Thank you for choosing to work with Lucky Silver Linings. We are confident that you will experience great benefits from participating in this Service, Program, Product, Course, Meditation, or Program Material and we look forward to supporting your journey to motherhood. In order to gain the most from your experience with Lucky Silver Linings please read and confirm that you agree with the provisions below. Please do get in touch if you are unclear of any of the provisions.

By booking any program with Lucky Silver Linings, you are agreeing to the following Terms and Conditions:

Terms and Conditions for Group Programs 2023.pdf 392.67 KB

 General

1.1 Subject to these terms, Lucky Silver Linings agrees to provide access to the program that you have chosen. The term ‘Program' includes, but is not limited to group programs, YouTube videos, Facebook lives, masterclasses, workshops, training programs, group coaching and masterminds, whether free or paid.

1.2 These Terms and Conditions apply to the use and access of any free or paid resources which are provided directly to you or through our website or sales pages. This may include, but is not limited to, audio files, workbooks, emails, PDFs, introductory sessions, podcasts or workshops.

1.3 Please note that the use of the term ‘healing’ in any of the content of the program does not, and is not intended to represent or imply that medical advice or treatment is being provided. We are not qualified medical practitioners and do not provide medical consultations or advice relating to medical, psychological, psychiatric or other health conditions. Should you experience any health concerns, we would encourage you to seek professional medical advice.

1.4 The chosen program may include, but is not limited to, the use of mindset work, inner enquiry exercises, subconscious belief work, guided journaling questions, recorded or live meditations and energy work. These methods are all to be used as holistic support and are not intended to be taken as medical advice or treatment.

1.5 The chosen program uses a number of highly effective energetic practices. It is normal for emotions or traumas to be triggered during the process and you may feel shifts in energy for a few days following completion of the suggested exercises. The experience is different for each individual and it is your responsibility to  maintain a good self-care routine following each session and to obtain professional medical support if required.

1.6 Any information provided by Lucky Silver Linings as part of this program is for guidance purposes only and must not be taken as advice or a guarantee of any outcome.

1.7 By booking a program you acknowledge that you have read, understand, and agree to be bound by the terms of this Agreement.
 
Payment

2.1 In exchange for the service, you agree to pay the amount stated at the time of booking. If a product offers a 7-day Money Back guarantee, an email must be sent to sarah@luckysilverlinings.co.uk within 7 days of the purchase and the refund will exclude any processing fees.

2.2 The total amount is due at time of booking, unless a payment plan is agreed with Lucky Silver Linings.

2.3 Where relevant, your place on the program may be cancelled if payment is not made within the specified time and any deposit paid will not be refunded.

2.4 Subject to clause 3, you are responsible for the total fee as stated at the time of booking, regardless of whether or not you attend all sessions.

2.5 You authorise Lucky Silver Linings to process payment by way of bank transfer, cash, through Stripe or a similar platform.

2.6 Payment plans may be arranged at the discretion of Lucky Silver Linings. If we agree to payment for our services by payment plan, a supplementary fee may be charged.

2.7 If a payment plan is agreed, you must pay the first instalment at the time of booking.

2.8 If you fail to make any of the payments on the date due we shall invoice you immediately for the whole of the outstanding balance and payment for that invoice will become due immediately.

2.9 In the event payment is beyond 14 days overdue then we shall be entitled to terminate this agreement and instruct a collection or legal agent to seek recovery of the fee along with interest and any accrued costs incurred.

Cancellation/Amendments

3.1 Cancellations and amendments are subject to the conditions below and can be made at any time.

3.2 If you wish to cancel your place on the program within 14 days of the date of this Agreement, you will be given the option to select an alternative service or to receive a refund (provided the program has not already commenced and provided the resources/training materials have not been dispatched).

3.3 If we have incurred any reasonable costs, such as payment fees, these will be deducted from any money you have already paid.

3.4 The program is non-refundable save for the circumstances set out in clause 3.2 and 3.8.

3.5 In light of our clear refund policy, no chargeback or threatened chargeback claims from your debit or credit card provider will be accepted.

3.6 We reserve the right to amend the techniques used during the program based on the topic(s) being worked on and the suitability of the modality.

