The Neuro-Embracing Parents Community Subscription
Agreement
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1. Parties
1.1. This Agreement is between Madeleine Woolgar (also trading as Neuro Embrace), of 18 Copenacre Way, Corsham SN13 0BU (the Coach) and you (the Client).
1.2. References to “we”, “us” or “our” relate to the Coach. References to “you”, “your” or “participant” refers to the Client.
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2. The Subscription
​2.1. This is an agreement for the provision of an online subscription for parenting support with the Coach in a group setting delivered via Zoom (the Subscription).
2.2. We may vary the Subscription content to respond to Participant feedback and such changes will not be a breach of our agreement with you.
2.3. The Subscription will be provided with reasonable skill and care, however, in the event of any query or complaint in connection with us, please email Support@neuro-embrace.com
2.4. The agreement is between us and you. You may not share or transfer the Subscription access or Materials with anyone else.
3. Term and Service Provided
​3.1. The initial Subscription length will be 3 months (the Initial Term). Thereafter, the Subscription will continue on a rolling basis until terminated (the Term). You may be offered further services during the term.
3.2. The agreement is for the delivery of 2 group online session per month lasting up to an hour with the Coach (usually a training session and a Q&A session). The formation of the sessions will be at the sole discretion of the Provider. The agreement also includes access to recordings of the teaching and Q&A sessions for the duration of the Term.
3.3. The Subscription is online and would not normally involve in-person meetings unless specifically included in the Services and/or offered as a bonus. Bonuses may be subject to time restrictions, availability and separate terms and conditions. By participating in engaging with the bonus you shall be accepting any further terms and conditions of that bonus. Bonuses are non-transferable and no cash alternative will be provided in the event that you are unable to participate, engage, or accept the bonus. In the event that amendments to the bonuses offered are required, any alternatives will be at the sole discretion of us.
3.4. It is at our discretion how the group support is facilitated, through the Term the delivery of the group support may be subject to change. You agree that any such change would not constitute a breach of the Agreement. There may be occasions out of our control, where a session needs to be cancelled or postponed, wherever possible these will be rescheduled.
3.5. You acknowledge that implementing the training and information provided through the Subscription is exclusively your responsibility.
3.6. You understand that in order to enhance the working relationship, you agree to communicate honestly, be open to feedback and assistance and to create the time and energy to participate fully in the Subscription.
3.7. We make no guarantee as to a particular result that you may wish to achieve under this agreement, representations or warranties of any kind or nature, expressed or implied with respect to the services delivered under this agreement.
3.8. The Subscription does not, and is not intended to, provide specific medical, legal, financial or other professional advice and is and is not meant to take the place of seeing licensed health or mental health care professionals. The Client acknowledges that the role of the Coach is not to prescribe or assess health care, medical or nutritional therapy services; to diagnose, treat or cure any disease, condition or other physical or mental ailment of the human body. Rather, the Coach is a mentor and guide who will help the Client reach their own parenting goals by helping clients devise and implement positive, sustainable lifestyle changes.
3.9. It is your responsibility to make sure that you have adequate computer equipment, broadband/wi-fi and time to access the Subscription.
3.10. You must ensure that you have adequate virus and malware protection before accessing our systems.
3.11. You are responsible for keeping your log-in/links/access/downloads safe and secure.
3.12. You must not do anything to interfere with the running of our website(s) or platforms, not attempt to gain access to any parts of our site(s) to which you have not been granted access.
4. Group Sessions
4.1. Group sessions are usually announced 7 days before the end of the month for the next month. Email reminders will be provided to all members who are subscribed to receive emails.
4.2. There may be occasions out of our control, where a session needs to be cancelled or postponed by the Coach, these will be rescheduled.
4.3. It is your responsibility to access the live calls or on replay. No refunds will be offered for sessions missed.
5. Cancellation and Refund Policy
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5.1. If we are unable to provide the Services for reasons beyond our control, we will notify you as soon as possible. We will always endeavour to offer an alternative date or support to the same value.
5.2. If you have entered into this Agreement remotely, such as online or by telephone, you have a right to cancel this Agreement within 14 days from entering into the Agreement and are entitled to a refund of any amounts paid (Cooling Off Period). You must email Support@neuro-embrace.com and confirm your instructions to cancel this Agreement within the 14 days. Where you have accessed any of the Services and/or Materials within the 14 day period you waive your right to a refund. This clause does not apply if you have entered into this Agreement at an in-person event.
5.3. Notwithstanding clause 5.2, you otherwise have no right to a refund. This does not affect your Statutory Rights as a consumer.
