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THERAPIST TERMS OF SERVICE – SUMMARY

This is a summary of our Therapist Terms of Service.  It is not a substitute for reading the full version below.

  • You agree to provide the Services to the highest industry standards.
  • You will accept all Bookings from Clients within four working hours of receipt of a Booking Confirmation.
  • We are responsible for arranging, monitoring and obtaining feedback for Client Sessions and are appointed under these Terms of Services as your agent to do so.
  • You agree to be monitored (client retention, responsiveness to new Bookings that require confirmation) for quality purposes and service improvement.
  • You are responsible for the Services which you provide to Clients in your office or offline and the contract for those Services is between you and the Client. We are in no way liable to Clients for the Services they receive from you.
  • You must ensure that you have all accreditation, licenses, consents, authorities & insurance that are required for you to perform the Therapist Services at your chosen location/s and/or via your chosen medium.
  • Whilst you should encourage Clients to attend weekly, you will nevertheless adhere to a flexible cancellation policy (Clients can give 48 hours notice to cancel any session – and forfeit their space – or to end therapy).
  • If we can help with any questions or concerns, please contact us:

Email: hello@heatherwellbeing.com

Post: Breakfast Enterprises, Park House, 15-19 Greenhill Crescent,

 

 

THERAPIST TERMS OF SERVICE

Please read these Therapist Terms of Service carefully before you begin using the Heather Wellbeing Services as these will apply to your relationship with Heather Wellbeing.  In using Heather Wellbeing Services, you agree to these Terms.

Heather Wellbeing is the trading name of Breakfast Enterprises Ltd (Company number: 11414686) whose registered office is at Park House, 15-19 Greenhill Crescent, Watford, WD18 8PH

DEFINITIONS

“Agreement” means this agreement which sets out the terms and conditions upon which Heather Wellbeing shall provide the Heather Wellbeing Services to the Therapist and which comes into effect on the Effective Date;

“Booking” means a time and date booked by a Client to receive Therapist Services;

“Business Day” means a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business;

“Client” means any person who receives the Therapist Services;

“Client Terms and Conditions” means the terms and conditions of service and/or terms of business that the Therapist contracts with the Client;

“Completed Session” means a Session in respect of which the Therapist has successfully provided the Therapist Services to the Client;

“Data Protection Legislation” means the UK Data Protection Legislation and any other European Union legislation relating to personal data 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);

“Distribution Channels” means any third party website or other media through which the Heather Wellbeing Services are from time to time provided;

“Effective Date” means the date on which the Therapist ticks confirms acceptance of this Agreement;

“Heather Wellbeing” means Breakfast Enterprises Ltd, a company registered in England under company number 11414686 and whose registered office is at  Park House, 15-19 Greenhill Crescent, Watford, WD18 8PH;

“Heather Wellbeing Services” means the benefits and services a Therapist may receive from Heather Wellbeing in return for providing Therapist Services;

“Intellectual Property Rights” means all intellectual property rights on a world-wide basis whether currently in existence or otherwise and whether vested or contingent including (without limitation) copyright (including foreign language translation rights), design rights, database rights, rights in any domain names, registered designs, patents, trade marks, trade names, signs and other designations provided the foregoing are of a proprietary nature and all similar rights whether registered or otherwise (including, without limitation, all extensions, reversions, revivals and renewals thereof).  The above shall include, in relation to registerable rights, any applications made or rights to make applications in respect of any such rights;

“Material Breach” means a breach (including an anticipatory breach) which is not minimal or trivial in its consequences to Heather Wellbeing. In deciding whether any breach is material no regard shall be had to whether it occurs by some accident, mishap, mistake or misunderstanding;

“Page(s)” means the internet page or pages and contents of the Therapist’s designated section of the Website or Distribution Channels (including the Therapist’s Heather Wellbeing “homepage” and each page for the Therapist Services offered on the Website) along with any applicable page or pages and contents of the Therapist’s own website(s);

“Session” means any occurrence of an appointment booked by a Client or Therapist to receive any of the Therapist Services;

“Terms and Conditions” means Heather Wellbeing’s terms and conditions in relation to the third party products or services offered on the Website;

“Therapist Services” means the therapy services which the Therapist is in the business of providing to Clients and which are marketed to Clients by the Therapist through use of the Heather Wellbeing Services;

“Therapist Content” means any information, documentation, equipment, software, photographs or other material (which may include the Therapist name and Intellectual Property Rights) which may be published on the Page(s) pursuant to this Agreement;

“UK Data Protection Legislation” means all applicable data protection and privacy legislation in force from time to time in the UK including the General Data Protection Regulation ((EU) 2016/679); the Data Protection Act 2018; the Privacy and Electronic Communications Directive 2002/58/EC (as updated by Directive 2009/136/EC) and the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended;

“Website” means the website at www.heatherwellbeing.com.