3.7 You may choose to alter your package at any time only by including more services. You will be charged for any sessions that have already been fulfilled and will be required to make payment for any additional services.

3.8 If due to exceptional circumstances, we need to cancel a session, you will be notified as soon as possible and an alternative date will be provided. In the event we are unable to deliver the services, you shall be entitled to a partial refund for any of the services which you have paid for but have not yet received.

Results and guarantees

4.1 Although coaching and meditational modalities have great benefits, your success and results depend on many factors, including but not limited to your personal motivation, your time commitment, how effectively you implement the strategies taught in the program and your efficiency in following up on each module of the program and existing health conditions.

4.2 Testimonials and examples provided are not intended to represent or guarantee that you will achieve the same or similar results.

4.3 Lucky Silver Linings does not provide medical, legal, psychological or psychiatric advice as part of this program. All opinions are provided for your consideration and should not be solely relied upon. We aim to provide great benefits from your participation in the program, however, Lucky Silver Linings does not guarantee or represent in any way that you will attain a certain level of health, successful pregnancy, or any other metric of success. It is your responsibility to obtain professional advice as required.

4.4 The information provided during the program will be general in nature and will not be personalised. Whilst we will make every effort to accommodate questions, we cannot guarantee that there will be time during a group program. Should you require personal or one-to-one support, or feel that you require further contact or support please contact Lucky Silver Linings at sarah@luckysilverlinings.co.uk for information on how we may be able to assist you further.

4.5 Should you require medical support we recommend that you seek the advice of your physician or other qualified health providers with any questions you may have regarding any medical condition.

4.6  As part of your participation in the program you may be required to review and make decisions concerning your personal and home life, business and career, finances, lifestyle, education and development and health and wellness. You understand that any such reviews, subsequent decisions, implementation and action will be your sole responsibility and that we shall not be liable for your failure to make decisions, put into action plans or strategy, or for any results whether direct or indirect arising out of your access to the program.

4.7 It is your responsibility to integrate and use the training provided and you will be required to  conduct self study between sessions to gain the full benefit of the program. Lucky Silver Linings cannot be held responsibility for your progress or for any support required outside of the scheduled sessions.

Health

5.1 In order to experience the full benefits of the program, it is advisable not to drink alcohol or consume any recreational drugs for at least 48 hours before the start of each session and 48 after the session. If you are under the influence of alcohol or drugs your place on the program may be cancelled and you will not be entitled to a refund.

5.2 Lucky Silver Linings does not claim to diagnose, heal, treat or cure any health conditions and you must continue to take any prescribed medication throughout the entire duration of the any program provided by Lucky Silver Linings.

5.3 You must inform us of any health conditions you have which may impact on your ability to participate in the program.

5.4 The exercises included as part of your program may involve the use of gentle breathing or physical movement. You must advise the us if you are likely to suffer an adverse reaction to the use of any of these techniques.

5.5 It is your responsibility to advise us prior to the start of the session of any injuries, discomfort or health conditions you have which may impact on your ability to participate in the program.

5.6 During the program you may be exposed to information or situations that trigger deep or otherwise unresolved emotional responses. By participating in the program you are confirming that you are mentally well enough to do so and you understand that you are personally responsible for managing your own emotional state.

5.7 You agree not to hold us liable for any emotional distress experienced as a result of your participation in the program and we reserve the right to terminate your access where we have concerns as to your suitability to safely use the program.

Reasonable use of equipment

6.1 During the program we may use equipment which requires specific handling and you must take reasonable care at all times during the session to ensure your safety.

6.2 Lucky Silver Linings will not be liable for any injury or loss which is caused by your mistake, error or negligence.

Access to program

7.1 Provided these terms are adhered to, you will be given access to the program for the duration as agreed.

7.2 Please note that the program is subject to change and modules may be added or removed and you will also benefit from these changes.

7.3 Where the program is delivered via an online platform, it will be at the discretion of Lucky Silver Linings to record the live calls and this cannot be guaranteed. Recording a session is dependant on several factors such as connectivity, storage, sensitivity of information being discussed etc.

7.4 Unless otherwise agreed, the sessions will be delivered via an online platform or meeting facility such as Facebook or Zoom.

