TERMS & CONDITIONS

Terms & Conditions:

1. INTERPRETATION
   
   In these Terms and Conditions, the following definitions apply:
   
   B-TM Transformative Coaching – Emmanuel Berger: a company with its registered office located at B-TM Transformative Coaching – Emmanuel Berger, Office 133046, PO Box 7169, Poole, BH15 9EL.
   B-TM Transformative Coaching – Emmanuel Berger Product or Services (collectively referred to as ‘the Products and/or Services): the products and services offered by B-TM Transformative Coaching – Emmanuel Berger.
   Client: The person or company purchasing the Products and/or Services from B-TM Transformative Coaching – Emmanuel Berger.
   Commencement Date: the date that B-TM Transformative Coaching – Emmanuel Berger commences provision of the Products and/or Services to the Client.
   Conditions: terms and conditions as amended from time to time in accordance with clause 14.
   Contract: the contract between B-TM Transformative Coaching – Emmanuel Berger and the Client for the supply of Products and/or Services comprising of the Order and these Conditions.
   Fees: the fees payable by the Client for the supply of the Products and/or Services in accordance with clause 4.
   Order: the Client’s order for the Products and/or Services (and any subsequent ongoing Products and/or Services) as set out in the Order Form.
   Order Form: B-TM Transformative Coaching – Emmanuel Berger’s form which can be completed online, over the phone, or in person, which sets out the Fees and which incorporates these Terms and Conditions.
   Service: the provision of and grant of access to the B-TM Transformative Coaching – Emmanuel Berger Products and/or Services.
   Privacy Policy means the policy (as updated from time to time) which can be found on the B-TM Transformative Coaching – Emmanuel Berger Website at www.b-tm.co.uk/privacy-policy identifying certain respective rights and obligations in respect of the personal data and privacy under the Contract.
   Authorised Affiliates means, in respect of the Products and/or Services, the Affiliates of the Client (if any) in respect of those Products and/or Services.
   Authorised Users means, in respect of the Products and/or Services, the users authorised by the Client to use those Products and/or Services under the Contract.
   Client Data means all data (in any form) that is provided to B-TM Transformative Coaching – Emmanuel Berger or uploaded or hosted on any part of any Products and/or Services by the Client or by an Authorised User.
   Client Systems means all software and systems used by or on behalf of the Client, the Authorised Affiliates, any of its or their direct or indirect sub-contractors, or any Authorised User in connection with the provision or receipt of any of the Products and/or Services or that the Products and/or Services otherwise link, inter-operate or interface with or utilise (in each case whether directly or indirectly).
   Protected Data means the information and data referred to in the Privacy Policy.
   Services have the meaning of the software platform B-TM Transformative Coaching – Emmanuel Berger provides to enable the Client to market to their customers and the database that the Client uses to store their customer’s details within.
   
   2.       BASICS OF CONTRACT
   
   2.1.    The Contract constitutes the entire agreement between the parties. The Client acknowledges that it has not relied on any statement, promise, or representation made or given by or on behalf of B-TM Transformative Coaching – Emmanuel Berger which is not set out in the Contract. These Conditions apply to the Contract to the exclusion of any other terms that the Client seeks to impose or incorporate, or which are implied by trade, custom, practice, or course of dealing.
    
   2.2.    Any sample materials, descriptive matter, or advertising issued by B-TM Transformative Coaching – Emmanuel Berger, and any descriptions of illustrations contained in B-TM Transformative Coaching – Emmanuel Berger’s website or brochures, are issued or published for the sole purpose of giving an approximate idea of the Products and/or Services as offered by B-TM Transformative Coaching – Emmanuel Berger. They will not form part of the Contract or have any contractual force. B-TM Transformative Coaching – Emmanuel Berger is under a legal duty to supply goods that conform with the Contract.
   
   2.3.    B-TM Transformative Coaching – Emmanuel Berger has the right to make any changes or alterations to the nature, scope, and content of the Products and/or Services, without notice to the Client, at any time, provided these do not affect the nature of the Products and/or Services.
   
