Project Wellness Ltd
Mindfulness Coaching Services – Terms & Conditions

1.1.   These terms and conditions of business (the Terms) set out the contract between you and Project Wellness Ltd (the “Company”, “we”, “us” or “our”) in respect of your use of any of the services as described on www.stevewaremindfulness.com (the “Website”).  By using a service or buying a product (as defined below) you agree to be bound by these Terms.

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1.2.   We may amend these Terms from time to time.  Every time you wish to use a service, please check these Terms to ensure you understand the terms in force at that time.

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1.3.   If you purchase a particular programme or other service or product then you may be asked to agree to separate terms and conditions which are specific to that programme, product or service. Should a dispute or conflict arise then any separate terms that are agreed will take priority over these Terms.

2.1.   We provide online and live mindfulness events, courses and training (the “Services”) together with mindfulness related books and other physical products (the “Products”).  Further details of our Services and Products can be found on our Website.  The Service or Product you purchase shall be delivered in accordance with the details displayed on the relevant sales page at the time your purchase is made.

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2.2.   When you place an order to purchase any of our Services or Products (“Order”), you are warranting that you are over 18, that you are legally capable of entering into a legally binding contract, you know no reason why it would be inappropriate for you to access/participate in the Services and that all information you provide to us is true and accurate.

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2.3.   Your purchase of any Service or Product is a contractual offer that we may choose to accept. Our legally binding agreement begins when we confirm acceptance of your Order by sending our confirmation email.

 

2.4.   If your Order is not accepted, we will notify you by email and provide a full refund.

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2.5.   Certain Services may also include access to an online community hosted on Slack, Facebook or elsewhere from time to time (the “Online Community”).  The Online Community is for peer-to-peer support and we reserve the right to replace or remove this platform at any time.

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2.6.   If your purchase includes digital content or other content available for immediate access or download, then when you place your Order you acknowledge that by receiving immediate access that you will lose any right you may have to cancel your Order other than as set out within these Terms. Please see our refund policy, below, for further details.

3.1.   If the Service you purchase includes group calls, meetings or one-to-one sessions (the “Sessions”) we will deliver the Sessions by way of online meeting facility or telephone and you will be emailed a log-in link or number ahead of your first Session.

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3.2.   You will be responsible for attending any Session included with the Service that you purchase. We regret that no alternative or replacement dates or times will be offered for any group Sessions if you are unable to attend a Session for whatever reason and there will be no refund of fees.

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3.3.   We reserve the right to cancel, change or reschedule any Service or Session or substitute the teacher leading the Session as reasonably required by us and shall not be liable you for any changes or cancellations that are made.  If we cancel and reschedule a Session, we will notify you of the date and time of the replacement Session, which we will aim to schedule within 28 days of the original Session but a failure to do so will not be a breach of these Terms. 

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3.4.    Group Sessions will start and finish promptly and we will not delay the start for latecomers. 

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3.5.   If you need to cancel and reschedule a one-to-one Session, you agree to provide at least 72 hours’ notice, otherwise you will forfeit the right to that Session. Any rescheduled Sessions must take place within the same calendar month otherwise you will forfeit the right to that Session. Sessions will not be carried over to subsequent months.

 

3.6.   If we are waiting for you to attend a one-to-one Session for more than 15 minutes, we reserve the right to treat you as a no show and you will forfeit your right to that Session.  If you are less than 15 minutes late, we will continue the Session but it will finish at the scheduled time and we are under no obligation to make up the shortfall in time.

4.1.    You agree to comply with all applicable laws when using our Services. 

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4.2.    You will be on time to all Sessions and come prepared; and, if being late cannot be avoided, will notify us as soon as possible by email at steve@stevewaremindfulness.com

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4.3.    We are committed to making the Sessions a safe and supportive space for all participants and teachers.  You agree to conduct yourself in a reasonable and responsible manner at all times during the Sessions and not to act in a manner which may cause offence, distress or alarm to any other person attending the Session or participating in the Online Community.  You are responsible for the behaviour of anyone who can be seen on your camera.

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4.4.    If in the opinion of a Session teacher (which is final and binding) you act in a way which is disruptive or inappropriate or which causes offence, distress or alarm to any other person in the Session or to us then you will be excluded from that Session and/or removed from the Online Community. 

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4.5.    Following such removal and exclusion we will arrange a meeting with you to discuss the matter and, at our sole discretion, to determine whether you will be removed and/or excluded permanently from the Services and the Online Community.

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4.6.    When you access any of our Services, you acknowledge and agree:

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4.6.1. If you have had a recent bereavement or are dealing with a stressful life event it is essential that you discuss this with us before you first access the Services.  It is also really important that we are made aware of any current or past mental health issues (diagnosed or otherwise) in order that the teacher can ensure you are adequately supported.  Please let us know if you are experiencing a crisis or significant life event of any kind. 