7.5 It is your responsibility to ensure that you understand the mode of delivery for all purchases and have access to these platforms. 

7.6 Whilst we have made every effort to ensure that the availability and delivery of our products are of a high standard, we cannot guarantee that your access will not be suspended or restricted from time to time, including to allow for repairs, maintenance or updates. Where possible, we will endeavour to limit the frequency and duration of suspension or restriction. If you experience any problems with accessing the program please email us as soon as possible.

7.7 We will be not be liable to you for damages or refunds, or for any other recourse, should our services become unavailable or access to the them becomes slow or incomplete due to any reason, such as system back-up procedures, internet traffic volume, upgrades, overload of requests to the servers, general network failures or delays, or any other cause which may from time to time make our services inaccessible to you.

7.8 We are not responsible for delays outside of our control. If our supply of the program is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will endeavour to take steps to minimise the effect of the delay. 

7.9 Where your session involves use of a third party platform it is important that you take steps to ensure your privacy, as Lucky Silver Linings is unable to monitor or control activity on separate platforms.

7.10 You must present to all live sessions in appropriate attire, as you would in a face to face session, and you are solely responsible for the environment and space you are working in.

7.11 All live group sessions are scheduled for a specified time and date. It is your responsibility to ensure you attend the scheduled sessions as live calls will only be delivered once during the program.

7.12 We reserve the right to make changes to the program, in whole or part, as we reasonably require without notice to you. If we make changes, we will ensure the program still matches the original description, except where the change enhances the original description. We shall not be liable for any reasonable changes or cancellations that are made to the program.

Use of online or shared platforms

8.1 By posting or submitting any material on or through our Programs, Courses, or Services such as comments, posts, photos, images or videos or other contributions, you are indicating that you are the owner of all such materials and you are at least 18 years old.

8.2 As part of the selected program you may be provided with access to a private Facebook or other Group hosted on a social media platform. These Terms apply to all Groups created by Lucky Silver Linings.

8.3 By participating in our private Groups, coaching calls or inside the online course portal (including our Facebook community), you consent to us using photographs, videos, audio recordings, testimonials and/or any other materials submitted by you to us in connection with your participation in our Program, Course or Services for our marketing or promotional efforts, without compensation to you at any time, now or at any time in the future.

8.4 You understand that the Group may be hosted on a public platform and therefore, your privacy cannot be guaranteed. Whilst we endeavour to keep information private and confidential, once information is posted online we are unable to control its reach. You understand that you are responsible for any information that you share in the group, or at any time during the program, and you understand that other members will also see what is posted.

8.5 You must not share, repost or sell any content outside of the Group.

8.6 You understand that the following behaviour is prohibited in all platforms created and used by Lucky Silver Linings:

Self promotion (unless permission is obtained directly from us)

Spam or attempts to solicit clients.

Abusive or discriminatory posts, hate speech, direct or indirect attacks on an individual or group.

8.7 Any prohibited behaviour will result in immediate termination of this Agreement in accordance with clause 11 of this Agreement

8.8 Should you wish to privately offer sessions to clients, this will be your sole responsibility and your business will be separate from Lucky Silver Linings

8.9 Participation in Programs, Courses or Services offered by Lucky Silver Linings is not intended to, or shall not be deemed to establish any partnership or joint venture between you and Lucky Silver Linings.

Use of materials, methods and systems

9.1 It is at Lucky Silver Linings’s discretion to use alternative modalities as part of the program as and when necessary.

9.2 You agree that all methods, processes, and strategies taught by Lucky Silver Linings are our sole and exclusive property and constitute a confidential proprietary system that is protected by law, including but not limited to copyright, trademark, and trade secret law.

9.3 Lucky Silver Linings’s system includes all materials associated with the program, all coaching strategies, all associated coaching advice, all video content, all meditations and all written material.

9.4 You agree to maintain the confidential nature of the program and its related materials, strategies, and advice, and you agree not to duplicate, disseminate, distribute, or otherwise disclose any part for any reason to third parties unless such disclosure:

9.5 You must not at any time share or provide access to this content to anyone who is not a member of the program.

9.6 We have invested significant time, effort and expense into our Programs, Products, Courses, Meditations, Services and Program Material. This information is valuable, special and are unique assets belonging to Lucky Silver Linings, which require protection from improper and/or unauthorised use.

