accrued rights, remedies, obligations and liabilities of either of us as at the date of termination of this agreement, including the right to claim damages in respect of any breach of the agreement that existed at or before the date of termination.

8.3   Clauses which expressly or by implication have effect after termination shall continue in full force and effect after the date of termination of this agreement, including the following clauses: clause 6 (Confidential Information), this clause 8, clause 10 (Limitation on liability) and clause 14 (Governing law and jurisdiction).

The relationship between us will be that of independent contractor and nothing in this agreement shall render me your employee, worker, agent or partner.

10.1   Nothing in this clause 9 shall limit my liability for death or personal injury caused by my negligence or for my fraud or fraudulent misrepresentation or for any matter for which liability cannot be legally excluded or limited.

10.2  I shall not be liable for any loss of profits, loss of business, depletion of goodwill and/or similar losses, loss of anticipated savings, loss of goods, loss of contract, loss of corruption of data or information or any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses suffered or incurred by you as a result of you entering into this agreement and me providing the Services.

10.3   My total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance or contemplated performance of this agreement shall in all circumstances be limited to the total price paid by you for the Services.

10.4   If I am prevented from or delayed in performing my obligations by your act or omission or by any circumstance outside of my control, I shall not be liable to you for any costs, charges or losses sustained or incurred by you that arise directly or indirectly from such prevention or delay.

10.5   The provisions of this clause 10 shall survive termination of this agreement.

I shall not be in breach of this agreement, nor liable for any failure or delay in performance of any obligations under this agreement arising from or attributable to acts, events, omissions or accidents beyond my reasonable control.

You acknowledge and agree that:

(a)   this agreement  constitutes the entire agreement and understanding between us and supersedes any previous arrangement, understanding or agreement between us relating to the provision of the Services (which shall be deemed to have been terminated by mutual consent);

(b)  in entering into this agreement you have not relied on any Pre-Contractual Statement (as defined in clause 15).

13.1   A person who is not a party to this agreement shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement.

13.2   The rights of the parties to terminate, rescind or agree any variation, waiver or settlement under this agreement are not subject to the consent of any person that is not a party to this agreement.

14.1   This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with English law.

14.2   The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement or its subject matter or formation (including non-contractual disputes or claims).

15.1   The definitions and rules of interpretation in this clause apply in this agreement (unless the context requires otherwise).

Confidential Information: information in whatever form relating to you and your affairs that are confidential to you including (but not limited to): (i) information that I obtain in connection with the provision of the Services and (ii) the fact that I am providing the Services to you.

Pre-Contractual Statement: any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to this agreement or not) relating to the provision of the Services other than as expressly set out in this agreement.

15.2    A reference to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension, or re-enactment and includes any subordinate legislation for the time being in force made under it.

15.3  Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.

15.4   Unless the context otherwise requires, words in the singular include the plural and in the plural include the singular.