 

 

HEATHER WELLBEING SERVICES

In respect of all sessions, Heather Wellbeing shall act and is hereby appointed as agent at law for the Therapist to conclude the Session with a Client and nothing herein shall prevent or limit the Therapist from remaining fully responsible and liable for their provision and supply of Therapist Services to Clients.

THERAPIST OBLIGATIONS

In consideration of receiving the Heather Wellbeing Services, the Therapist agrees to accept all Sessions and process and supply the Therapist Services to the highest professional standards and in line with any specific terms and conditions set out in this Agreement.  A breach of this will be a Material Breach of this Agreement.

The Therapist must accept all Bookings and may only decline to accept the same in exceptional circumstances, otherwise the Therapist shall be considered to be in Material Breach of this Agreement.

In respect of all Bookings, the Therapist is obliged to comply with the cancellation and rescheduling policy set out in the Client’s Terms and Conditions. In summary:

  • If a Client wishes to change the date and/or time of a Session, provided the Client gives at least 48 hours prior to the time of the appointment, the Client can choose a suitable alternative Session time and/or date. In the event that a Therapist is unable or unwilling to accept a Booking following a Client requesting such a change, Heather Wellbeing will treat the Booking as cancelled by the Client.

 

  • If a Therapist wishes to change the date and/or time of a Session, in the event that the Client is unable or unwilling to agree to such change, Heather Wellbeing will treat the Booking as cancelled by the Therapist.

If Heather Wellbeing has reasonable grounds to suspect that the Therapist has made or makes any direct or indirect attempt to work with a client outside this agreement, this shall be a Material Breach of this Agreement.

CLIENT SERVICE AND COMPLAINTS

The Therapist shall use best endeavours to provide high quality Therapist Services to all Clients at all times.

The Therapist consents to have their performance measured and presented to prospective Clients (including but not limited to Client retention, Client reviews) for quality purposes.

The Therapist shall promptly deal with any enquiries, matters or issues relating to Sessions including dealing with Client complaints.

The Therapist shall be directly responsible to the Client for any failure to fulfil the Client’s expectations or for any other legal liability which arises in respect of the Therapist Services, except where such liability arises as a result of Heather Wellbeing’s negligence.

Heather Wellbeing shall refer any Client complaints it receives to the Therapist and the Therapist shall acknowledge all complaints, and shall respond to the relevant Client within 48 hours of the Therapist’s receipt of a complaint (whether the complaint has come directly from the Client or via Heather Wellbeing).

The Therapist shall make all efforts to reach a resolution to any complaints within 10 days and must notify Heather Wellbeing of any correspondence between the Therapist and the Client relating to the complaint and generally keep Heather Wellbeing apprised of its progress and the status of the complaint.

CLIENT DATA

Both parties shall comply with the Privacy Policy at all times.

For the purposes of this clause, “data controller”, “data processor”, “personal data”, “process” and “processing” shall have the meanings given to them under UK Data Protection Legislation.

Heather Wellbeing and the Therapist acknowledge that, for the purposes of UK Data Protection Legislation, Heather Wellbeing is the data controller and the Therapist is the data processor of any Client personal data.

The Therapist may not use Client personal data collected through the Portal for any purpose other than fulfilment of the relevant Session.

The Therapist may collect Client personal data separately and directly by itself (for example, where Clients have booked Therapist Services otherwise than through use of the Heather Wellbeing Services and where the Therapist has separately obtained permission directly from the Client to use their data), in which case, in respect of that data, the Therapist shall be the data controller of that Client personal data for the purpose of UK Data Protection Legislation.

When the Therapist is processing Client personal data as a data processor for Heather Wellbeing (e.g. personal data on the Portal) the Therapist shall:

  • process the personal data only in accordance with instructions from Heather Wellbeing (which may be specific instructions or instructions of a general nature);
  • comply with all Data Protection Legislation;
  • process the personal data only to the extent and in such manner as is necessary or as is required by law or by any regulatory body;
  • promptly comply with any request from Heather Wellbeing requiring it to amend, transfer or delete the personal data;
  • implement appropriate technical and organisational measures to protect the personal data against unauthorised or unlawful processing and against accidental loss, destruction, damage, alteration or disclosure;
  • take all reasonable steps to ensure the reliability of its staff and agents who may have access to the personal data and ensure that such staff and agents (a) are informed of the confidential nature of the personal data; and (b) have undertaken training in the laws relating to handling personal data;
  • not cause or permit the personal data to be published, disclosed or divulged, or transferred to a third party or to be transferred outside of the European Economic Area without the prior consent of Heather Wellbeing; and
  • notify Heather Wellbeing within five (5) Business Days if it receives any complaint, notice or communication which relates directly or indirectly to the processing of the personal data or to either party’s compliance with Data Protection Legislation and the data protection principles set out therein, and it shall provide Heather Wellbeing with full co-operation and assistance in relation to any such complaint, notice or communication.