9.7 By purchasing any of our Programs, Products, Courses, Meditations, Services or Program Material you agree that your access will be for your own personal use and reference. You must not at any time permit any product to be used for any other purpose.

9.8 When you enrol in or purchase our Programs, Products, Courses, Meditations, Services or Program Material you agree that you are clearly and expressly prohibited from doing the following:

9.9 You agree that any violation of the terms of this section will cause substantial and irreparable harm to Lucky Silver Linings and that we are entitled to seek any form of legal redress available, which may include injunctive relief and substantial damages.

Force Majeure

10.1 Except for an obligation to pay fees, neither Lucky Silver Linings nor you shall be liable for failure to perform any obligations under this Agreement during any period in which they cannot be performed due to matters beyond our control. This includes, but is not limited to, strike, fire, flood, or other natural disaster, war embargo, or riot, cyber-attack, sickness, provided that the delayed immediately notifies the other party of such delay. The terms of this clause shall not exempt Lucky Silver Linings or you from the obligations hereunder, but merely suspend the duty to perform them until the force majeure condition ceases to exist.

10.2 In such circumstances the affected party shall be entitled to a reasonable extension of the time for performing such obligations.

Termination

11.1 Lucky Silver Linings reserves the right to terminate this Agreement at any point if we feel that you are being disruptive, are acting in breach of the law, or are in violation of this Agreement. All fees will become payable by you upon termination of this Agreement.

11.2 We shall be entitled to limit the provision of the program or suspend, and/or terminate this Agreement with immediate effect and without refund of any fee, whether paid or remaining due and payable, if we reasonably determine that you have: committed a material breach of any of your obligations under this Agreement; or failed to provide payment of any sum due to us as and when it becomes due; or become subject to a bankruptcy or similar financial order or proceedings; or acted or behaved dishonestly, fraudulently, or in a way which we reasonably consider may have a detrimental effect on our business or reputation; or failed to positively engage with the program or impaired the delivery of the mastermind to you or a program participant; or acted in a way which is abusive or is intended to cause offence to us or a programme participant; and/or failed to abide by any term of this Agreement or any other guidance we may provide whether such action constitutes a material breach or not.

11.3 Upon termination of this Agreement for any reason: your access to all Services, any private social media accounts, any Groups, and any other online resources, will be removed, unless expressly agreed otherwise. We will not be liable to you for any claims relating to the removal of that access; any Fee or other monies owed by you to us will become immediately due and payable; any terms of this Agreement which either expressly or by their nature relates to the period of time after termination and/or the Services have been delivered, shall remain in full force and effect; you shall cease to use, either directly or indirectly any Content, Systems or Confidential Information belonging to us, or provided by us to you, and shall immediately return to us or destroy any copies in your possession or control.

Confidentiality

12.1 Confidential information refers to any data or information relating to you, whether business or personal:

- which would reasonably be considered to be private or proprietary to you;

- that is not generally known, and;

- where the release of that confidential information could reasonably be expected to cause     harm to you.

12.2 Lucky Silver Linings agrees that we will not disclose, divulge, reveal, report or use, for any purpose, any confidential information which we have obtained, except as authorised by you or as required by law. The obligations of confidentiality will apply for the duration of the session and will survive indefinitely upon termination of this Agreement.

12.3 All written and oral information and material disclosed or provided by you to us under this Agreement is confidential information regardless of whether it was provided before or after the date of this Agreement or how it was provided to us, unless it falls under clause 13 or 14.

12.4 Any information disclosed to you by Lucky Silver Linings as part of the course must also remain confidential.

12.5 The nature of the course will mean that participants may share sensitive and personal information during the course. All information shared by other participants must be kept confidential at all times.

Testimonials and feedback

13.1 We may ask you to provide a testimonial of your experience with us.

13.2 Should you wish to provide a testimonial, if you voluntarily provide any feedback by email or on a social media platform, or if you provide any comments you confirm that you give your consent for Lucky Silver Linings to use the text in its entirety, or in part in order to promote our business.

