JULIE BEGBIE ASSOCIATES/ HAPPY WORKPLACE – TERMS OF BUSINESS

Happy Workplace is a trading name of Julie Begbie Associates Ltd. This is a VAT-registered company in Scotland. VAT number 391224310. Company registration SC518154.

  1. PARTIES
    These Terms form part of the contract.
    The Definitions and Law section at the end of these terms. apply to this agreement
    Our contract is set out in these Terms of Business
    The Contract starts from the date both parties have agreed for a Service to be provided/delivered and shall remain in force until such time as the Service(s) are complete
    The Contract will commence from the date both parties have agreed for a Service to be provided/delivered and shall remain in force until such time as the Service(s) are complete.
  1. SERVICES
    a. The scope and timetable for Services to be provided to the Client and the associated cost and expenses of delivering the Services will always be agreed by both parties via the Proposal, prior to commencement of the delivery of the Services. The Proposal along with these Standard T&Cs will form the Contract Happy Workplace has with the Client. Each client will be required to sign a letter of engagement from Happy Workplace no later than 10 working days before the commencement of the project. This signature can be provided electronically or via a scanned hard copy of the letter of engagement.
    b. The Client recognises that by accepting the Contract, whether verbally or in written form (which can be in electronic format), or by allowing us to commence work at the Client site, they are accepting the financial liability of doing so and it is the Client’s responsibility to ensure they fully understand the cost of undertaking the work prior to it commencing.
    c. Where any part of the Service relates to an open event (attended by other organisations and not part of a fixed package of services), the terms and conditions of each event will apply.
    d. Where you have purchased a training or coaching programme, a trainer/coach is there to help you do the work you need to achieve your goals.  If you do not do the work or show up for the sessions, you will make it more difficult for you to make the changes you want.
  1. BASIS OF AGREEMENT
    a. Cancellation rights: As a “consumer”, you may have statutory cancellation rights under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, allowing you to cancel our agreement within 14 days of our making it. But please note that you will still have to pay for services performed and items downloaded in the cancellation period. Outside that period, the whole programme fees become payable.
    b. Authority: We will not order any goods or services on your behalf unless it is authorised by you.
    c. You acknowledge you are responsible for your own physical, mental, and emotional wellbeing and their decisions, choices, actions and results.
    d. You acknowledge that Services do not involve the diagnosis or treatment of mental disorders, are not a substitute for appropriate therapeutic interventions, and it is your responsibility to seek appropriate advice by legal, medical or other qualified professionals, if needed.
    e. The Coach(es) is Julie Begbie.
    f. Insurance: we carry professional indemnity insurance.
  1. TIMING AND STANDARD OF PROVISION OF SERVICES
    a. We will use our reasonable endeavours to deliver services according to the timetable for the programmes as described on happy-workplace.co.uk. If your payment fails for any reason, we reserve the right to remove you from the Facebook group and the Vault.
    b. If you have chosen to pay in instalments, you are liable to continue your instalments until you have paid the full fee. Late payment will result in removal from the programme and you will be sent an invoice for the full outstanding balance.
    c. You may not send a substitute to the programme or session. If you simply do not show up, your payment will not be refunded.
    d. Julie Begbie will normally be available for the time specified for the sessions and coaching calls.  She may not be able to accommodate staying later if you turn up late.
  1. INVOICING, PAYMENTS AND EXPENSES
    a. Happy Workplace will agree with the Client how they wish to be invoiced for the Service – for the avoidance of doubt, all work will be invoiced on completion (at the latest) and Happy Workplace reserve the right to issue interim invoices or request a payment in advance.
    b. Where payment is made in advance of the Service(s) being undertaken, such payments made will be non-refundable.
    c. Where the scope, nature or timing of the Services change, Happy Workplace will work with the Client to ensure payments received are utilised against the required work. All invoices will be paid by the Client within 30 days of the invoice date, preferably by BACS. Remittance advices can be emailed to julie@happy-workplace.com
    d. Where a purchase order number is required, it will be the Client’s responsibility to provide this to Happy Workplace prior to the agreed invoice date.
    e. Where payment by the Client is not paid by the due date (including where this is due to a delay in providing the purchase order), Happy Workplace reserves the right to charge interest on late payment at a rate of 8% above the Bank of England base rate. In addition to the aforementioned statutory interest, if payment is not received by the due date, debt recovery compensation costs will be levied of £50 to cover our own additional costs of collection. If legal action is required to pursue any overdue debt, such costs will also be payable by the Client.
    f. Prices quoted (including any within this Contract) will be net of VAT and where appropriate VAT will be added to the net cost of any invoice at the prevailing rate.
    g. Invoices should be paid in pounds sterling.
    h. We reserve the right to charge interest on overdue amounts at the rate of 2.22% per month (equivalent to unauthorised overdraft rate from the bank). Your subsequent payments will be applied to interest and finance charges first, and then applied to fees/costs outstanding.
  1. OWNERSHIP OF WORK/COPYRIGHT ASSIGNMENT
    a. Rights in all materials produced by us are and shall remain our absolute property.  You may use materials only for your private use to support the learning from your sessions.   You will not disclose or use the materials without our permission for any other purpose.
    b. We will use materials that we have the rights to use. This may include third party material.  You must ensure that our Rights and those of our third party suppliers are respected.
