Agreement

 

Talk to May, is a company with registration number 678797, with phone number +353838815860, with email address may@talktomay.com and with its office located at 3, Lismoyle House, Galway, Ireland (hereinafter referred to as the “Company”)

 

Acceptance of these Terms and Conditions of Use ("Agreement" or “Terms”) creates a binding agreement between you (the “Client”) and Talk to May (the “Company”) and regulates the use of Remarkable (the “Course”), and any services related to the Course.

 

By purchasing the course, you accept these Terms and our Privacy Notice, which is incorporated herein by reference. Your relationship with Talk to May will be subject to these and only these Terms and our Privacy Notice.

 

WHEREAS, this Agreement commences on February 6th 2023 (hereinafter referred to as the “Effective Date”)

 

NOW, THEREFORE, In consideration of the mutual promises and undertakings made by the parties herein, the Company and the Client (individually, each a “Party” and collectively, the “Parties”) agree to the following terms and conditions:

 

Terms and Conditions

 

1. Course Program.

 

The Parties hereby agree and acknowledge that the Company will provide the following course to the Client: Remarkable (the “Course”).

Agreement of communication (client and coach relationship): The Company pledges to be available to the Client to answer questions from Mondays to Saturdays from 8am to 5pm Irish Standard Time. The Client must not WhatsApp any authorised representative of the Company privately with questions, and instead, must write them in the group chat or email questions to may@talktomay.com. The Parties further agree and acknowledge that while every effort is made by the Company to accommodate call times to the Client, the Company holds no responsibility if the Client cannot make it to the relevant call for any reason whatsoever. The Company is not responsible for adding additional calls, challenges, or messages due to the Client’s unavailability or failure to join the correct channels. Calls will be recorded for the relevant attendees/clients that are unable to join and thus, the Client will be able to re-watch/re-listen to the relevant call that the Client did not participate.

General Data Protection Regulation (GDPR) and use of image: By joining the Course, the Client hereby concurs and allows the Company to use the Client’s image, name, and messages they sent privately, through testimonials, or via WhatsApp group, with the following purpose, but not limited to: promote the Company’s services, marketing Material on social media or email, record classes and share with attendees or with other participants who purchase the Course.

1. Compensation.

 

In compensation, the Client will pay the Company:

 

☐ upfront in the amount of €892 EUR

 

The aforementioned fees do not include any discounts, Value Added Tax, or promotional offers.

 

The Client hereby agrees that the Company has a no refund policy due to the nature of this program being live and with limited spots.

 

The method of payment for all transactions shall be via Paypal, ThriveCart, Stripe, or Wix Pay via the appropriate sales page given to client at the time of purchase. No other payment methods are accepted.

 

1. Duration and Termination.

 

Duration:

 

This Agreement shall begin on the Effective Date and continue until March 30th 2023.

 

Rights to Terminate:

 

This Agreement can terminate if either party provides 15 days written notice to the other party or the parties mutually agree by written consent to the termination of this Agreement. No refunds will be given.

 

1. Indemnification of Legal Fees, Out-of-Pocket Expenses and Liability for Breach.

 

If any Party breaches this Agreement, the non-breaching party shall be compensated by the breaching party for its reasonable legal fees and out-of-pocket expenses which in any way relate to the breach of this Agreement.

 

The Parties acknowledge that compliance with this Agreement is necessary to protect the goodwill and other proprietary interests of the Parties and that a breach of this Agreement will also give rise to irreparable and continuing injury to the non-breaching Party.

 

Therefore, each Party agrees that breach of this Agreement will give the right to the non-breaching Party to seek damages for any losses and damages incurred as a result of breach of this Agreement and/or in connection with such violation.

 

1. Warranties.

 

Each Party warrants that each has the authority and power to enter into and perform the obligations agreed upon in this Agreement.

 

 

1. Limitation of Liability and Earnings Disclaimer.

 

It is important to emphasise that the Company cannot be liable for any injury, harm, loss, loss of revenue/profits, damage or anything else that occurs to the Client as a result of the Course. The Company’s liability shall be limited to the maximum extent permitted by law.

 

The Client further hereby understands that the Company will not be liable, under any circumstances whatsoever, for any lack of performance from the Client. The Client further consents and accepts that the Company cannot guarantee any specific results such as amount of leads, followers, conversion rates, sales, revenue and other similar things after the Client completes the Course. In fact, the Company cannot be held liable or responsible, under any circumstances whatsoever, in the event that the Client has self-imposed certain goals, targets or results that were not accomplished by the Company.