13.3 You agree and consent that any comments made to or about Lucky Silver Linings or its practitioners by you on any social media platform (whether on a personal profile, business profile or in a group) can be used by Lucky Silver Linings in order to promote our business.

13.4 You confirm that the testimonial, feedback or comment can be used in all media, including: printed materials, business communications, presentations, social media and in the advertising of services generally.

13.5 You give consent to Lucky Silver Linings to edit the testimonial as necessary, without consulting you, provided the message remains the same.

13.6 You give Lucky Silver Linings consent to refer to your business name, country and first name and last name, unless otherwise specified, on the testimonial and agree that the testimonial is given voluntarily and you will not receive financial compensation for it. Should you wish to remain anonymous you can request for your name to be changed at the time of submission.

Photography and Filming

14.1 We may ask for your consent to use photographs and/or video recordings including images of you, both internally and externally to promote our services. Should you prefer not to use an image  we may request to use an alternative royalty free photo with your testimonial.

14.2 You understand that these images may be used in print and digital media formats, including print publications, website, e-marketing, posters, banners, advertising, film, social media, and teaching purposes.

14.3 You have the right to request to see a copy of the information we hold about you and to request corrections or deletions of the information that is no longer required.

14.4 You can ask Lucky Silver Linings to stop using your images at any time, in which case it will not be used in future publications, but may continue to appear in publications already in circulation.

Complaints

15.1 We are committed to providing the best service possible. If for any reason you are not satisfied with the service, please contact us at sarah@luckysilverlinings.co.uk in the first instance.

15.2 We will look into your complaint and where you have a genuine concern we will endeavour to resolve the issue.

15.3 If you are not satisfied with the outcome, you agree that any dispute arising out of or related to this Agreement or the Program shall be submitted to mediation in good faith to settle such a dispute. The mediator will be nominated by  Lucky Silver Linings and any reasonable suggestions you provide of a mediator will be considered.

15.4 Gossiping or speaking ill against Lucky Silver Linings to clients, friends, and fellow facilitators/Colleagues at any time is strictly not permitted. Should you feel unhappy about the management style, approach or working relationship you share with our company, you must communicate clearly and promptly to the management and bring it to the notice of the owner and manager, before jumping to any conclusions.

Waiver

16.1 The waiver or failure of Lucky Silver Linings to exercise any obligation under this Agreement shall not be deemed a waiver of any further right.

Severability

17.1 If any provision of this Agreement is invalid, illegal, or unenforceable under any applicable statute or rule of law, it is to that extent to be deemed modified in order to comply with applicable law, and the remaining provisions shall not be affected in any way.

Governing Law

18.1 This Agreement shall be interpreted, construed and enforced in accordance with English law and shall be subject to the exclusive jurisdiction of the English Courts.

Variation

19.1 No variation of this Agreement shall be effective unless it is in writing and signed by Lucky Silver Linings and you (or authorised representatives).

Entire Agreement

20.1 This Agreement is the entire agreement and understanding between Lucky Silver Linings and you and supersedes any prior agreement or understanding whether oral or written relating to this Agreement.

Terms and Conditions [Podia]

Please read these Terms of Service (collectively with Podia’s Privacy Policy located at https://www.podia.com/privacy, and, where applicable, Podia’s EU Data Processing Addendum located at https://www.podia.com/dpa, the “Terms of Service”) fully and carefully before using www.podia.com (the “Site”) and the services, features, content or applications offered by Podia Labs, Inc. (“Podia”, “we”, “us” or “our”) (together with the Site, the “Services”). These Terms of Service set forth the legally binding terms and conditions for your use of the Site and the Services.

1) Acceptance of Terms.

2) Eligibility.

You represent and warrant that you are at least 16 years of age. If you are under age 16, you may not, under any circumstances or for any reason, access or use the Services. We may, in our sole discretion, refuse to offer the Services to any person or entity and change its eligibility criteria at any time. You are solely responsible for ensuring that these Terms of Service are in compliance with all laws, rules and regulations applicable to you and the right to access the Services is revoked where these Terms of Service or use of the Services is prohibited or to the extent offering, sale or provision of the Services conflicts with any applicable law, rule or regulation. Further, the Services are offered only for your use, and not for the use or benefit of any third party. If you are registering with Podia on behalf of an entity or a third party, you represent and warrant that you have full authority to bind that entity to these Terms of Service.