   2.4.    B-TM Transformative Coaching – Emmanuel Berger will supply the Products and/or Services to the Client and B-TM Transformative Coaching – Emmanuel Berger warrants to the Client that such Products and/or Services have been prepared using reasonable care and skill. B-TM Transformative Coaching – Emmanuel Berger provides no guarantee that the Products and/or Services will provide any results for the Client.
   
   2.5.    B-TM Transformative Coaching – Emmanuel Berger will use reasonable endeavours to meet any dates in relation to supporting the Products and/or Services (including but not limited to dates for the Client to attend calls) but any such dates will be provisional only and may be subject to change at the discretion of B-TM Transformative Coaching – Emmanuel Berger, with no liability attaching to B-TM Transformative Coaching – Emmanuel Berger in respect of such changes.
   
   2.6.    B-TM Transformative Coaching – Emmanuel Berger will have the right to make any changes to the support of the Products and/or Services that do not affect their nature or quality (including but not limited to: trainers and teachers, call lengths, session lengths, session frequency, session type, session location, training type, training location, venue location, coach allocated, Facebook group access and content, Kajabi access and content, or others).
   
   2.7.    The Client shall (and shall ensure all Authorised Affiliates and Authorised Users shall) at all times comply with all applicable laws relating to the use or receipt of the Products and/or Services, including laws relating to privacy, data protection and use of systems and communications.
   
   3.       CLIENT’S OBLIGATIONS
   
   3.1.    The Client will:

(a) ensure that all information given by the Client to B-TM Transformative Coaching – Emmanuel Berger is complete and accurate; (b) co-operate with B-TM Transformative Coaching – Emmanuel Berger in all matters relating to the Products and/or Services.

(c) pay the Fees strictly in accordance with the payment schedule set out in the Order or as otherwise confirmed in writing or over the phone by B-TM Transformative Coaching – Emmanuel Berger.

(d) not use the Products and/or Services or any content, data, or information derived from the Client’s use of the Products and/or Services for any purpose other than that which has been expressly authorised under the Contract.

(e) not use the Products and/or Services for any unlawful purpose; and (f) permit B-TM Transformative Coaching – Emmanuel Berger to include information of video footage on its website highlighting any benefits which the Client or Client’s business has obtained from the Products and/or Services and in this regard, the Client hereby grants to B-TM Transformative Coaching – Emmanuel Berger a royalty-free, non-exclusive perpetual licence to use any intellectual property rights of the Client for this purpose.

3.2.    The Client, for itself and as trustee for any of its directors, employees, agents, Authorised Affiliates, Authorised Users, or similar, undertakes to observe the obligations set out in clauses 3.1 to 3.7 (inclusive) and shall fully indemnify B-TM Transformative Coaching – Emmanuel Berger from and against all loss, damage, costs and claims arising from its failure to adhere to those provisions or otherwise to fulfill its obligations under the Contract.

3.3.    Transmission of storage of any information, data, or material in violation of any law is prohibited. This includes but is not limited to, copyrighted material, material legally judged to be threatening or obscene, or material protected by trade secrets and other statutes. The Client agrees to indemnify and hold harmless, B-TM Transformative Coaching – Emmanuel Berger from any claims resulting from the use of the Products and/or Services which damages the Client or any other parties.

3.4.    Spamming, or the sending of unsolicited emails, using an email address or URL that is maintained on a B-TM Transformative Coaching – Emmanuel Berger machine, or directing traffic to a webpage that contains any reference to B-TM Transformative Coaching – Emmanuel Berger is STRICTLY prohibited. B-TM Transformative Coaching – Emmanuel Berger will be the sole arbiter as to what constitutes a violation of this provision. This action will result in immediate termination of the Products and/or Services without any refund to the Client and could be subject to legal action by B-TM Transformative Coaching – Emmanuel Berger against the Client. Any service interruptions as a result of the Client’s spamming will be billed to the Client at £200.00 per hour until service is restored.

3.5.    Importing or in any way using purchased leads with a B-TM Transformative Coaching – Emmanuel Berger account is strictly prohibited. If the Client has paid money, or in any way purchased a group of pre-existing leads, these may not be used with B-TM Transformative Coaching – Emmanuel Berger. Only people who have specifically requested information directly from the Client may be emailed through B-TM Transformative Coaching – Emmanuel Berger.

