You accept these Terms by checking the box at the time of enrolling in our Services.

If you are using the Site or enrolling in our Services on behalf of your employer or business entity you, in your individual capacity, represent and warrant that you are authorised to act on behalf of your employer or business entity and to bind the entity and the entity’s Personnel to these Terms.

These Terms apply from the Commencement Date until the date that we have completed the supply of the Services, as reasonably determined by us (Term).

You must not use the Site and/or enrol in our Services through the Site unless you are at least 18 years old.

When using the Site, you must not do or attempt to do anything that is unlawful or inappropriate, including:

• (a)anything that would constitute a breach of an individual’s privacy (including uploading private or personal data without an individual's consent) or any other legal rights;
• (b)using the Site to defame, harass, threaten, menace or offend any person;
• (c)using the Site for unlawful purposes;
• (d)interfering with any user of the Site;
• (e)tampering with or modifying the Site (including by transmitting viruses and using trojan horses);
• (f)using the Site to send unsolicited electronic messages;
• (g)using data mining, robots, screen scraping or similar data gathering and extraction tools on the Site; or
• (h)facilitating or assisting a third party to do any of the above acts.

All personal data that you give to us will be treated in accordance with our privacy policy. You can find our privacy policy at lisawalshcoaching.co.uk/privacy_policy-page.

In consideration of your payment of the Price, we will provide the Services in accordance with these Terms, whether ourselves or through our Personnel.

The Services will be delivered via pre-recorded video modules accessible through Site, and may interact with, or be reliant on, certain third party inputs, such as your internet provider (Third Party Services). Your use of the Third Party Services may be subject to additional terms and conditions set by the provider of the Third Party Services. Despite anything to the contrary, to the maximum extent permitted by law, we will not be liable for and you waive and release us from and against, any Liability caused or contributed to by, arising from or connected with any Third Party Services.

We reserve the right to remove you from the Services or block your access to future Services if your conduct is deemed inappropriate, disruptive, or in violation of these Terms.

Following your enrolment in the Services, you will be given access to a copy of all relevant Course Materials via our Site. We grant you a non-exclusive, revocable, worldwide, non-sublicensable and non-transferable right and licence, to use the Course Materials solely for your own personal use and enjoyment of the Services as contemplated by these Terms. You must not use the Course Materials for any commercial purposes.

You acknowledge and agree that any information, advice, material or work provided by us as part of the Services does not constitute legal, therapeutic, financial, medical, due diligence or risk management advice. We make no guarantee as to the outcomes or results you may achieve from the Services, including in relation to business growth, social media performance or confidence on camera.

We reserve the right to update, amend or remove the Course Materials at any time. We will use reasonable endeavours to ensure that the Course Materials remain current and accurate, but make no warranty as to the completeness and accuracy of the content at any given time.

Access to the Course Materials is provided for the lifetime of the course, subject to the continued availability of the platform through which the Services are delivered. We will use reasonable endeavours to provide reasonable notice to you of any material changes to platform availability.

We will not be responsible for any services unless expressly set out in the inclusions on the checkout page at the time of placing your order with us.

You represent, warrant and agree (and to the extent applicable, your Personnel represent, warrant and agree):

• (a)to comply with these Terms, all applicable Laws, and our reasonable requests;
• (b)to provide us with all documentation, information, instructions, cooperation and access reasonably necessary to enable us to provide the Services;
• (c)that you will be responsible for the use of any part of the Services and the Course Materials, and you must ensure that no person uses any part of the Services or the Course Materials to break any Law or infringe any person's rights (including Intellectual Property Rights); and
• (d)to not (or not attempt to) disclose, or provide access to, the Services or Course Materials to third parties without our prior written consent.

In consideration for us providing the Services, you agree to pay all amounts due under these Terms in accordance with the Payment Terms.

You will not be entitled to any part of the Services until the Price has been paid in full.

All payments made by you are non-refundable once you have been granted access to the Course Materials. Where you have purchased the Services but have not accessed the Course Materials, you may submit a refund request to us at [email protected]. We reserve the right to grant or refuse any such request at our sole discretion.

You must not pay, or attempt to pay, the Price by fraudulent or unlawful means. If you make a payment by debit card or credit card, you warrant that you are authorised to use the debit card or credit card to make the payment.

The payment methods we offer are set out on the Site. We may offer payment through a third-party provider, for example, Stripe. You acknowledge and agree that we have no control over the actions of the third-party provider, and your use of the third-party payment method may be subject to additional terms and conditions. We do not store any credit card details, and all payment information is collected and stored through our third-party payment processor.