THERAPIST WARRANTIES AND INDEMNITY

The Therapist shall provide Heather Wellbeing with any Therapist Content it reasonably requires to be provided with in order to supply the Heather Wellbeing Services.

The Therapist warrants that all Therapist Content it supplies to Heather Wellbeing in connection with this Agreement and/or publishes (or provides to Heather Wellbeing for publication) on the Website will be accurate in all material respects and shall not infringe any other person’s rights (including Intellectual Property Rights) or be defamatory, unlawful, offensive, threatening, or pornographic or otherwise falling below general standards of taste and decency.

The Therapist hereby grants Heather Wellbeing the right:

  • to use and publish the Therapist Content in connection with the provision of Heather Wellbeing Services;
  • to remove, edit, cut-down or otherwise amend Therapist Content published on any Pages, including without limitation where such Therapist Content does not, in Heather Wellbeing’s opinion comply with the warranties, or is otherwise in breach of the terms of this Agreement; and
  • to make use of search engine optimisation services and other mechanisms that embody, incorporate or quote (in whole or part) the trading name of the Therapist or any brands used in connection with the Therapist Services.

The Therapist warrants, represents and undertakes that it shall comply with all applicable laws and advertising regulations in the marketing, sale and provision of the Therapist Services and shall obtain all licences, consents, authorities and insurance it is either necessary or reasonably prudent for the Therapist to obtain in respect of all its business activities and personnel (but especially in connection with the provision of Therapist Services).

Any breach of these warranties will be a Material Breach of this Agreement.

The Therapist hereby agrees to indemnify, keep indemnified and hold harmless Heather Wellbeing and its officers, directors and employees, from and against any and all claims, demands, obligations, actual or alleged causes of action and lawsuits and all damages, liabilities, fines, judgments, costs (including settlement costs), expenses associated therewith (including the payment of reasonable legal charges and disbursements) and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis)) and all other reasonable professional costs and expenses arising out of or in connection with any breach by the Therapist of any term of this Agreement or arising out of any action brought by any third party relating to the Therapist Services provided (or not provided), or actions (or failure to act), of the Therapist or any person (other than Heather Wellbeing) acting on its behalf, including, without limitation any action brought in connection with any Data Protection Legislation, Therapist Content or a Client visit to the Therapist’s venue.

The Therapist acknowledges that Heather Wellbeing enters into this Agreement for its own benefit but also as an agent for the benefit and on behalf of each of its officers, directors and employees (each an “Indemnified Third Party” and, collectively, the “Indemnified Third Parties”’) and that the rights in respect of indemnification set out shall be rights and benefits of each such Indemnified Third Party (as if, in each case, a party to this Agreement in its own right).  Such rights shall be enforceable under this Agreement by Heather Wellbeing as agent for each such Indemnified Third Party.  Notwithstanding the foregoing, the Therapist and Heather Wellbeing may agree in writing to amend any provision of this Agreement without the consent of any of the Indemnified Third Parties, even if that amendment affects or will affect the rights conferred on any Indemnified Third Party hereunder.

This Clause shall survive the termination or expiry of this Agreement.

TERM OF AGREEMENT

This Agreement commences on the Effective Date and will continue in effect unless your account is terminated.

Either party shall be entitled to terminate this Agreement with immediate effect by written notice to the other if:

  • the other party commits a Material Breach of any of the provisions of this Agreement and either that breach is not capable or, in the case of a breach capable of remedy, that party fails to remedy the same within 7 days after receipt of a written notice giving full particulars of the breach and requiring it to be remedied; or
  • the other party is in persistent non-material breach (whether remediable or not) of any of the provisions of this Agreement;
  • an encumbrancer takes possession or a receiver is appointed over any of the property or assets of that other party;
  • that other party makes any voluntary arrangement with its creditors or becomes subject to an administration order;
  • that other party goes into liquidation (except for the purposes of amalgamation or reconstruction and in such manner that the company resulting there from effectively agrees to be bound by or assume the obligations imposed on that other party under this Agreement);
  • anything analogous to any of the foregoing under the law of any jurisdiction occurs in relation to that other party; or
  • the other party ceases, or threatens to cease, to carry on business.

Where a party terminates this Agreement, such party shall have no liability to the other in respect of such termination. Termination of this Agreement, however arising, shall not affect any of the parties’ rights and remedies that have accrued as at termination.