3.6.    The Client is prohibited from transmitting on or through any of B-TM Transformative Coaching – Emmanuel Berger’s platforms or servers, including but not limited to social media platforms, any material that is (in B-TM Transformative Coaching – Emmanuel Berger’s sole discretion) unlawful, obscene, threatening, disruptive, abusive, libellous, hateful, that encourages conduct which could constitute a criminal offence, that gives rise to civil liability, that otherwise violates any national or international law, or that involves the transmission of any pornographic or sex-related merchandise or data.

3.7.    The Client shall (and shall ensure all Authorised Affiliates, Authorised Users or similar shall) at all times comply with all applicable laws relating to the use or receipt of the Products and/or Services, including laws relating to privacy, data protection and use of systems and communications.

4.       FEES AND PAYMENT

4.1.    The Fees for the Products and/or Services are detailed in the Order, or any agreement made in writing or over the phone or video call between B-TM Transformative Coaching – Emmanuel Berger and the Client.

4.2.    The Fees will be paid in full in accordance with the Order, written confirmation from B-TM Transformative Coaching – Emmanuel Berger, or any agreement made over the phone or with a finance company in accordance with payment for the Products and/or Services.

4.3.    All payments due to B-TM Transformative Coaching – Emmanuel Berger under the Contract shall be made in full without any deduction or any withholding. The Client will not be entitled to assert any credit, set-off or counterclaim against B-TM Transformative Coaching – Emmanuel Berger against any sum(s) owed.

4.4.    In relation to payment by instalments or a payment plan, payment shall be made monthly on the same calendar day as the date of the Order or as otherwise agreed in writing or over the phone between B-TM Transformative Coaching – Emmanuel Berger and the Client.

4.5.    The Fees will remain payable by the Client notwithstanding any decision to cease using the Products and/or Services and even if the Client does not complete, access, attend or use the entire Products and/or Services.

4.6.    B-TM Transformative Coaching – Emmanuel Berger shall be entitled to continue processing payments for any monies outstanding using any of the Client’s debit or credit card details previously confirmed to B-TM Transformative Coaching – Emmanuel Berger.

4.7.    In the event of any payment due to B-TM Transformative Coaching – Emmanuel Berger becoming overdue and unpaid for more than 10 (Ten) days, B-TM Transformative Coaching – Emmanuel Berger may, at its discretion, suspend or withdraw the provision of the Products and/or Services, without prejudice to any of its other rights as to termination.

4.8.    Save as to the cooling off period set out in clause 5, the Contract is non-cancellable, and payment will be due by the Client regardless of whether the Products and/or Services are used.     

4.9.    The Client acknowledges that they have signed or agreed to the Order through their own choice without coercion or any lawful tactics from B-TM Transformative Coaching – Emmanuel Berger and are fully responsible for their own decisions.

4.10.    B-TM Transformative Coaching – Emmanuel Berger reserves the right to instruct third-party legal representation should the Client fail to make payment in accordance with these Conditions.

5.       COOLING OFF AND RIGHT TO CANCEL

5.1.    The Client has a limited period, referred to as the ‘cooling off period’, in which they may change their mind and cancel their contract with B-TM Transformative Coaching – Emmanuel Berger.

5.2.    The cooling-off period will begin from the date of the Order and continue for up to 5 days.

5.3.    The Client must give written notice of their cancellation to B-TM Transformative Coaching – Emmanuel Berger within the 5-day cooling off period.

5.4.    The Client must supply written notice of the request to cancel by email to hello@emmanuelberger.co.uk.

5.5.    If the Client exercises their right to cancel, the Product and/or Services will be terminated.

5.6.    If the Client does not request a refund within the cooling-off period, the Client is required to complete all remaining payments.

