Terms and Conditions of Service
- Introduction
1.1. Overview: These Terms and Conditions govern the provision of consultancy, training, and online course services by Lara Raybone (“Provider”) through the website www.embodiedempress.co.uk (“Website”). By engaging our services or accessing our courses, you (“Client”) agree to be bound by these terms.
1.2. Definitions:
- Services: Refers to consultancy, training, and online courses provided by the Provider.
- Client: The individual or entity purchasing the Services from the Provider.
- Agreement: Refers to these Terms and Conditions, along with any other documents incorporated by reference.
- Content: Any material provided by the Client to the Provider for the purposes of delivering the Services.
- Services
2.1. Consultancy and Training: The Provider agrees to deliver consultancy and training services as agreed upon in writing with the Client. The scope, deliverables, and timelines will be outlined in a separate proposal or agreement.
2.2. Online Courses: The Provider offers various online courses accessible via the Website. Access to these courses is subject to payment and compliance with these Terms and Conditions.
- Client Obligations
3.1. Provision of Information: The Client agrees to provide all necessary information, materials, and cooperation required by the Provider to deliver the Services.
3.2. Compliance with Terms: The Client agrees to comply with all terms and conditions specified for the online courses, including those related to access, use, and intellectual property.
- Fees and Payment
4.1. Consultancy and Training Fees: Fees for consultancy and training services will be specified in the proposal or agreement. The Client agrees to pay these fees in accordance with the payment schedule outlined in the agreement.
4.2. Course Fees: Fees for online courses are payable in advance. Access to the courses will be granted only upon receipt of payment.
4.3. VAT: All fees are subject to VAT at the applicable rate.
4.4. Late Payments: Late payments may attract interest at the rate of 2% above the Bank of England base rate, compounded monthly.
- Intellectual Property
5.1. Ownership: All intellectual property rights in the content of the online courses, training materials, and consultancy deliverables remain the property of the Provider unless otherwise agreed in writing.
5.2. Licence: The Client is granted a non-exclusive, non-transferable licence to use the materials provided by the Provider solely for the purpose of the agreed Services.
5.3. Client Content: The Client warrants that any content provided to the Provider for use in the Services does not infringe any third-party rights and indemnifies the Provider against any claims related to such content.
- Limitation of Liability
6.1. Cap on Liability: The Provider’s total liability under or in connection with this Agreement, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the total amount paid by the Client to the Provider in the 12 months preceding the date the liability arose.
6.2. Exclusion of Indirect Loss: The Provider shall not be liable for any indirect, consequential, or special loss, including but not limited to loss of profit, loss of business, or loss of data.
6.3. No Exclusion for Death or Personal Injury: Nothing in this Agreement shall limit or exclude liability for death or personal injury caused by the Provider’s negligence, or for fraud or fraudulent misrepresentation.
- Confidentiality
7.1. Obligations: Both parties agree to keep confidential any proprietary or confidential information received from the other party in connection with the Services.
7.2. Permitted Disclosures: Confidential information may be disclosed as required by law or with the consent of the disclosing party.
- Termination
8.1. Termination by Either Party: Either party may terminate this Agreement with 30 days’ written notice.
8.2. Termination for Breach: Either party may terminate the Agreement immediately if the other party commits a material breach and fails to remedy it within 14 days of receiving notice of the breach.
8.3. Effect of Termination: Upon termination, the Client shall pay for all Services rendered up to the date of termination.
- Force Majeure
9.1. Non-liability: The Provider shall not be liable for any failure or delay in performing its obligations where such failure or delay is due to causes beyond its reasonable control, including but not limited to acts of God, war, or industrial disputes.
- Governing Law and Jurisdiction
10.1. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of England and Wales.
10.2. Jurisdiction: The parties submit to the exclusive jurisdiction of the courts of England and Wales.
- Miscellaneous
11.1. Entire Agreement: This Agreement constitutes the entire agreement between the parties and supersedes any prior agreements or understandings.
11.2. Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
11.3. Assignment: The Client may not assign or transfer any of its rights under this Agreement without the prior written consent of the Provider.
11.4. No Waiver: Failure by either party to enforce any provision of this Agreement shall not constitute a waiver of that or any other provision.