General Terms & Conditions of Business
1. TERM OF ENGAGEMENT
The contract between us (Marianne Page Ltd and you, the client) will commence on the date you sign the New Client Form and will continue until the end of our work together unless or until terminated as set out in clause 7 below.
2. PROGRAMMES (S4S, MMDP, 5* AND MMO) AND CANCELLATION
2.1. Marianne Page Ltd shall provide you with the full programme / agreed project work as long as full payment has been received.
2.2. The Sessions will take place as agreed between us and evidenced by our email communications, although we reserve the right to change the date, time and venue for any reason including for circumstances that are outside of our control. We will where possible provide you with at least 48 hours’ notice of any change to date, time or venue.
2.3. If you are not able to attend a Session for any reason you will not be entitled to any refund but we may at our discretion offer you a catch-up Session.
2.4. Where Sessions are held in third party venues, you agree to comply at all times with such venue’s policies and rules in relation to such venue (particularly fire safety and health & safety rules). You will be required to leave the venue if you do not comply with such policies and rules (and we shall not be obliged to refund you any amounts paid in relation to such Session).
2.5. You are responsible for your own belongings that you take to a Session and neither we nor any third party venue will be liable for any loss, damage, theft or destruction of any of your belongings.
2.6. You agree to reimburse Marianne Page Ltd in full in relation to any claim from any third party (and associated costs and expenses (including professional fees) arising out of your actions or inactions while at a third party venue.
2.7. The cancellation and/or rescheduling fees set out below shall apply in the event a course (or the Client’s attendance at a course), or a meeting is cancelled or rescheduled at the Client’s request. The Company may issue a supplementary fee invoice to the Client for such cancellation and/or rescheduling fees and the Client shall make full payment to the Company within fourteen (14) working days of the date of that invoice.
The contract between us (Marianne Page Ltd and you, the client) will commence on the date you sign the New Client Form and will continue until the end of our work together unless or until terminated as set out in clause 7 below.
2. PROGRAMMES (S4S, MMDP, 5* AND MMO) AND CANCELLATION
2.1. Marianne Page Ltd shall provide you with the full programme / agreed project work as long as full payment has been received.
2.2. The Sessions will take place as agreed between us and evidenced by our email communications, although we reserve the right to change the date, time and venue for any reason including for circumstances that are outside of our control. We will where possible provide you with at least 48 hours’ notice of any change to date, time or venue.
2.3. If you are not able to attend a Session for any reason you will not be entitled to any refund but we may at our discretion offer you a catch-up Session.
2.4. Where Sessions are held in third party venues, you agree to comply at all times with such venue’s policies and rules in relation to such venue (particularly fire safety and health & safety rules). You will be required to leave the venue if you do not comply with such policies and rules (and we shall not be obliged to refund you any amounts paid in relation to such Session).
2.5. You are responsible for your own belongings that you take to a Session and neither we nor any third party venue will be liable for any loss, damage, theft or destruction of any of your belongings.
2.6. You agree to reimburse Marianne Page Ltd in full in relation to any claim from any third party (and associated costs and expenses (including professional fees) arising out of your actions or inactions while at a third party venue.
2.7. The cancellation and/or rescheduling fees set out below shall apply in the event a course (or the Client’s attendance at a course), or a meeting is cancelled or rescheduled at the Client’s request. The Company may issue a supplementary fee invoice to the Client for such cancellation and/or rescheduling fees and the Client shall make full payment to the Company within fourteen (14) working days of the date of that invoice.
Days with you / your business
|
Date of cancellation/rescheduling
|
Cancellation fee payable
|
Rescheduling fee payable
|
|
11-20 clear working days prior to meeting (online or face to face)
|
0%
|
0%
|
|
5-10 clear working days prior to meeting
(online or face to face) |
50%
|
25%
|
|
Less than 5 working days prior to meeting
(online or face to face) |
100%
|
100%
|
3. MARIANNE PAGE LTD DUTIES
3.1. Marianne Page Ltd shall arrange, co-ordinate and facilitate Sessions to the best of our ability.
3.2. If for any reason we are unable to provide the Services at the agreed time, for example due to ill health, we will provide you with as much notice as possible and we shall reschedule the Session for another time.
4. REFUND POLICY
4.1. Work with us for the full period agreed, implement everything we tell you to, and if you don’t have strong foundations in place, and the first shoots of your high performing team, we’ll give you your money back.
5. FEES
5.1. We will hold your space with Marianne Page Ltd (MPL) for seven days from our confirming that you have a place. If you have not paid your first invoice in full, in cleared funds, within seven days from the date of the invoice, your space shall be released and we may charge you a cancellation fee of up to 25% of the full fee.
