Coaching Terms of Use

Antonia Maya Pte Ltd is a company incorporated in Singapore (registration number 202111221M having its registered office at 68 Circular Road, #02-01, Singapore 049422 and succeeded by Basic Ventures LLC 30 N Gould St, Sheridan, WY82801 (“Antonia Maya” or "Coach")

These Terms of Use and any other terms and documents incorporated herein (as may be amended, supplemented or replaced from time to time) (together the “Terms of Use”) apply to your use of (and subscription to) the Antonia Maya Coaching Services, Antonia Maya sites, Natural Balance Online Platform or other products or services, all of which are a part of Antonia Maya’s “Services”.

These Terms of Use are entered into by and between you (“Client”) and Antonia Maya (together, the “Parties”).

Your access to and use of the Services constitutes your agreement to be bound by these Terms of Use. The offering of the Services to you is conditional on your acceptance of these Terms of Use. If you do not agree to these Terms of Use, you must not use or access the Services.

1. Definitions

The following terms apply to these Terms of Use:

"Charges" means the amounts agreed between the Parties from time to time;

"Coaching Services" means the coaching services specified in Part 1 of Schedule 1: Coaching Services;

“Coaching Services Commencement Date” means the date that the Client pays the initial Charges for the Services;

"Deliverables" means the Coaching Services as specified in Part 2 of Schedule 1: Coaching Services that the Coach has agreed to deliver to the Client under these Terms of Use;

"Intellectual Property Rights" means all intellectual property rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights (and these "intellectual property rights" include copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trade marks, passing off rights, unfair competition rights, patents, and rights in designs); and

"Schedule" means any schedule attached to the main body of these Terms of Use.

2. Services and Service Standard

The Coach shall provide the Services to the Client in accordance with these Terms of Use and the Coach shall provide the Services with reasonable skill and care.

 3. Deliverables

The Coach shall deliver the Deliverables to the Client and the Coach shall use reasonable endeavours to ensure that the Deliverables are delivered to the Client in accordance with the timetable set out in Part 3 of Schedule 1: Coaching Services.

4. Intellectual Property Rights & Licence

The Coach hereby grants to the Client a non-exclusive, non-transferable, royalty-free, worldwide, personal licence to use, copy, maintain and store any Deliverables provided during the Term. This licence does not allow the Client to copy, distribute, adapt, edit or share the Deliverables with third parties. The Coach shall retain the Intellectual Property Rights in all Deliverables, Services and promotional/marketing materials.  

5. Charges

The Client shall pay the Charges to the Coach in accordance with these Terms of Use. All amounts stated in or in relation to these Terms of Use are, unless the context requires otherwise, stated inclusive of any applicable taxes.

 6. Payments

The Coach shall issue invoices for the Charges (via payment links) to the Client in advance of the delivery of the relevant Services to the Client. Where payment is made by instalment, any subsequent instalment shall be billed automatically on the relevant invoice date. The Client must pay the Charges to the Coach before the relevant Services under these Terms of Use can commence, or by the date specified in the relevant invoice. The Client must pay the Charges by debit card, credit card, direct debit or bank transfer.

7. Refunds

7.1 Subject to Clause 7.3, the Client has the right to cancel and obtain a full refund within 14 days of the Coaching Services Commencement Date.

7.2 Refund requests should be made in writing to antonia@antoniamaya.com and a full refund will be provided within 10 working days from the date of the request.

7.3 In the event that one or more coaching sessions have already taken place within the first 14 days following the Coaching Services Commencement Date, the Client is still entitled to request a refund but the value of the coaching session(s) shall be deducted from the amount paid by the Client, along with any reasonable costs which have been incurred by the Coach. The value of any sessions which have been provided (or deemed provided due to late cancellation), will be determined pro-rata and will include any preparatory time completed by the Coach.

7.4 There is no obligation on the Coach to refund any amounts paid where cancellation requests are made following the 14 day cancellation period.

7.5 Should the Client wish to obtain a refund outside of the 14 day cancellation period they should set out their request in writing and send it to antonia@antoniamaya.com.

8. Warranties 

8.1 The Coach warrants to the Client that:

(a) the Coach has the legal right and authority to enter into these Terms of Use and to perform its obligations under these Terms of Use; and

(b) the Coach has or has access to know-how, expertise and experience to perform its obligations under these Terms of Use.

8.2 The Client warrants to the Coach that it has the legal right and authority to enter into these Terms of Use and to perform its obligations under these Terms of Use.

8.3 All of the Parties' warranties and representations in respect of the subject matter of these Terms of Use are expressly set out in these Terms of Use. To the maximum extent permitted by applicable law, no other warranties or representations concerning the subject matter of these Terms of Use will be implied into these Terms of Use or any related contract.

9. Limitations and exclusions of liability

9.1 Nothing in these Terms of Use will:

(a) limit or exclude any liability for death or personal injury resulting from negligence;

(b) limit or exclude any liability for fraud or fraudulent misrepresentation;

(c) limit any liabilities in any way that is not permitted under applicable law; or

(d) exclude any liabilities that may not be excluded under applicable law.