5.4. Where a refund is applicable or granted, we will refund money using the same method used to make the payment, unless we have expressly agreed otherwise.
6. Payment
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6.1. The payment for the Subscription is due monthly until the agreement is terminated (the Subscription Fee). By paying the first Subscription Payment, you are accepting these terms and conditions.
6.2. After the Initial Term has ended, we reserve the right to increase the Subscription Fee on 30 days notice to you. In the event this occurs, you will have the right to terminate the contract. By paying the new Subscription Fee you are agreeing to the increased Subscription Fee amount.
6.3. Late payment may result in access to the Services being suspended. Suspension from a Services will not cancel the obligation to pay for the remainder of the Services.
6.4. If you are paying in a different currency to the one we are selling in, your card provider or equivalent will apply their own exchange rates at the time of purchase. This will fluctuate and the exact amount you pay in your own currency is beyond our control.
6.5. You agree for the Subscription Fee payments to be automated. You are responsible for keeping a current credit/debit card on file with us to fulfil your payment obligations. If your card on file ever declines, you agree that by providing us with new credit/debit card details we can charge the card for all overdue payments.
6.6. We reserve the right to charge interest on overdue amounts at the rate of 8% per annum above the Bank of England base rate. Your subsequent payments will be applied to interest and finance charges first, and then applied to fees/costs outstanding.
7. Confidential Information and Privacy
​7.1. We will keep your personal data confidential and will never share it with third parties, unless compelled to do so by law, for legitimate business purposes in delivery of the Services to you, or with your expressed consent. Your payment information will be processed by a secure third-party processor.
7.2. Since certain privileged information may be discussed during the Subscription and other associated events or trainings, it is important that you help us maintain your privacy and confidentiality and those of other participants by acknowledging and agreeing:
7.2.1. That the information discussed by other participants may be private or confidential; and
7.2.2. Not to directly, or indirectly communicate or disclose (whether in writing, orally, or in any other manner) any information that is stated by a participant to be confidential, if disclosed within the Subscription or any other associated event or training.
7.3. For the avoidance of doubt, if we have a safeguarding or welfare concern, we will follow any safeguarding code, policy or guidance that may be in force at the relevant time.
7.4. We may hold and store your personal data (including your name, email address, postal address, photograph, and credit card (under certain circumstances)) to (i) pay for services, (ii) provide detail of our other services to you or (iii) to complete internal administration related to you.
7.5. We may contact you (by mail, email, telephone, SMS, whatsapp or via the internet) in relation to the Service or other events, products or services in which you may be interested. If you wish to opt-out of such communications, please write to us at Support@neuro-embrace.com
7.6. We will record the Subscription sessions and our lawful basis under the GDPR is our legitimate interests for the purposes of providing the Services to you. This will not affect your individual rights. The recordings of the teaching sessions may be repurposed for evergreen programmes or promotional purposes. For the avoidance of doubt, the Q&A recordings or recordings featuring you or your image, will only be used in providing the Services and will not be made available to those outside of the Subscription.
7.7. All data is stored in line with GDPR guidelines.
8. Intellectual Property Rights
​8.1. You acknowledge and agree that:
8.1.1. All materials relating to us, whether presented before, during or after you enter into this Agreement or any other associated event or training, including within the Subscription, are part of our “intellectual property rights”, which includes registered and unregistered rights in any copyright, patents, know how, trade secrets, trademarks, trade names, design rights, get-up, database rights, and all similar rights;
8.1.2. You will not, at any time, do anything that would infringe our intellectual property rights, including recording, reusing, reselling or reproducing, nor disclose to anyone else, in whole or in part, any Materials, except without our prior written consent;
8.1.3. You may use materials only for your own participation in the Subscription and for private use to support your learning from that Subscription. You must not disclose or use the materials without our permission for any other purpose; and
8.1.4. Nothing in this Clause creates a right for you to use our materials as you see fit and we reserve the right to refuse such permission and/consent.
8.2 You shall not create any derivative work based on our Subscription and you shall not create any competing Products or services based upon information from this Subscription.
8.3 Save where permission is granted, if someone else is using your Subscription access or materials you will pay us an additional full Subscription fee for each additional user regardless of how much of the Subscription they have accessed. This does not mean we give you consent to do so, but is a notice of part of the costs you will bear if you do – you will also be liable for our investigation, legal and other costs, and other loss and damage we may lawfully claim from you.