We may, from time to time, issue promotional discount codes for the Services on the Site. To claim the discount, you must enter the promotional discount code at the time of completing your enrolment through the Site. Promotional offers are subject to availability and may be withdrawn at any time. Promotional offers cannot be combined with other discounts and are limited to one use per customer.

If any payment has not been made in accordance with the Payment Terms, we may (at our absolute discretion, and without prejudice to any of our rights or remedies under these Terms or at Law):

• (a)after a period of 5 Business Days from the relevant due date, cease providing the Services, and recover, as a debt due and immediately payable from you, our reasonable additional costs of doing so (including all recovery costs); and/or
• (b)charge interest at a rate equal to the Bank of England’s base rate, from time to time, plus 4% per annum, calculated daily and compounding monthly, on any such amounts unpaid after the relevant due date in accordance with the Payment Terms.

All amounts payable by you under these Terms are exclusive of amounts in respect of any taxes, including sales, use or value added tax chargeable from time to time (VAT), unless otherwise stated. Where any taxable supply for VAT purposes is made under these Terms by us to you, you agree, on receipt of a valid VAT invoice from us, to pay to us such additional amounts in respect of VAT as are chargeable on the supply of the Services at the same time as payment is due for the supply of the Services.

As between the Parties:

• (a)we own all Intellectual Property Rights in Our Materials and the Course Materials;
• (b)you own all Intellectual Property Rights in Your Materials; and
• (c)nothing in these Terms constitutes a transfer or assignment of any Intellectual Property Rights in Our Materials , Course Materials or Your Materials.

As between the Parties, ownership of all Intellectual Property Rights in any New Materials will at all times vest, or remain vested, in us upon creation. To the extent that ownership of such Intellectual Property Rights in any New Materials does not automatically vest in us, you hereby assign all such Intellectual Property Rights to us and agree to do all other things necessary to assure our title in such rights.

We grant you a non-exclusive, revocable, royalty-free, worldwide, non-sublicensable and non-transferable right and licence, to use Our Materials that we provide to you and the New Materials, solely for your use and enjoyment of the Services, as contemplated by these Terms.

You grant us a non-exclusive, irrevocable, royalty-free, worldwide, non-sublicensable (other than to our associated bodies corporate, as that term is defined in the Companies Act 2006) and non-transferable right and licence to use Your Materials that you provide to us solely for the purpose of performing of our obligations or exercising our rights under these Terms.

If you (if you are an individual) or any of your Personnel have any Moral Rights in any material provided, used or prepared in connection with these Terms, you agree to (and will procure that your Personnel) waive those Moral Rights and waive all rights to object to derogatory treatment of such material.

This clause 6 will survive termination or expiry of these Terms.

Subject to clause 7.2, each Party must (and must ensure that its Personnel) keep confidential, and not use (except to perform its obligations under these Terms) or permit any unauthorised use of, information provided by the other Party, including information about these Terms and the other Party’s business and operations.

Clause 7.1 does not apply where the disclosure is required by Law or the disclosure is to a professional adviser in order to obtain advice in relation to matters arising in connection with these Terms and provided that the disclosing Party ensures the adviser complies with the terms of clause 7.1.

This clause 7 will survive the termination of these Terms.

Nothing in these Terms limits any Liability which cannot legally be limited, including Liability for:

• (a)death or personal injury caused by negligence; and
• (b)fraud or fraudulent misrepresentation.

Subject to clause 8.1 (liability which cannot legally be limited), but despite anything else to the contrary in these Terms, to the maximum extent permitted by Law:

• (a)neither Party will be liable for Consequential Loss;
• (b)a Party’s liability for any Liability under these Terms will be reduced proportionately to the extent the relevant Liability was caused or contributed to by the acts or omissions of the other Party (or any of its Personnel), including any failure by that other Party to mitigate its loss; and
• (c)our aggregate liability for any Liability arising from or in connection with these Terms will be limited to 100% of the Price paid or payable by you.

This clause 8 will survive the termination or expiry of these Terms.

These Terms will terminate immediately upon written notice by a Party (Non-Defaulting Party) if:

• (a)the other Party (Defaulting Party) breaches a material term of these Terms and that breach has not been remedied within 10 Business Days of the Defaulting Party being notified of the breach by the Non-Defaulting Party; or
• (b)the Defaulting Party goes bankrupt, insolvent or is otherwise unable to pay its debts as they fall due.