9.2 The limitations and exclusions of liability set out in this Clause 9 and elsewhere in these Terms of Use:

(a) are subject to Clause 9.1; and

(b) govern all liabilities arising under these Terms of Use or relating to the subject matter of these Terms of Use, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these Terms of Use.

9.3 The Client acknowledges that the Client takes full responsibility for the Client’s life and well-being, as well as the lives and well-being of the Client’s family and children (where applicable), and all decisions made during and after the Coaching Services. The Client expressly assumes the risks of the Coaching Services, including the risks of trying new foods or supplements, and the risks inherent in making lifestyle changes.

9.4 The Coach cannot guarantee results or outcomes of any kind or over any period. The Coach shall not be liable to the Client in respect of any loss or damage which may arise as a result of these Terms of Use.

9.5 The Coach is reliant on the Client to provide open and honest disclosure of their circumstances. The Coach shall not be liable to the Client in respect of any situation whereby full disclosure and information is not provided.

9.6 From time to time during the provision of the Services the Coach may make recommendations for additional professional support from third parties. The Coach shall not be responsible for the provision of any services by any third parties and makes no guarantee in respect of any recommendations. Details of any affiliate partnerships will be disclosed should any recommendations be made.

9.7 The Client understands that the role of the Coach is not to provide medical health care or nutrition therapy services, or to diagnose, treat or cure any disease, condition or other physical or mental ailment. Rather, the Coach is a mentor and guide who has been trained in holistic wellness modalities to help clients reach their own health goals by helping clients devise and implement positive, sustainable lifestyle changes.

9.8 The Client understands that the Coach is not acting in the capacity of a doctor, licensed dietitian-nutritionist, psychologist or other licensed or registered professional, and that any advice given by the Coach is not meant to take the place of advice by these professionals.  If the Client is under the care of a health care professional or currently uses prescription medications, the Client should discuss any dietary changes or potential dietary supplements use with his or her doctor, and should not discontinue any prescription medications without first consulting his or her doctor. The Client has chosen to work with the Coach and understands that the information received should not be seen as medical or nursing advice and is not meant to take the place of seeing licensed health professionals.

10. Termination

 10.1 Either Party may terminate the Coaching Services by giving to the other Party at least 30 days written notice of termination.

10.2 Either Party may terminate the Coaching Services immediately by giving written notice of termination to the other Party if the other Party commits a material breach of these Terms of Use. Written notice must be sent to the appropriate email address for the Party.

10.3 Either Party may terminate the Coaching Services immediately by giving written notice of termination to the other Party if:

(a) the Coach:

(i) is dissolved;

(ii) ceases to conduct all (or substantially all) of its business;

(iii) is or becomes unable to pay its debts as they fall due;

(iv) is or becomes insolvent or is declared insolvent; or

(v) convenes a meeting or makes or proposes to make any arrangement or composition with its creditors;

(vi)      a person is appointed as an administrator, administrative receiver, liquidator, receiver, trustee, manager or similar is appointed over any of the assets of the Coach;

(b) if either Party:

 (i) dies;

(ii) as a result of illness or incapacity, becomes incapable of managing his/her own affairs; or

(iii) is the subject of a bankruptcy petition or order.

11. Effects of termination

11.1 Upon the termination of the Coaching Services, all of the provisions of these Terms of Use regarding the Coaching Services shall cease to have effect, save that the following provisions of these Terms of Use shall survive and continue to have effect (in accordance with their express terms or otherwise indefinitely): Clauses 1, 4, 6, 9, 11, 12, 13, 15 and 17.

12. Status of Coach

12.1 There is no employment relationship between the Coach and Client, but rather they are independent contractors.

12.2 The termination of these Terms of Use will not constitute unfair dismissal; nor will either Party be entitled to any compensation payments, redundancy payments or similar payments upon the termination of these Terms of Use.

13. Confidential Information

13.1 The Coach acknowledges that in the course of the engagement it will have access to Confidential Information. The Coach agrees to accept the restrictions in this Clause 13.

13.2 The Coach shall not (except in the proper course of the provision of the agreed Services) either during the engagement or at any time after the provision of Services, use or disclose to any person, organisation or company and shall use its best endeavours to prevent the publication of, any Confidential Information. This restriction does not apply to any use or disclosure authorised by the Client or required by law. Neither does it apply to any information which is already in, or comes into, the public domain, otherwise than through the Coach’s unauthorised disclosure of the same.

13.3 The Coach may share the details of the coaching session with their coach supervisor. As far as possible, the Coach shall not disclose any identifiable information about the Client to their supervisor. The Coach supervisor shall at all times be bound by client confidentiality and professional restrictions not to disclose details to third parties in any event.