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4.6.2. By accessing the Services and Products you are confirming that you undertake responsibility for your own wellbeing both during and after completion of the Services and are solely responsible for creating and implementing your own physical, mental and emotional well-being, decisions, choices, actions and results arising out of or resulting from the Services and your interactions with us and our representatives. Neither we nor our staff or representatives make any judgement on your fitness to participate in or access the Services.

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4.7.    When you access any of our Services, you agree not to:

 

4.7.1. use your access for any unlawful purpose;

4.7.2. record any part for your personal use or otherwise

4.7.3. capture or share images of any other person or that include any other person without that person’s express permission

4.7.4. remove or modify any copyright, trademark, or legal notices from any transcription, guidance, videos, or materials; or

 4.7.5.  share, disclose, assign, sell or licence any part of the Services and to keep your access to any Services private.

5.1.    Every effort has been made to accurately represent the Services but examples and case studies in promotional materials and/or client testimonials are not to be interpreted as a promise or guarantee of those outcomes or results.

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5.2.    During your access to our Services, you may choose to review and make decisions concerning your personal and home life, business and career, finances, lifestyle, education and development or health and wellness. You accept that any such reviews, subsequent decisions, implementation and action will be your sole responsibility and that we shall not be liable for your failure to make decisions, put into action plans or strategy, or for any results whether direct or indirect arising out of your access to and/or use of any Services purchased

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5.3.    You acknowledge and accept that:

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5.3.1. our Services are designed to provide you with information, materials and support to assist you in developing yourself and/or your business and that they are not a substitute for counselling, mental health care, substance abuse or other therapy services or professional advice from medical or other qualified professionals; and

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5.3.2.  it is your sole responsibility to seek such independent professional guidance as needed and you agree to bring any concerns to your teacher in the first instance and contact your General Practitioner or relevant health professional should you continue to have concerns about your wellbeing.

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5.4.    If you are currently seeking medical or other professional help concerning your mental health, or if you are in any way unsure as to your mental capacity to use the Services then you agree to seek advice from a relevant medical professional and inform us if appropriate and relevant.

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5.5.    We reserve right to make any changes to the Services or Products which are necessary to comply with any applicable law or safety requirement or which do not materially affect the nature or quality of the Services and we shall notify you in any event.

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5.6.    It is accepted and understood that we are providing the Services or Products for educational and information purposes, any materials and/or information provided during the delivery of the Services is for general information purposes only and nothing in the Services or Products constitutes health or medical advice.

6.1.    The fees for Services and Products are as follows (in each case exclusive of VAT, if applicable):

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6.1.1.  An 8 week group coaching programme is £299

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6.2.    In each case, payment in full is required at time of booking.

 

6.3.    Subject to Section 7 below, you understand that due to the nature of the Services and Products no refunds are to be made following payment.

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6.4.    If, for whatever reason, we have to cancel and reschedule a Session:

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6.4.1.  we will do our best to give you 24 hours’ notice of the cancellation, but failure to do so will not be a breach of these terms; and

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6.4.2.  we will offer a replacement Session in accordance with paragraph 3.3,

 

but if you are unable to attend that replacement Session no refund will be provided.

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6.5.    If you decide to withdraw for any reason whatsoever no refund will be provided.

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6.6.    You agree that you will not make (or attempt or threaten to make) a chargeback on the credit or debit card you use to pay the relevant fees.

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6.7     In the event that you breach these Terms by filing a chargeback then you agree to pay us an amount equal to that charged to us by your payment card provider, together with an administration fee of £250.

7.1.    Our Services and Products are intended to be used for business purposes and on that basis, we expect that most purchases will be made for business reasons. However, we acknowledge that in some cases our Services and Products may be purchased for reasons not connected to a trade, business, craft or profession and in such cases additional rights will apply.

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7.2.    If you purchase any of our Services or Product as a consumer then you will be entitled to a 14-day cooling off period which begins from the date of our confirmation email as set out in Section 2.3 above.

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7.3.    If you wish to cancel your order within the cooling off period then you will be entitled to do so by providing us with notice in writing to steve@stevewaremindfulness.com. Upon receipt of your notice of cancellation then we shall cancel your order and upon return of the Product or cancellation of your access to the Service we will provide you with a full refund.

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7.4.    Please note that in relation to some Services you will have the opportunity to receive immediate access to the Service or access before the 14-day period cooling off period referred to above has expired. Where you choose to access the Service immediately, or before the 14-day cooling off period has expired, you acknowledge that you will lose your right to cancel your Order in accordance with this Section. This does not affect any other rights you may have as a consumer.