    c. You may only photograph, record or video sessions if recording is agreed, the content delivered by us that is captured by you may only be used by you and may not be disclosed or shown to any other person.
  1. POLICIES AND PROCEDURES
    a. Resolving problems:  If there is anything about the programmes and sessions that is not going as you want, or if you have any query or complaint, speak to us straight away.
    b. Group working: When you are participating in group working you must abide by the group rules and treat everything in the group as confidential information.   You must treat your fellow group members with respect and give them the space to express themselves without worrying that you will judge them or prevent them from speaking.
  1. INFORMATION
    a. Your information and our confidentiality:  We will only use or disclose Confidential Information that you share with us, so we can perform the programme or session, or where we need to disclose it for legal, insurance or our supervisory body’s purposes.  We may keep some Confidential Information to keep a record of what we did for you.
    b. Documents and information:  Where appropriate, we will need to agree with you a safe and secure system of you sending us your confidential documents and information (and us returning them to you). We are not liable for data that is not securely transmitted to us.
  1. DATA PROTECTION AND GDPR
    a. We will process your own Personal Data in line with our Data Privacy Policy. A link to our Data Privacy Policy can be found at happysidehustle.co.uk.
  1. RESTRICTION AND LIMITATION
    a. Force majeure:  We will not be liable for failure to provide Services where it is not reasonably practicable to do so due to circumstances beyond our control.   This will include where Julie Begbie is taken ill or has a family crisis in her immediate family.  This will also include when the British Foreign Office advises nationals not to travel where the session is due to take place. We will do our best to suggest alternative arrangements, offer a suitably qualified substitute, or find alternative dates.
    b. Limitation of liability:  We have quoted you a fee based on these Terms and the level of insurance cover we carry.
    c. There shall be no personal liability of any of our principals, directors, partners, employees, agents or sub-contractors arising in any way out of the performance or non-performance of Services or relating to the supply of products or Services.
    d. We shall have no liability for any indirect or consequential losses or expenses suffered by you, however caused, including but not limited to loss of anticipated profits, goodwill, reputation, business receipts or contracts, or losses or expenses resulting from third party claims.
    e. Our aggregate financial liability to you shall in no circumstances exceed the fees paid for the Services which gives rise to such liability.
    f.  in these Terms shall be interpreted as excluding or restricting any legal liability on us or others where liability cannot legally be excluded or restricted.
  1. TERMINATION
    a.Termination of a Booking/Contract shall not affect rights and obligations already accrued prior to termination, and shall not undermine the continued enforceability of the confidentiality and intellectual property obligations set out in these Terms.
    b. In the event of any material breach of the Contract by either party (including non-payment of invoices), the other party may serve a written notice on the party in breach requiring the breach to be remedied (if the breach is capable of being remedied) within a period specified in the notice. If the breach has not been remedied by the expiry of the specified period, or if the breach is not capable of being remedied the party not in breach may terminate the Contract with immediate effect by notice in writing.
    c. The Contract may be terminated by either party with by giving the other party no less than 10 working days’ notice in writing of their wish to terminate. For the avoidance of doubt, 10 working days’ notice will always apply from the date notice is provided and this will be used in calculating any final charges to be made.
    d. The Contract may be terminated by either party by giving the other party no less than 10 working days’ notice in writing of their wish to terminate. For the avoidance of doubt, 10 working days’ notice will always apply from the date notice is provided and this will be used in calculating any final charges to be made.
  1. CONSEQUENCES OF TERMINATION
    a. Where the Client terminates the Contract under clause 11b, Happy Workplace will reserve the right to charge the Client for all services provided and expenses incurred up until the date of termination, which could equate to up to 100% of the project cost as outlined in the letter of engagement.
    b. Where Happy Workplace terminated the Contract under Clause 11b or 11d or the Client or Happy Workplace terminates the Contract under Clause 11d, Happy Workplace will be entitled to charge the client for all Services provided to date, together with any that were booked up until the date of termination, plus expenses incurred, up until the date of termination. Happy Workplace will continue to deliver Services up until the date of termination, unless the Client requests for this not to happen (all bookings will remain chargeable).
    c. Further to Clause 11c, where Happy Workplace has terminated under Clause 11b, Happy Workplace reserves the right to make a further charge of either (a) a fee for the remainder of the total value of the Contract (the total fee charged will not exceed the total value of the Contract); or (b) a cancellation fee of £250 to cover costs of administration.
  1. SPECIALISTS
    a. Happy Workplace may engage sub-contractors to provide all or part of the Contract being provided to the Client and such engagement shall not relieve Happy Workplace of its obligations under the Contract. Happy Workplace reserves the right to substitute any allocated subcontractor with another suitably qualified sub-contractor where required to deliver the Contract in accordance with the timescales set out.
  1. SEVERABILITY
    a. If any provision of these Std T&Cs is held invalid, illegal or unenforceable for any reason by any Court of competent jurisdiction such provision shall be severed and the remainder of the provisions herein shall continue in full force and effect as if these Std T&Cs had been agreed with the invalid illegal or unenforceable provision eliminated.