3) Registration.

In order to use the Services, you must register for an account on the Services (an “Account”). You must provide accurate and complete information and keep your Account information updated. You shall not: (i) select or use as a username a name of another person with the intent to impersonate that person; (ii) use as a username a name subject to any rights of a person other than you without appropriate authorization; or (iii) use, as a username, a name that is otherwise offensive, vulgar or obscene. You are solely responsible for the activity that occurs on your Account, and for keeping your Account password secure. You may never use another person’s user account or registration information for the Services without permission. You must notify us immediately of any change in your eligibility to use the Services (including any changes to or revocation of any licenses from state authorities), breach of security or unauthorized use of your Account. You should never publish, distribute or post login information for your Account. You shall have the ability to delete your Account, either directly or through a request made to one of our employees or affiliates.

4) Processing of Personal Data

Your personal data will be treated in accordance with Podia’s Privacy Policy, available at https://www.podia.com/privacy. To the extent that you are a controller that provides Podia with personal data of third party data subjects, including without limitation other users of the Services, that is subject to European Union Regulation (EU) No. 2016/679 of 27 April 2016, also known as the General Data Protection Regulation, you agree to the terms contained in Podia’s EU Data Processing Addendum, available at https://www.podia.com/dpa.

5) Content.

A. Definition. For purposes of these Terms of Service, the term “Content” includes, without limitation, information, data, text, photographs, videos, audio clips, written posts and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the Services. For the purposes of this Agreement, “Content” also includes all User Content (as defined below).

B. User Content. Podia shall not be responsible for any Content added, created, uploaded, submitted, distributed, or posted to the Services by users (collectively “User Content”), whether publicly posted or privately transmitted. You represent that all User Content provided by you is accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations. You acknowledge that all Content, including User Content, accessed by you using the Services is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. We do not guarantee that any Content you access on or through the Services is or will continue to be accurate.

C. Notices and Restrictions. The Services may contain Content specifically provided by us, our partners or our users and such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Services.

D. Use License. Subject to these Terms of Service, we grant each user of the Services a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Services. Use, reproduction, modification, distribution or storage of any Content for other than purposes of using the Services is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right.

E. Availability of Content. We do not guarantee that any Content will be made available on the Site or through the Services. We reserve the right to, but do not have any obligation to, (i) remove, edit or modify any Content in our sole discretion, at any time, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if we are concerned that you may have violated these Terms of Service, or for no reason at all and (ii) to remove or block any Content from the Services.

6) Rules of Conduct.

A. As a condition of use, you promise not to use the Services for any purpose that is prohibited by these Terms of Service. You are responsible for all of your activity, and all activity connected to your Account in connection with the Services (including without limitation your communications and collection of data from other users of the Services).

B. You shall not (and shall not permit any third party to) either (a) take any action or (b) upload, download, post, submit or otherwise distribute or facilitate distribution of any Content, including without limitation User Content, on or through the Services that:
i. infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any other person or entity, or violates any law, rule, or regulation (whether domestic, foreign, or international) or contractual duty;
ii. violates these Terms of Service;
iii. you know is false, misleading, untruthful or inaccurate;
iv. is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, vulgar, pornographic, offensive, profane, contains or depicts nudity, contains or depicts sexual activity, or is otherwise inappropriate as determined by us in our sole discretion;
v. constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (“spamming”);
vi. contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equ ipment or to damage or obtain unauthorized access to any system, data, password or other information of ours or of any third party;
vii. impersonates any person or entity, including any of our employees or representatives; or
viii. includes anyone’s identification documents or sensitive financial information.

C. You shall not: (i) take any action that imposes or may impose (as determined by us in our sole discretion) an unreasonable or disproportionately large load on our (or our third party providers’) infrastructure; (ii) interfere or attempt to interfere with the proper working of the Services or any activities conducted on the Services; (iii) bypass, circumvent or attempt to bypass or circumvent any measures we may use to prevent or restrict access to the Services (or other accounts, computer systems or networks connected to the Services); (iv) run any form of auto-responder or “spam” on the Services; (v) use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Site; (vi) harvest or scrape any Content from the Services; or (vii) otherwise take any action in violation of our guidelines and policies.