13.4 The Parties are permitted to share that there is a working relationship between the Parties for the purposes of Client testimonials for the Services. In relation to a testimonial that the Client provides to the Coach for the Coach’s promotional purposes, the Client irrevocably authorises the Coach to copy, exhibit, publish or distribute the testimonial for purposes of promoting and marketing the Coach’s Services, and the Client agrees to make no monetary claim against the Coach for the use of the testimonial statements. The Client waives the right to inspect or approve the finished testimonial product, including written copy or edited video in which the Client’s testimonial may appear.

14. Data Protection

14.1 The Coach shall only process personal data:

  1. as described in these Terms of Use as incidental to the performance of the Services;
  2. for the duration of, but in no event longer than necessary, to complete the Services;
  3. with the legal basis of the processing of data being for the performance of the Services.

14.2 The nature and purpose of the processing shall be in accordance with the performance of these Terms of Use which is expressly not intended to be a data processing agreement and any personal data processed is incidental to the performance of the Services.

14.3 The obligations and rights of the Coach are to maintain the confidentiality of the personal data of the Client, process the personal data in accordance with the purpose and to communicate with the Client.

14.4 The Coach must implement appropriate technical and organisational measures to ensure an appropriate level of security is applied to the personal data processed.

  1.   Complaints

15.1 Should the Client be unhappy with the service provided by the Coach they must comply with the Complaints Procedure as set out in Schedule 2: Complaints Procedure.

  1.   Subcontracting

16.1 The Coach shall remain responsible to the Client for the performance of any subcontracted obligations.

  1.   General

17.1 No breach of any provision of these Terms of Use shall be waived except with the express written consent of the Party not in breach.

17.2 If any provision of these Terms of Use is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions of these Terms of Use will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the Parties, in which case the entirety of the relevant provision will be deemed to be deleted).

17.3 This Agreement may not be varied except by a written document signed by or on behalf of each of the Parties.

17.4 Neither Party may without the prior written consent of the other Party assign, transfer, charge, license or otherwise deal in or dispose of any contractual rights or obligations under these Terms of Use.

17.5 These Terms of Use are made for the benefit of the Parties, and is not intended to benefit any third party or be enforceable by any third party. The rights of the Parties to terminate, rescind, or agree any amendment, waiver, variation or settlement under or relating to these Terms of Use are not subject to the consent of any third party.

17.6 These Terms of Use shall constitute the entire agreement between the Parties in relation to the subject matter of these Terms of Use, and shall supersede all previous agreements, arrangements and understandings between the Parties in respect of that subject matter.

17.7 These Terms of Use shall be governed by and construed in accordance with English law.

17.8 The courts of England & Wales shall have exclusive jurisdiction to adjudicate any dispute arising under or in connection with these Terms of Use.

 

SCHEDULE 1: COACHING SERVICES

  1.   Specification of Coaching Services:  Discover Your Natural Balance & Limitless Potential Programme, Natural Balance Online Platform, Empowering the Feminine Within Programme
  1. The methods and training provided aim to enable the Client to transform emotional and energetic wellbeing, reduce stress, optimise wellbeing, enhance productivity, self-confidence and connection to other people, improve  relationships, create a more balanced and sustainable work-life balance and gain more clarity on professional and personal goals.  
  2. Within the coaching programme, the Client can expect to see more positive emotions and energy, reduction in daily stress, reduced feelings of anxiety and overwhelm, increase in energy and self-confidence, greater connection with other people, increase in happiness and performance levels and enhanced clarity on professional and personal goals.
  3. The effectiveness of the methods and training on achieving results are dependent on compliance and implementation by the Client.
  4. The Coaching Services are not to be construed as counselling and/or therapy of any kind.
  5. The Coaching Services do not include legal or financial advice.
  1.   Specification of Deliverables
  1. The Coach will provide the services by way of coaching calls via Zoom (or other online video services) as agreed between the Parties.  
  2. The Coach will also respond to questions and queries raised by the Client by email raised outside of the coaching sessions. The Coach will respond within 48 hours providing that falls to a working day (excluding bank holidays or other notified period of leave notified in advance).  Otherwise the response will follow on the next working day.
  3. Some coaching sessions will include additional workbooks, information packs and or/online videos for the purpose of the coaching arrangement. This will be provided by the Coach as appropriate and are available via the Natural Balance Online Platform or applicable online portal. The Client should consider the material provided and complete the assignments. Should the Client fail to complete the assignments provided or return it at the agreed time this may result in limitations to the scope of the coaching sessions. All access to the Natural Balance Online Platform, programme online portals, group coaching sessions and other online coaching materials provided by the Coach shall be limited to 1-6 months (as specified in the applicable coaching package), unless otherwise agreed between the Parties in writing. Access to the Natural Balance Online Platform, group coaching and other online resources will be forfeited after this time, even if not used or completed by the Client in the applicable coaching period.
  4. The coaching advice and guidance which is provided is based on the information communicated by the Client to the Coach. The Client should be open and honest in all communications so to obtain the most effective coaching service.