8.4 Where the Subscription involves you posting material or comments into a group environment, you must ensure that you are not breaching any third-party rights in your postings. You must not make any slanderous or defamatory statements, or bully or harass anyone or breach our Group rules. You cannot be “off the record” in any group sessions. You will indemnify us against all costs, expenses and damages we suffer if a claim is made against us arising from your breaches of this provision.
8.5 Intellectual Property Rights in all materials produced by us and/or presented in the Subscription are and shall remain our absolute property and this Clause will survive the termination of this Agreement.
9. Community & Behaviour
​9.1. Fostering a kind community is an important part of the Subscription. We value inclusion, diversity, and equality for everyone and it is important that everyone has their voices heard and are respected during this Subscription. It is always requested that your behaviour towards others is polite, respectful, and compassionate.
9.2. We will not be held responsible for the behaviour or actions of any other course participant. Should your behaviour be deemed offensive or inappropriate we reserve the right to remove you from the Subscription with immediate effect and this Agreement will terminate. No refund will be given, and any sums owed by you will become immediately due.
9.3. You may not solicit or sell to fellow participants.
10. Limitation of Liability
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10.1. You confirm that the following statement relating to your health and wellbeing are true and accurate and if at any time during any event or training you become distressed, issues arise, or those statements become untrue, we ask you to immediately inform a member of our team:
10.1.1.You are over 18 years of age.
10.1.2. You are participating in the Subscription of your own free will and accept total responsibility for your physical and emotional wellbeing at all times, and you are in good emotional, mental and physical health.
10.1.3. You are not under the influence of any drugs or alcohol.
10.1.4. You are not taking any medication (whether prescribed or otherwise) or undertaking treatment for any mental health or psychiatric illness from any medical practitioners, health practitioner, counsellor or psychotherapist. If you are taking medication, you declare that you have seen a medical practitioner and you have been advised that any participation in the Subscription will not cause you harm of any nature.
10.1.5. You are responsible for the safe-keeping of any personal property you bring to an in person day, training or event and you will not leave it unattended.
10.1.6. You understand that training and Q&A calls will contain audience participation.
10.2. To the maximum extent permitted by law, our aggregate liability arising out of or related to the Subscription, the Services or this Agreement, whether in contract, personal injury, damage to belongings or otherwise shall not exceed the amounts actually paid by you for the Subscription.
10.3. To the maximum extent permitted by law, we will not be liable to you in any way for: (i) any cost, loss of income, or for any loss or damage; or (ii) any event that we cannot reasonable control, and which would have been unavoidable (despite reasonable commercial efforts to prevent the event happening) or resulting from us complying with any relevant requirement under any law or regulation to which we are subject.
10.4. In no event shall we be liable to you for any indirect, consequential or special damages. Notwithstanding any damages that the you may incur, our entire liability under this Agreement, and the your exclusive remedy, shall be limited to the amount actually paid by the you under this Agreement for all services rendered through the term, in as far as permitted by law.
10.5. Nothing in this Agreement shall be taken to exclude any liability of either party for death or personal injury caused by its negligence or any fraudulent misrepresentation.
11. Termination
11.1. If payment is not received as agreed, the Services may be suspended until the breach is rectified. We reserve the right to terminate this Agreement for non-payment.
11.2. If you are in breach of these Terms or the rules of the group, we reserve the right to suspend or terminate your group support without compensation or a right to substitution, and without prejudice to other remedies we may have.
11.3. Otherwise, after the Initial Term has ended, the Subscription will terminate on providing notice by emailing support@neuro-embrace.com
11.4. Termination of your participation in the Subscription, whether by you or by us or by the Subscription coming to an end, shall not affect rights and obligations already accrued prior to termination, and shall not undermine the continued enforceability of the confidentiality and intellectual property obligations set out in this Agreement.
12. General
​12.1. This agreement is not enforceable by any third party (whether under statute or otherwise).
12.2. Any notices under this Agreement shall be via email or in writing to the email address provided by the other party.
12.3. This Agreement is the entire Agreement between the parties in relation to its subject. No other terms apply, save where explicitly indicated within this Agreement.
12.4. You are not permitted to vary this Agreement. We may from time-to-time amend, update or vary this Agreement and we endeavour to give you reasonable notice of the same.
12.5. The unenforceability of any part of this Agreement will not affect the enforceability of any other part.
12.6. Unless otherwise agreed, no delay, act or omission by either party in exercising any right or remedy will be deemed a waiver of that, or any other, right or remedy.
12.7. This Agreement and any issues arising out of, or connected to it, are governed by English law and subject to the courts of England and Wales.