D. You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services (including without limitation any application), except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of the Services, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations.

E. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Service, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of us, our users and the public.

7) Third Party Services.

The Services may permit you to link to other websites, services or resources on the Internet, and other websites, services or resources may contain links to the Services. When you access third party resources on the Internet, you do so at your own risk. These other resources are not under our control, and you acknowledge that we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply our endorsement or any association between us and their operators. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such website or resource.

8) Payments and Billing.

A. Paid Services. Certain of our Services may be subject to payments now or in the future (the “Paid Services”). Please see https://www.podia.com/pricing for a description of the current Paid Services. Please note that any payment terms presented to you in the process of using or signing up for a Paid Service are deemed part of this Agreement.

B. Billing. We use a third-party payment processor (the “Payment Processor”) to bill you through a payment account linked to your Account on the Services (your “Billing Account”) for use of the Paid Services. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to these Terms of Service. We are not responsible for error by the Payment Processor. By choosing to use Paid Services, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms and you authorize us, through the Payment Processor, to charge your chosen payment provider (your “Payment Method”). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that it makes even if it has already requested or received payment.

C. Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, through the Payment Processor, do not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand.

D. Recurring Billing. Some of the Paid Services may consist of an initial period, for which there is no charge or a one-time or initial charge, followed by recurring period charges as agreed to by you. By choosing a recurring payment plan, you acknowledge that such Services have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, GO TO https://app.podia.com/account/billing.

E. Current Information Required. YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSOR IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE AT HTTPS://APP.PODIA.COM/SETTINGS. IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY USE OF PAID SERVICES UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR PAID SERVICES AS SET FORTH ABOVE.

F. Change in Amount Authorized. If the amount to be charged to your Billing Account varies from the amount you preauthorized (other than due to the imposition or change in the amount of state sales taxes), you have the right to receive, and we shall provide, notice of the amount to be charged and the date of the charge before the scheduled date of the transaction. Any agreement you have with your payment provider will govern your use of your Payment Method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each billing cycle.

G. Auto-Renewal for Subscription-Based Services. Unless you opt out of auto-renewal, which can be done through your Account settings at https://app.podia.com/account/billing, any subscription-based Services you have signed up for will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional rate. To change or resign your Subscription Services at any time, go to https://app.podia.com/account/billing. If you terminate a subscription-based Service, you may use your subscription until the end of your then-current term; your subscription will not be renewed after your then-current term expires. However, you won’t be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period.

H. Reaffirmation of Authorization. Your non-termination or continued use of a Paid Service reaffirms that we are authorized to charge your Payment Method for that Paid Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Paid Service.

I. Free Trials and Other Promotions. Any free trial or other promotion that provides access to a Paid Service must be used within the specified time of the trial. You must stop using a Paid Service before the end of the trial period in order to avoid being charged for that Paid Service. If you cancel prior to the end of the trial period and are inadvertently charged for a Paid Service, please contact us at hello@podia.com.

9) Warranty and Other Disclaimers.

A. We have no special relationship with or fiduciary duty to you. You acknowledge that we have no duty to take any action regarding:
i. which users gain access to the Services;
ii. what Content you access via the Services; or
iii. how you may interpret or use the Content.

B. You release us from all liability for you having acquired or not acquired Content through the Services. We make no representations concerning any Content contained in or accessed through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, or legality of material or Content contained in or accessed through the Services.

C. THE SERVICES AND CONTENT ARE PROVIDED “AS IS”, “AS AVAILABLE” AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. WE, AND OUR DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (I) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (III) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (IV) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK. SOME STATES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE FOREGOING LIMITATIONS MAY NOT APPLY TO YOU.