15 WAIVER
a. The failure by either party to enforce at any time or for any period any one or more of the terms and conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all terms and conditions of the Standard T&Cs.

16 AMENDMENT, VARIATION & PRECEDENCE
a. Happy Workplace reserve the right to amend these Std T&Cs at any time and will inform the Client prior to the changes coming into effect. These Std T&C’s 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

  1. DEFINITIONS AND LAW
    a. The Contract will be governed by and interpreted in accordance with Scots Law and the parties submit to the jurisdiction of the Scottish courts. Where a dispute arises, both parties to the Contract are obliged, in the first instance, to seek a resolution to the dispute amicably, through negotiation, prior to the raising of any legal action.
  1. In these Terms, the following words or phrases have the meaning set out in this clause.

“Clause”     a numbered clause of this Agreement.

“Coach”     the individual delivering the Happy Side Hustle Mastermind.

 “Confidential Information”  all information:

– that we discover because of or through our connection with you; and

– which is about or relating to you or your business (including financial information, products, services, service levels, customer satisfaction, proposed services and products, pricing, and margins) or your people (including your directors or partners, investors, staff, suppliers, customers, clients, prospects and contractors).

However, “Confidential Information” does not include information that is openly published by you, or information that is publicly available without breach of our confidentiality obligation.

“including” the word “including” shall not imply any limitation on the generality of the concept or thing of which examples are being given.

“Materials” means written, audio and visual materials used or produced in the course of or to support delivery of Services, including handouts, videos, questionnaires, games, case studies, explanatory material, notes, calculations, specifications, reports, designs, drawings, flow charts, plans, trainer notes, reference material, prototypes.

“Participant”       means any individual invited to attend or attending a session comprised in Services, one of our programmes or given access to Materials, including your employees or other contractors.

“Personal Data” information about identifiable living individuals.

“Rights”     includes:

– intellectual property rights including (but not limited to) copyrights, patents, registered designs, design rights, trademarks, service marks, and

– the right to apply for or register any such protection, and

– all rights relating to trade secrets and other unpublished information.

“Services” the work to be supplied or the outcomes to be achieved by us, as set out in a Booking.

“3rd Party Data” Personal Data about an individual other than you.

“Team Member” any individual about whom information is shared with us as part of researching, organising, or delivering Services.

 “You”        refers to the person, firm or organisation for whom Services will be performed by us.

“We” and “us”    refers to the person, firm or organisation agreeing to provide Services.

  1. No waiver: If we or you delay or fail to enforce these Terms on any occasion, that will not affect or limit our or your ability to enforce that term on any other occasion or at any time.
  2. Severability: If any provision of these Terms is unenforceable, words shall be struck out to the minimum extent necessary to make the provision enforceable and this shall not affect the enforceability of the other provisions of our contract.
  3. Law and jurisdiction: All our contracts are governed by Scottish law and subject to the exclusive jurisdiction of the Scottish courts.