5.7     B-TM Transformative Coaching – Emmanuel Berger reserves the right to consider refunds outside of the rescission period. If a client has questions about the agreement outside of the rescission period, they should submit her comments to ed@championacademy.co.uk. The Client agrees not to request, advise, file a claim, or seek the Client’s bank or credit card company for a chargeback for consideration paid under this Agreement. The Client agrees that any disputes that the Client may have with respect to the consideration paid hereunder must be addressed directly between the Client and B-TM Transformative Coaching – Emmanuel Berger. If a chargeback occurs, the Client shall have materially breached the Terms and Conditions and shall forfeit all remaining services that have not yet been performed under the Terms and Conditions. B-TM Transformative Coaching – Emmanuel Berger shall have no further obligation to the Client. Further, the amount of the chargeback shall be subject to a finance charge in the amount of one and one-half percent (1 1⁄2%) per month until paid in full by the Client. Further, B-TM Transformative Coaching – Emmanuel Berger shall be entitled to recover from the Client all damages, and reasonable and necessary legal fees, and costs associated with pursuing collection and/or recovery of the amount of the chargeback.

6. 
   LIMITATION OF LIABILITY
   
   6.1.    Neither party shall be in breach of this Contract nor liable for delay in performing, or failure to perform, any of its obligations under this Contract if such delay or failure results from events, circumstances, or causes beyond its reasonable control including but not limited to acts of God; flood; drought; earthquake or other natural disasters; epidemic or pandemic; terrorist attack; civil war; civil commotion or riots; war; threat of or preparation for war; armed conflict; imposition of sanctions; embargo; the breaking off of diplomatic relations; nuclear, chemical or biological contamination or sonic boom; any law or any action taken by a government or public authority, including without limitation imposing an export or import restriction, quota or prohibition; the collapse of buildings, fire, explosion or accident; any labour or trade dispute, strikes, industrial action or lockouts; and non-performance by suppliers or subcontractors. In such circumstances, the time for performance shall be extended by a period equivalent to the period during which the performance of the obligation has been delayed or failed to be performed. If the period of delay or non-performance continues for 6 months, the party not affected may terminate this agreement by giving 14 days written notice to the affected party.
   
   6.2.    B-TM Transformative Coaching – Emmanuel Berger will, under no circumstances, be liable to the Client (whether in contract, tort (including negligence), breach of statutory duty, or otherwise), for any indirect or consequential loss, special damages, or any costs or losses attributable to loss of profits or opportunities arising from or in connection with the subject matter of the Contract.
   
   6.3.    The maximum amount of damages payable by B-TM Transformative Coaching – Emmanuel Berger to the Client in respect of any and all liability (apart from that mentioned above), including liability arising from negligence, under or in connection with the Contract shall not exceed the amount paid by, or on behalf of, the Client to B-TM Transformative Coaching – Emmanuel Berger for the preceding calendar month or calculated based on 1/12th of the Fees in the preceding 12 months.
   
   7.       NON-COMPETE
   
   The Client undertakes not to compete or seek to compete, either directly or indirectly or in any other capacity whatsoever, with the business of B-TM Transformative Coaching – Emmanuel Berger or in the provision of products or services directly competitive with any aspect or part of the Products and/or Services, resulting in actual or anticipated loss to B-TM Transformative Coaching – Emmanuel Berger, to include as to its reputation.
   
   8.       INTELLECTUAL PROPERTY RIGHTS
   
   8.1.    All intellectual property rights in, arising out of, or in connection with, the Products and/or Services will be owned by B-TM Transformative Coaching – Emmanuel Berger. B-TM Transformative Coaching – Emmanuel Berger grants the Client a revocable, non-exclusive royalty-free licence to use such rights only to the extent necessary to allow the Client to benefit from the Products and/or Services but not further or otherwise, and no other rights or licences are granted. Any such rights arising from the Client’s use of the Products and/or Services shall accrue to B-TM Transformative Coaching – Emmanuel Berger and the Client shall be deemed to have assigned any such rights to B-TM Transformative Coaching – Emmanuel Berger, with B-TM Transformative Coaching – Emmanuel Berger authorised to act as its agent to execute any such transfer or other documents giving effect to the same.
   
   8.2.    The Client, Authorised Users, and Authorised Affiliates may be able to store or transmit Client Data using the Products and/or Services and the Products and/or Services may interact with Client Systems. The Client hereby grants a royalty-free, non-transferable, non-exclusive licence for the Client (and each of its direct and indirect sub-contractors) to use, copy, and other otherwise utilise the Client Data and Customer Systems to the extent necessary to perform or provide the Products and/or Services or to exercise or perform B-TM Transformative Coaching – Emmanuel Berger’s right, remedies and obligation under the Contact.
   