 

Thus, despite the Company making every effort to accurately represent the services, the Course and/or products and in the Company’s products, Course and services, the Company makes no assurance, representation or promise regarding future earnings or income, or that the Client will make any specific amount of money, or any money at all, or that the Client will not lose money. Any information on this Course related to or regarding success, growth, earnings, status, earnings, business profits or personal financial status is for informational purposes only. The Company cannot and does not guarantee that the Client will attain a particular result, wanted or not, positive or negative, financial or otherwise, by using the Company’s Course, products, services, or content. The Client agrees that results will differ for each individual, and the Company is not responsible or liable for the Client’s results in any way. The Company also expressly disclaims responsibility in any way for the results, choices, actions, use, misuse or non-use of the information provided or obtained through the use of the Company’s Course. If the Client relies on any information provided to the Client, the Client does so at his/her own risk. The Client understands that any real-life or simulated examples shown on the Course are in no way guarantees of what will occur in the Client’s particular situation. For the foregoing reasons, the Client agrees that the Company is not responsible, under any circumstances whatsoever, for any decision that the Client may make regarding any information presented on this Course or any of the services and/or products of the Company.

 

1. Non-Compete.

 

The Client is strictly prohibited from carrying out any other activities which are designed to or could be reasonably expected to interfere with the customers, business relationships and business operations of the Company or its affiliates.

 

1. Confidentiality.

 

The Client must not disclose, share, distribute, sell, give the Client’s Course access to any third party any details concerning the Company’s business, including, without limitation any information concerning any of the Company’s trade secrets, customer information, all information contained in the Course, financials, pricing, business plans, among other things (the “Confidential Information”), unless required by law.

 

The Client must also not make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Company.

 

1. Intellectual Property Rights.

 

The Parties herein agree that the Company will own all intellectual property rights associated with the Course, including but not limited to, copyrights, patents, trade secrets and trademark rights. Therefore, the Company will be the sole and absolute owner of anything related to the Course and will be considered as the exclusive property of the Company. 

 

1. Non-Defamation.

 

The Client must not disparage, defame and discredit the Company in any way, whether directly or indirectly, explicitly or implicitly, including by creating or disclosing any declaration and comment, written, verbal, digital, online or virtual, that could harm the Company's operations, public perception, credibility, reputation or goodwill, including its processes, staff, executives, board members and previous, existing, or contemplated products or services.

 

1. Non-Solicitation.

 

The Client cannot solicit anyone associated, either directly or indirectly, with the Company, whether that is an employee, a supplier, a client/customer, a partner, an affiliate of the Company or anyone else associated with the Company.  

 

1. Force Majeure.

 

Neither party shall be responsible or liable for or deemed in breach of this Agreement because of any delay or failure in the performance of this Agreement due to any event or circumstance, which the occurrence and the effect of which the party affected thereby is unable to prevent and avoid, including, without limitation, acts of God; pandemics, government regulation, curtailment of transportation facilities, strikes, lock-outs or other industrial actions or trade disputes of whatever nature (whether involving employees of a party or a third party), terrorist attacks, haze, sabotage, riots, civil disturbances, insurrections, national emergencies (whether in fact or law), blockades, acts of war (declared or not), etc. (a “Force Majeure Event”).

 

The non-performing party shall give the other party written notice describing the particulars of the Force Majeure Event as soon as possible.

 

1. Assignment.

 

The Company hereby reserves the sole and absolute right to subcontract a third-party service provider for some of the service and course tasks.

 

 

1. Governing Laws.

 

This Agreement shall be governed by the laws of Ireland. Any disputes that are arising between the parties must be settled in a competent court in Ireland.

 

1. Entire Agreement.

 

This Agreement represents the entire agreement between the Parties, completely replacing any other previous written or verbal agreements concerning the relationship of the two Parties.

 

1. No Variation Unless in Writing.

 

No variation of this Agreement shall be effective unless made in writing and signed by or on behalf of each of the Parties or by their duly authorised representatives.

 

1. Severability.

 

If any Clause, or part of a Clause, of this Agreement, is found by any court or administrative body of competent jurisdiction to be illegal, invalid or unenforceable, the legality, validity or enforceability of the remainder of the Clause or Paragraph which contains the relevant provision shall not be affected, unless otherwise stipulated under applicable law. If the remainder of the provision is not affected, the Parties shall use all reasonable endeavours to agree within a reasonable time upon any lawful and reasonable variations to the Agreement which may be necessary in order to achieve, to the greatest extent possible, the same effect as would have been achieved by the Clause, or the part of the Clause, in question.

 

 

 

This Agreement shall be binding on each Party’s representatives, assigns and successors. 

 

 

Nothing contained within this Agreement shall create an employer and employee relationship between the Parties.

 

 

You hereby declare by purchasing the Course that you accept, understand and agree to all of the aforementioned terms and conditions within this Agreement.