Upon expiry or termination of these Terms:

• (a)we will immediately cease providing the Services;
• (b)any payments made by you to us for Services already performed are not refundable to you;
• (c)you are to pay for all Services provided prior to termination, including Services which have been provided and have not yet been invoiced to you, and all other amounts due and payable under these Terms;
• (d)by us pursuant to clause 9.1, you also agree to pay us our additional costs, reasonably incurred, and which arise directly from such termination (including recovery fees); and
• (e)we may retain your documents and information (including copies) to the extent required by Law or pursuant to any information technology back-up procedure, provided that we handle your information in accordance with clause 7.

Termination of these Terms will not affect any rights or liabilities that a Party has accrued under it.

This clause 9 will survive the termination or expiry of these Terms.

Amendment: We may, at any time and at our discretion, vary these Terms by publishing the varied terms on the Site. Prior to placing an order, we recommend you carefully read the terms that are in effect at that time to ensure you understand and agree to them. For any order that has been accepted by us, the terms and conditions that apply will be the ones that were in effect (and which you agreed to) when you placed your order.

Assignment: Subject to clauses 10.3 and 10.13, a Party must not assign, novate or deal with the whole or any part of its rights or obligations under these Terms without the prior written consent of the other Party (such consent is not to be unreasonably withheld).

Assignment of Debt: You agree that we may assign or transfer any debt owed by you to us, arising under or in connection with these Terms, to a debt collector, debt collection agency, or other third party.

Contracts (Rights of Third Parties) Act 1999: Despite any other provision of these Terms, nothing in these Terms confers or is intended to confer any right to enforce any of its terms on any person who is not a Party to it.

Disputes: A Party may not commence court proceedings relating to any dispute, controversy or claim arising from, or in connection with, these Terms (including any question regarding its existence, validity or termination) (Dispute) without first complying with this clause 10.5. A Party claiming that a Dispute has arisen must give written notice to the other Party specifying the nature of the Dispute (Dispute Notice). The Parties must meet (whether in person, by telephone or video conference) within 10 Business Days of service of the Dispute Notice to seek (in good faith) to resolve the Dispute.

If the Parties do not resolve the Dispute within 20 Business Days of the date the Dispute Notice was served (or such further period as agreed in writing by the Parties), either Party may:

• (a)where you are resident or incorporated in the United Kingdom, refer the matter to mediation, administered by The Centre for Effective Dispute Resolution, to be conducted in London, England, in accordance with the Model Mediation Procedure; or
• (b)where you are not resident or incorporated in the United Kingdom, refer the matter to arbitration administered by the London Court of International Arbitration (LCIA), with such arbitration to be conducted in London, England, before one arbitrator, in English and in accordance with the LCIA Arbitration Rules.

Nothing in this clause will operate to prevent a Party from seeking urgent injunctive or equitable relief from a court of appropriate jurisdiction.

Entire Agreement: These Terms contain the entire understanding between the Parties and the Parties agree that no representation or statement has been made to, or relied upon by, either of the Parties, except as expressly stipulated in these Terms, and these Terms supersede and extinguish all previous discussions, communications, negotiations, understandings, representations, warranties, commitments and agreements, whether written or oral, in respect of its subject matter.

Force Majeure: Neither Party will be liable for any delay or failure to perform their respective obligations under these Terms if such delay or failure is caused or contributed to by a Force Majeure Event, provided that the Party seeking to rely on the benefit of this clause:

• (a)as soon as reasonably practical, notifies the other Party in writing details of the Force Majeure Event, and the extent to which it is unable to perform its obligations; and
• (b)uses reasonable endeavours to minimise the duration and adverse consequences of the Force Majeure Event.

Where the Force Majeure Event prevents a Party from performing a material obligation under these Terms for a period in excess of 60 days, then the other Party may by notice terminate these Terms, which will be effective immediately, unless otherwise stated in the notice. This clause will not apply to a Party’s obligation to pay any amount that is due and payable to the other Party under these Terms.

Governing Law: These Terms are governed by the laws of England and Wales and both parties submit to the exclusive jurisdiction of the courts operating in England and Wales.

Notices: Any notice given under these Terms must be in writing addressed to the addresses set out in these Terms, or the relevant address last notified by the recipient to the Parties in accordance with this clause. Any notice may be sent by standard post or email, and will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of transmission by email.

Privacy: We will comply with all applicable data protection laws, and your personal data will be handled in accordance with our privacy policy (available on our website).

Publicity: Despite clause 7, you agree that we may advertise or publicise the broad nature of our supply of the Services to you, including on our website or in our promotional material.

Relationship of Parties: These Terms are not intended to create a partnership, joint venture, employment or agency relationship between the Parties.

Subcontracting: We may subcontract the provision of any part of the Services without your prior written consent. We agree that any subcontracting does not discharge us from any liability under these Terms and that we are liable for the acts and omissions of our subcontractor.