   
   
7. DATA AND INFORMATION
   
   9.1.    Protected Data shall, at all material times, remain the property of the Client or its licensor.
   
   9.2.    Except to the extent B-TM Transformative Coaching – Emmanuel Berger has direct obligations under data protection and other applicable laws, the Client acknowledges that B-TM Transformative Coaching – Emmanuel Berger has no control over Protected Data hosted as part of the provision of the Products and/or Services and may not actively monitor or have access to the content of Protected Data. The Client shall ensure (and is exclusively responsible for) the accuracy, quality, integrity, and legality of Protected Data and non-personal data and that its use (including use in connection with the Products and/or Services) complies with all applicable laws.
   
   9.3.    If B-TM Transformative Coaching – Emmanuel Berger becomes aware of any allegation that Protected Data or non-personal data may not comply with the Contract, B-TM Transformative Coaching – Emmanuel Berger shall have the right to permanently delete or otherwise remove or suspend access to any Protected Data or non-personal data which is suspected of being in breach and/or disclose Protected Data or non-personal data to law enforcement authorities (in each case without the need to consult the Client). Where reasonably practicable and lawful, B-TM Transformative Coaching – Emmanuel Berger shall notify the Client before taking such action.
   
   9.4.    B-TM Transformative Coaching – Emmanuel Berger shall have the right to suspend the Products and/or Services at any time, and for any reason, without notice. The Client accepts and acknowledges that the Products and/or Services can be withdrawn or may be unavailable due to technical and other issues, or as a result of updates, maintenance, or similar circumstances. If such a suspension or withdrawal is to last more than 30 days, the Client will be notified as to the reason.
   
   
   
8. CONFIDENTIALITY AND SECURITY OF DATA
   
   10.1.    B-TM Transformative Coaching – Emmanuel Berger shall maintain the confidentiality of Protected Data and shall not, without the prior written consent of the Client, and in accordance with the Contract, disclose Protected Data other than as necessary for the performance of the Products and/or Services, the express rights and obligations under the Contract, or as required by law.
   
   10.2.    B-TM Transformative Coaching – Emmanuel Berger will disclose Protected Data only to those of its officers, employees, agents, contractors, and direct and indirect sub-contractors to whom, and to the extent to which, such disclosure is necessary for the purposes contemplated under the Contract or as otherwise reasonably necessary for the provision or receipt of the Products and/or Services.
   
   10.3.    In order to promote and respect the confidentiality of all clients and intellectual property the Client understands that the Products and/or Services, now and in the future, are limited to people who have registered in the respective training. In consideration of, and as a condition for permitting the Client to participate in the Products and/or Services, the Client agrees to not publish, broadcast, disclose, communicate to the public, or assist another to do the same in respect of, the identity, likeness or actual or paraphrased comments of anyone who participates, leads, assists or is otherwise involved in the Products and/or Services.
   
   11.        WARRANTIES
   
   B-TM Transformative Coaching – Emmanuel Berger gives no warranties of any kind, whether express or implied, for the Products and/or Services it provides under the Contract. B-TM Transformative Coaching – Emmanuel Berger also disclaims any warranty of merchantability or fitness for a particular purpose. This includes loss of data resulting from delays, non-deliveries, mis-deliveries, or interruptions to the Products and/or Services caused by B-TM Transformative Coaching – Emmanuel Berger’s negligence or the Client’s errors or omissions. Use of any information obtained via B-TM Transformative Coaching – Emmanuel Berger is at the Client’s own risk. B-TM Transformative Coaching – Emmanuel Berger makes no warranty, whether express or implied, as to the accuracy of quality of information obtained through its Products and/or Services.
   
   12.       ASSIGNMENT AND SUB-CONTRACTING
   
   The Client will not, without the prior written consent of B-TM Transformative Coaching – Emmanuel Berger, assign, transfer, charge, sub-contract, or deal in any other manner with all or any of its rights or obligations under the Contract. For the avoidance of doubt, the Client will not share the Products and/or Services or any content, data, or information derived from the Client’s use of the Products and/or Services with any third party without the prior written consent of B-TM Transformative Coaching – Emmanuel Berger, which may be withheld.
   