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7.5.    When cancelling in accordance with Section 7.3  above, you will be responsible for returning your purchased Product to us in the same condition it was supplied to you and you will be responsible for all costs of returning it to us. We shall only process a refund due to you once we safely receive your returned Product in an unused and undamaged condition.

8.1.    The contract between the parties commences on the day we accept your Order and ends when the parties’ obligations in respect of the delivery of and payment for the Service or Product are completed.  

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8.2.    The Services can be terminated by us with immediate effect at any time if you commit a material breach of these terms.

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8.3.    There will be no entitlement to a refund of fees in these circumstances.

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8.4.    Upon termination for any reason, your access to the Services and the Online Community (if applicable) will be removed.  We will not be liable to you for any costs or losses arising directly or indirectly relating to the removal of that access.

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8.5.    On termination of a Service, the liabilities, obligations, rights and remedies of the parties that have accrued at the date of termination (including the right to claim damages for any breach of these terms) will remain unaffected.

“Confidential Information” means: in respect of a particular person, all confidential and proprietary information relating to their business, operations and processes, customer and client information, counterparties, know-how, designs, trade secrets, ideas, plans and/or intentions and other information not in the public domain.

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9.1.   All parties will each keep strictly confidential any Confidential Information relating to, or provided by, the other or to any participant that is shared by participants or otherwise accessed in the delivery of the Services (including access to and participation in the Online Community). You will not use the Confidential Information belonging to us, to our affiliates or to any other participant for your own benefit except with the explicit consent of the owner of that Confidential Information.

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9.2.   Neither party shall disclose any such Confidential Information without the consent of the owner, except to comply with an order of a court of competent jurisdiction or if required in connection with legal proceedings relating to these Terms.

 

9.3.   We shall not be liable to you for the breach of this confidentiality obligation by any other person participating in the Services

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9.4.   The obligations under this Section 9 shall continue in force after the termination or completion of the Services for a period of two years unless or until the information concerned becomes public knowledge or is otherwise in the public domain through no fault of the relevant person bound to keep it confidential under this Section 9.

10.1.    We shall not do or permit anything to be done which would cause you to incur any liability under any applicable data protection and privacy legislation in force from time to time in the UK including the retained EU law version of the General Data Protection Regulation ((EU) 2016/679) (UK GDPR), the Data Protection Act 2018 (and regulations made thereunder) or any successor legislation, and all other legislation and regulatory requirements in force from time to time which apply to a party relating to the use of personal data (including, without limitation, the privacy of electronic communications).

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10.2.   We take our data protection responsibilities seriously and treat all personal data in accordance with the law.  Our privacy policy is available on the Website.

“Intellectual Property Rights” means: patents, invention rights, copyright and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, design rights, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other Intellectual Property Rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world. 

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11.1.   All Intellectual Property Rights in or arising out of or in connection with the Services shall be owned by us and you shall not cause or permit anything to endanger those rights or title, or permit, assist or encourage others to do so.

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11.2.   You are granted a royalty-free, non-exclusive, non-transferable perpetual right to use the materials distributed to you in the delivery of the Services (including, but not limited to, notes and audio guided meditations). These materials must not be copied or transferred in any way to anyone. We warrant that the materials do not infringe any third party’s rights.

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11.3.   To the extent that you give any testimonial, feedback, comment or review to, or in respect of us, the teacher and/or the Services and/or the Products, (“Content”):

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11.3.1.  we acknowledge that you retain all of the ownership rights in such Content;

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11.3.2.  you give us and the teacher permission to use the Content (including name, logo, likeness, photograph, voice and image) without payment and without restriction through the grant of a worldwide, non-exclusive, royalty-free, transferable licence to use, reproduce, distribute, prepare derivative works of, display, and perform that Content in connection with the marketing, advertising and publicity of our business; and

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11.3.3.   where applicable and permitted under applicable law, you agree to waive and not enforce any “moral rights” or equivalent rights, such as the right to be identified as the author of any Content.

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11.4.   We will anonymise Content (that is, not use your full name or image) if:

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11.4.1.   (acting reasonably) we consider it would be a breach of our confidentiality obligations to identify you; or

11.4.2.   you generally withdraw consent for us to identify the provider of that Content,

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and for the avoidance of doubt, in these circumstances we and the teacher will be permitted to continue using the Content on an anonymised basis.

12.1.    We assume liability for, and are fully and exclusively responsible for, the Services provided by a teacher on our behalf and will provide the Services with reasonable skill and care.