CONFIDENTIALITY

Each party acknowledges that, whether by virtue of and in the course of this Agreement or otherwise, it may receive or otherwise become aware of information relating to the other party, their marketing plans, their clients, Clients, businesses, business plans, finances, technology or affairs, which information is proprietary and confidential to the other party (“Confidential Information”).

Each party undertakes to maintain and procure the maintenance of the confidentiality of Confidential Information at all times and to keep and procure the keeping of all Confidential Information secure and protected against theft, damage, loss or unauthorised access, and not at any time, whether during the term of this Agreement or at any time thereafter, without the prior written consent of the owner of the Confidential Information, directly or indirectly, use, disclose, exploit, copy or modify any Confidential Information, or authorise or permit any third party to do the same, other than for the sole purpose of the performance of its rights and obligations hereunder.

The terms of and obligations imposed by this clause shall not apply to any Confidential Information which:

  • at the time of receipt by the recipient is in the public domain;
  • subsequently comes into the public domain through no fault of the recipient, its officers, employees or agents;
  • is lawfully received by the recipient from a third party on an unrestricted basis; or
  • is already known to the recipient before receipt hereunder.

The recipient may disclose Confidential Information in confidence to a professional adviser of the recipient or if it is required to do so by law, regulation or order of a competent authority.

This Clause shall survive the termination or expiry of this Agreement.

LIABILITY

Heather Wellbeing shall have no liability to the Therapist under or in connection with this Agreement, or any collateral contract, whether in contract, tort (including negligence) or otherwise.  Further, Heather Wellbeing shall not be liable for any loss of income or profits, loss of contracts, goodwill, use or data, or other intangible losses or for any indirect or consequential loss or damage of any kind howsoever arising and whether caused by tort (including negligence), breach of contract or otherwise (even if Heather Wellbeing has been advised by the Therapist of the possibility of such loss or damage).

Nothing in this Agreement shall exclude or in any way limit Heather Wellbeing’s liability for fraud or for death or personal injury caused by its negligence or for its wilful default or any other liability to the extent the same may not be excluded or limited as a matter of law.

This Clause shall survive the termination or expiry of this Agreement.

MISCELLANEOUS

All rights to the Website and the content on it (and all other Intellectual Property Rights belong to or licensed to Heather Wellbeing) remain vested in Heather Wellbeing at all times.  Nothing in this Agreement shall give the Therapist any rights in respect of any such Intellectual Property Rights or of the goodwill associated therewith.  In order to streamline the Website and the content on it (including the Therapist Content), Heather Wellbeing may, at its absolute discretion and from time to time, amend the format, content and style of venue page descriptions, photos and menus.

In the event of a change of control or senior management of the Therapist, the Therapist must bring the existence and terms of this Agreement to the new owner or manager’s attention and inform Heather Wellbeing of the relevant new personnel’s contact details.

Any notice, invoice or other communication which either party is required to serve on the other party shall be sufficiently served if sent to the other party at the address specified in this Agreement (or such other address as is notified to the other party in writing or by email).  Notices sent by registered post or recorded delivery shall be deemed to be served three Business Days following the day of posting. In all other cases, notices are deemed to be served on the day when they are actually received.

We have the right to revise and amend these terms and conditions from time to time to reflect changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in our system’s capabilities, so please review our terms regularly.

The relationship of the parties is that of independent contractors dealing at arm’s length.  Except as otherwise stated in this Agreement, nothing in this Agreement shall constitute the parties as partners, joint venturers or co-owners.

Neither party may assign, transfer, charge, sub-contract or otherwise deal with any part or all of this Agreement without the prior written consent of the other party (not to be unreasonably withheld, conditioned or delayed).

A person who is not a party to this Agreement has no right to enforce any term of this Agreement.

The failure of either party to enforce or to exercise at any time or for any period of time any term of or any right pursuant to this Agreement does not constitute, and shall not be construed as, a waiver of such term or right and shall in no way affect that party’s right later to enforce or to exercise it.

If any term of this Agreement is found to be illegal, invalid or unenforceable under any applicable law, such term shall, insofar as it is severable from the remaining terms, be deemed omitted from this Agreement and shall in no way affect the legality, validity or enforceability of the remaining terms.

This Agreement contains all the terms agreed between the parties regarding its subject matter and supersedes any prior agreement, understanding or arrangement between the parties, whether oral or in writing.

This Agreement shall be governed and interpreted in accordance with the laws of England and Wales.  The parties submit to the exclusive jurisdiction of the English courts to settle any dispute arising out of or in connection with this Agreement.

Breakfast Enterprises Ltd (Heather Wellbeing) company number 11414686, whose registered office is located at Park House, 15-23 Greenhill Crescent, Watford, WD18 8PH, with company number: 11414686.