5.2. You shall be responsible for making and paying for all travel, accommodation and other subsistence costs and all other expenses incurred by you in connection with your participation in your work with Marianne Page Ltd (MPL).
5.3. Without prejudice to any other right or remedy that we may have, if you fail to pay Marianne Page Ltd on the due date, we 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 Metro Bank, 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) refuse you entry to any further Sessions until payment has been made in full.
5.4. All sums payable under this agreement shall become due immediately on termination of this agreement, despite any other provision.
6. CONFIDENTIAL INFORMATION
6.1. You must keep all information discussed in the Sessions strictly confidential at all times, including after the termination of this agreement.
6.2. You must not use any of the matters discussed or corresponded about by other participants in the group within the Sessions to further your own purposes to the possible detriment of any member of the group.
6.3. You acknowledge that in the course of providing the Services you will have access to Confidential Information relating to you and your affairs and you 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 we in our 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 our unauthorised disclosure.
7. DATA PROTECTION AND INTELLECTUAL PROPERTY
7.1. You acknowledge and agree that your personal data will be processed by and on behalf of Marianne Page Ltd as part of our providing you with the Sessions.
7.2. Marianne Page Ltd is the owner or the licensee of all Intellectual Property Rights and all other rights in the materials and content relating to The MPL Freedom System, MPL online courses and any other books or documents created in our work together and that we share within the Sessions. Nothing in this agreement or otherwise shall 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 relating to The MPL Freedom System or Chaos to Consistency (7 Systems) that we use in the Sessions, or any of our documents, books, brochures, programmes or online courses.
7.4. Marianne Page Ltd grants to you a limited, non-exclusive, non-transferable, non-sub licensable revocable licence to use all or any of the content or material used in the Sessions for the purposes for which the Sessions were provided only.
7.5. You may not without our prior written consent make any audio or visual recordings or take photographs of all or any part of our Sessions. However, you agree that we may take photographs or film the Sessions for any purpose, including promotional purposes. We will not disclose any personal, confidential or sensitive information in these instances.
8. TERMINATION
8.1. Either of us may terminate the Contract immediately by providing written notice to the other if the other is in material breach of any of these Terms.
8.2. We may terminate the Contract immediately (without any liability to provide any refund to you) if we reasonably feel that you are disrupting group Sessions (where applicable or for any other reason where we reasonably feel that your presence is adversely impacting on the Sessions.
8.3. On or before the date of termination of the Contract, you shall immediately pay any unpaid fees or other sums payable under the Contract.
8.4. Termination of the Contract shall not affect any rights, remedies, obligations and liabilities of either of us as at the date of termination, including the right to claim in respect of any breach of the Contract that existed at or before the date of termination.
8.5. Clauses which expressly or by implication have effect after termination shall continue in full force and effect after the date of termination of the Contract, including the following clauses: clause 6 (Confidential Information), this clause 8, clause 10 (Limitation on liability) and clause 14 (Governing law and jurisdiction).
9. STATUS
The relationship between us will be that of an independent contractor and nothing in these Terms shall render us your employee, worker, agent or partner.
10. LIMITATION ON LIABILITY
10.1. Nothing in this clause 10 shall limit your liability for death or personal injury caused by Marianne Page Ltd’s negligence or for our fraud or fraudulent Programme representation or for any matter for which liability cannot legally be excluded or limited.
10.2. Marianne Page Ltd 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.
10.3. Your total liability under any law or in relation to the performance (or contemplated performance) of this agreement shall in all circumstances be limited to the total price paid by you for the Sessions.
10.4. If Marianne Page Ltd is prevented from or delayed in performing its obligations by your act or omission or by any circumstance outside of its control, it shall not be in breach of this agreement or liable to you for any costs, charges or losses 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 the Contract.
11. ENTIRE AGREEMENT AND PREVIOUS CONTRACTS
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 Sessions;
(b) in entering into this agreement you have not relied on anything said by any person (including any third party) relating to the provision of the Sessions.
12. VARIATION
No variation of this agreement shall be valid unless it is in writing and signed by or on behalf of each of us.
13. THIRD PARTY RIGHTS
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.
14. GOVERNING LAW AND JURISDICTION
This agreement and any dispute or claim arising out of this agreement shall be governed by and construed in accordance with English law.
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 this agreement.
3.1. Marianne Page Ltd shall arrange, co-ordinate and facilitate Sessions to the best of our ability.
3.2. If for any reason we are unable to provide the Services at the agreed time, for example due to ill health, we will provide you with as much notice as possible and we shall reschedule the Session for another time.
4. REFUND POLICY
4.1. Work with us for the full period agreed, implement everything we tell you to, and if you don’t have strong foundations in place, and the first shoots of your high performing team, we’ll give you your money back.