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12.2.    There is no contract between you and the teacher.  Any advice given to you by the teacher in performance of the Services is given (or done) by them on our behalf and not in their individual capacity and they do not assume any personal responsibility to you for the Services performed.

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12.3.    You agree that (but only to the extent permitted under any applicable law) if, as a matter of law, a duty of care, or any other duty, liability or obligation would otherwise be owed to you by the teacher personally, that duty is excluded.

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12.4.    You agree that you will not bring any claim, whether on the basis of breach of contract, tort (including, but not limited to, negligence), breach of statutory duty or any other basis against the teacher relating to any loss or damage that you or any person or company associated with you suffer or incur, directly or indirectly, in connection with the Services performed.

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12.5.    All correspondence and other communications sent to you by or on behalf of the teacher in the course of providing Services is to be treated for all purposes as having been sent on our behalf.

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12.6.    We will not be liable to you for any loss or damage sustained arising under or in connection with the Services or the Products indirectly or consequentially and including but not limited to economic loss or loss of profits, goodwill or business in general.

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12.7.    Subject to clause 12.10, our total liability to you will not, in any circumstances, exceed the total amount of the fees (excluding VAT) actually paid by you in respect of the Services. You agree and acknowledge that this term is fair and reasonable given the nature of the Services.

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12.8.    You acknowledge and agree that, subject to the remaining provisions of the Terms, your sole remedy (to the maximum extent permitted by law) against us for any losses shall be a claim for breach of contract, and all other remedies in tort (including negligence), breach of statutory duty or otherwise are excluded to the maximum extent permitted by law.

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12.9.      We will have no liability unless you serve notice of an intention to make a claim in respect of an event within six months of when you became (or when you ought reasonably to have become), aware of the event having occurred.  Any notice of claim must be in writing and identify the event and the grounds for the claim in reasonable detail.  The notice should be sent to us at our registered office and emailed to steve@stevewaremindfulness.com.

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12.10.    Nothing in these Terms seeks to limit our liability for fraudulent acts or omissions, death or personal injury caused in connection with the provision of the Services or the terms implied by section 2 of the Supply of Goods and Services Act 1982, whether arising in contract, negligence, tort, breach of statutory duty or otherwise.

13.1.   Entire Agreement

13.1.2   These Terms constitute the entire agreement between you and us in relation to the Services and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings, whether written or oral, relating to its subject matter.

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13.1.3   You acknowledge that you have not relied on any statement, promise, assurance or warranty given by or on behalf of us which is not set out in these Terms and that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in these Terms.

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13.1.4   Nothing in this provision shall limit or exclude any liability for fraud.

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13.2.   Severability

13.2.1.   If any provision or part-provision of these Terms is found by a court of competent jurisdiction to be invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of the Terms and all other provisions shall remain in full force and effect.

13.2.2.   If any provision or part-provision of these Terms is deleted under this clause 13.2 we shall negotiate in good faith with you to agree a replacement provision that, to the greatest extent possible, gives effect to our commercial intention.

 

13.3.   Force majeure

If the supply of any Service is delayed by an event outside our control, then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. We will not be liable for delays caused by the event, but if there is a risk of substantial delay, you may contact us to end the service and receive a refund for any service you have paid for but not received.  

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13.4.   Continuing obligations

The obligations under Sections 9 (Confidentiality), 10 (Data Protection) 11 (Intellectual Property Rights and Content), 12 (Liability), 13.1 (Entire Agreement), 13.5 (Waiver), 13.6 (Assignment), 13.7 (Disputes), 13.8 (Third Parties) and 13.9 (Governing Law and Jurisdiction) shall continue in full force after the termination of the Services.

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13.5.   Waiver

The failure of you or us to enforce any provision of these Terms shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of these terms.

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13.6.   Assignment

You may not assign, transfer, sub-contract, or otherwise deal with any of your rights and/or obligations under the Terms without our prior written consent.

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13.7.   Disputes

We take client satisfaction seriously and aim to provide an excellent service at all times.  However, should you be dissatisfied in any way you should raise any issues with us as soon by emailing steve@stevewaremindfulness.com.

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13.8.   Third Parties

13.8.1.   Subject to Section 13.8.2, these Terms do not confer any rights on any person who is not a party to them to enforce them, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.

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13.8.2.   Any teacher or provider of the Services shall have the right to enforce the terms of Sections 12.1 to 12.5 (inclusive) as if they were a party to these Terms.

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13.9.   Governing Law and Jurisdiction

13.9.1.   These Terms and any dispute or claim arising out of or in connection with them (including any dispute or claim relating to non-contractual obligations), shall be governed by, and construed in accordance with, English law. 

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13.9.2.   The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the Terms (including any non-contractual disputes or claims).

 

Last updated on 4 October 2022