   13.       WAIVER
   
   A waiver of any right under the Contract is only effective if it is in writing and will not be deemed to be a waiver of any subsequent breach or default.
   
   14.       VARIATION
   
   Except as set out in these Conditions, any variation including the introduction of any additional terms and conditions, to the Contract will only be binding when agreed in writing between the B-TM Transformative Coaching – Emmanuel Berger and the Client.
   
   15.       APPLICABLE LAW
   
   15.1.    Any dispute or legal issue arising from the Conditions will be determined by the law of England and Wales and considered exclusively by the English and Welsh Courts.
   
   15.2.    Each of the paragraphs referred to in the Conditions shall be severable and distinct from one another and, if, at any time, more and more of such provisions become invalid, illegal, or enforceable, the validity, legality, and enforceability of the terminating paragraphs shall not in any way be affected or impaired by this.
   
   16.       CLIENT CONFIDENTIALITY AGREEMENT
   
   16.1.    The Products and/or Services are limited to people who have registered for the Products and/or Services.
   
   16.2.    The Client will not publish, broadcast, disclose, communicate to the public, or assist another to do the same in respect of, the identity, likeness, or actual or paraphrased comments of anyone who participates, leads, assists or is otherwise involved in the Products and/or Services.
   
   16.3.    The Client recognises that any breach of confidentiality may cause B-TM Transformative Coaching – Emmanuel Berger and/or other clients irreparable and substantial harm even though it may be impossible to ascertain the full monetary extent of their financial loss.
    
   16.4.    Nothing in this Contract is intended to limit the Client from sharing their experience of the Products and/or Services with anyone. 
   
   16.5.    Nothing in this Contract is intended to limit B-TM Transformative Coaching – Emmanuel Berger from sharing results and any testimonials (written or by video) in relation to the Products and/or Services, for any reason (including to promote the business of B-TM Transformative Coaching – Emmanuel Berger) with anyone by any means.
   
   17.       COMPLAINTS
   
   17.1.    B-TM Transformative Coaching – Emmanuel Berger is committed to providing high-quality Products and/or Services.
   
   17.2.    B-TM Transformative Coaching – Emmanuel Berger has a written complaints procedure in place to ensure that all complaints are handled fairly and promptly. A copy of B-TM Transformative Coaching – Emmanuel Berger’s complaints procedure can be obtained upon request.
   
   18.       GENERAL
   
   18.1.    B-TM Transformative Coaching – Emmanuel Berger reserves the right to alter or cancel published dates and change venues without any liability whatsoever.
   
   18.2.    B-TM Transformative Coaching – Emmanuel Berger reserves the right to make changes to the programs, services, products, speakers, or venue should that be necessary.
   
   18.3.    From the date the contract commences, any behaviour displayed by the Client that B-TM Transformative Coaching – Emmanuel Berger deems as disruptive, disrespectful, threatening, abusive, or untenable in any way (to the sole discretion of B-TM Transformative Coaching – Emmanuel Berger), either in person, via email, via social media or any other forms of means of communication, either directed at B-TM Transformative Coaching – Emmanuel Berger, B-TM Transformative Coaching – Emmanuel Berger’s other clients, B-TM Transformative Coaching – Emmanuel Berger team members or associates, may result in the Client being denied access to all aspects of the Products and/or Services, including but not limited to online support, Facebook groups, live events or coaching calls. All remaining fees would remain payable and any monies for the Products and/or Services will be non-refundable.
   
   

18.4.    The Client agrees that B-TM Transformative Coaching – Emmanuel Berger has not made any promise, guarantee, or other representation with respect to the Client’s future incomes or gains resulting from the provision of the Product and/or Service and that the Client has not been induced to enter the Contract as a result of any alleged promise, guarantee or representation.

18.5.     B-TM Transformative Coaching – Emmanuel Berger 100% guarantees for the Client that our method will work if the Client implements everything the way we lay it out for them. If the Client has followed our system/program and implemented everything the way we lay it out, completing their follow-up form every week so we can support the Client’s progress, and the Client can’t get a view of his progression B-TM Transformative Coaching – Emmanuel Berger will continue to work with the Client until they do.

18.6.    These Conditions supersede any previous arrangement with your concerning their subject matter.

 Last update : 10/02/2024