5. FEES
5.1. We will hold your space with Marianne Page Ltd (MPL) for seven days from our confirming that you have a place. If you have not paid your first invoice in full, in cleared funds, within seven days from the date of the invoice, your space shall be released and we may charge you a cancellation fee of up to 25% of the full fee.
5.2. You shall be responsible for making and paying for all travel, accommodation and other subsistence costs and all other expenses incurred by you in connection with your participation in your work with Marianne Page Ltd (MPL).
5.3. Without prejudice to any other right or remedy that we may have, if you fail to pay Marianne Page Ltd on the due date, we 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 Metro Bank, 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) refuse you entry to any further Sessions until payment has been made in full.
5.4. All sums payable under this agreement shall become due immediately on termination of this agreement, despite any other provision.
6. CONFIDENTIAL INFORMATION
6.1. You must keep all information discussed in the Sessions strictly confidential at all times, including after the termination of this agreement.
6.2. You must not use any of the matters discussed or corresponded about by other participants in the group within the Sessions to further your own purposes to the possible detriment of any member of the group.
6.3. You acknowledge that in the course of providing the Services you will have access to Confidential Information relating to you and your affairs and you 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 we in our 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 our unauthorised disclosure.
7. DATA PROTECTION AND INTELLECTUAL PROPERTY
7.1. You acknowledge and agree that your personal data will be processed by and on behalf of Marianne Page Ltd as part of our providing you with the Sessions.
7.2. Marianne Page Ltd is the owner or the licensee of all Intellectual Property Rights and all other rights in the materials and content relating to The MPL Freedom System, MPL online courses and any other books or documents created in our work together and that we share within the Sessions. Nothing in this agreement or otherwise shall 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 relating to The MPL Freedom System or Chaos to Consistency (7 Systems) that we use in the Sessions, or any of our documents, books, brochures, programmes or online courses.
7.4. Marianne Page Ltd grants to you a limited, non-exclusive, non-transferable, non-sub licensable revocable licence to use all or any of the content or material used in the Sessions for the purposes for which the Sessions were provided only.
7.5. You may not without our prior written consent make any audio or visual recordings or take photographs of all or any part of our Sessions. However, you agree that we may take photographs or film the Sessions for any purpose, including promotional purposes. We will not disclose any personal, confidential or sensitive information in these instances.
8. TERMINATION
8.1. Either of us may terminate the Contract immediately by providing written notice to the other if the other is in material breach of any of these Terms.
8.2. We may terminate the Contract immediately (without any liability to provide any refund to you) if we reasonably feel that you are disrupting group Sessions (where applicable or for any other reason where we reasonably feel that your presence is adversely impacting on the Sessions.
8.3. On or before the date of termination of the Contract, you shall immediately pay any unpaid fees or other sums payable under the Contract.
8.4. Termination of the Contract shall not affect any rights, remedies, obligations and liabilities of either of us as at the date of termination, including the right to claim in respect of any breach of the Contract that existed at or before the date of termination.
8.5. Clauses which expressly or by implication have effect after termination shall continue in full force and effect after the date of termination of the Contract, including the following clauses: clause 6 (Confidential Information), this clause 8, clause 10 (Limitation on liability) and clause 14 (Governing law and jurisdiction).
9. STATUS
The relationship between us will be that of an independent contractor and nothing in these Terms shall render us your employee, worker, agent or partner.
10. LIMITATION ON LIABILITY
10.1. Nothing in this clause 10 shall limit your liability for death or personal injury caused by Marianne Page Ltd’s negligence or for our fraud or fraudulent Programme representation or for any matter for which liability cannot legally be excluded or limited.
10.2. Marianne Page Ltd 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.
10.3. Your total liability under any law or in relation to the performance (or contemplated performance) of this agreement shall in all circumstances be limited to the total price paid by you for the Sessions.
10.4. If Marianne Page Ltd is prevented from or delayed in performing its obligations by your act or omission or by any circumstance outside of its control, it shall not be in breach of this agreement or liable to you for any costs, charges or losses 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 the Contract.
11. ENTIRE AGREEMENT AND PREVIOUS CONTRACTS
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 Sessions;
(b) in entering into this agreement you have not relied on anything said by any person (including any third party) relating to the provision of the Sessions.
12. VARIATION
No variation of this agreement shall be valid unless it is in writing and signed by or on behalf of each of us.
13. THIRD PARTY RIGHTS
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.
14. GOVERNING LAW AND JURISDICTION
This agreement and any dispute or claim arising out of this agreement shall be governed by and construed in accordance with English law.
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 this agreement.