D. WE DO NOT GUARANTEE THAT THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS. IN PARTICULAR, THE OPERATION OF THE SERVICES MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES, AND SUCH FAILURES MAY RESULT IN ERRORS OR DATA LOSS. WE DISCLAIM ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN FUNCTIONING, OR BY THE LOSS OF ANY DATA OR INFORMATION YOU PROVIDE TO PODIA. FURTHERMORE, WE DISCLAIM ALL LIABILITY FOR ANY MALFUNCTIONING, IMPOSSIBILITY OF ACCESS, OR POOR USE CONDITIONS OF THE SERVICES DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, TO THE SATURATION OF THE INTERNET NETWORK, AND FOR ANY OTHER REASON.

10) Indemnification.

You shall defend, indemnify, and hold harmless us, our affiliates and each of our and their respective employees, contractors, directors, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys’ fees, that arise from or relate to your use or misuse of, or access to, the Site, the Services, Content, or otherwise from your User Content, your violation of these Terms of Service, or infringement by you, or any third party using your Account or identity in the Services, of any intellectual property or other right of any person or entity. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with us in asserting any available defenses.

11) ARBITRATION CLAUSE AND CLASS ACTION WAIVER – IMPORTANT – PLEASE REVIEW AS THIS AFFECTS YOUR LEGAL RIGHTS:

A. ARBITRATION; CLASS ACTION WAIVER. YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND PODIA OR ITS OFFICERS, DIRECTORS OR EMPLOYEES IN THEIR CAPACITY AS SUCH (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) WITH REGARD TO YOUR RELATIONSHIP WITH PODIA, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THESE TERMS OF SERVICE, YOUR USE OF THE SERVICES, AND/OR RIGHTS OF PRIVACY AND/OR PUBLICITY, WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION IN ACCORDANCE WITH THE STREAMLINED ARBITRATION RULES AND PROCEDURES OF JAMS, INC. THEN IN EFFECT, AND YOU AND PODIA HEREBY EXPRESSLY WAIVE TRIAL BY JURY; PROVIDED, HOWEVER, THAT TO THE EXTENT THAT YOU HAVE IN ANY MANNER VIOLATED OR THREATENED TO VIOLATE PODIA’S INTELLECTUAL PROPERTY RIGHTS, WE MAY SEEK INJUNCTIVE OR OTHER APPROPRIATE RELIEF IN ANY STATE OR FEDERAL COURT IN THE STATE OF NEW YORK. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND PODIA WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. AS AN ALTERNATIVE, YOU MAY BRING YOUR CLAIM IN YOUR LOCAL “SMALL CLAIMS” COURT, IF PERMITTED BY THAT SMALL CLAIMS COURT’S RULES AND IF WITHIN SUCH COURT’S JURISDICTION, UNLESS SUCH ACTION IS TRANSFERRED, REMOVED OR APPEALED TO A DIFFERENT COURT. YOU MAY BRING CLAIMS ONLY ON YOUR OWN BEHALF. NEITHER YOU NOR PODIA WILL PARTICIPATE IN A CLASS ACTION OR CLASS-WIDE ARBITRATION FOR ANY CLAIMS COVERED BY THIS AGREEMENT TO ARBITRATE. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST PODIA INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person’s account, if Podia is a party to the proceeding. This dispute resolution provision will be governed by the Federal Arbitration Act and not by any state law concerning arbitration. In the event JAMS, Inc. is unwilling or unable to set a hearing date within one hundred and sixty (160) days of filing the case, then either Podia or you can elect to have the arbitration administered instead by the American Arbitration Association. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. The arbitration shall be conducted in the English language. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms of Service. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of the Services or these Terms of Service must be filed within one (1) year after such claim of action arose or be forever banned.

B. 30-Day Opt-Out Period. If you do not wish to be bound by the arbitration and class-action waiver provisions in this Section 15, you must notify Podia in writing within 30 days of the date that you first accept these Terms of Service (unless a longer period is required by applicable law). Your written notification must be mailed to Podia at the following address: 228 Park Ave S, PMB 96490, New York, NY 10003-1502. If you do not notify Podia in accordance with this Section 15(b), you agree to be bound by the arbitration and class-action waiver provisions of these Terms of Service, including such provisions in any Terms of Service revised after the date of your first acceptance. Such notification must include: (i) your name; (ii) your email and mailing addresses and (iii) a statement that you do not wish to resolve disputes with Podia through arbitration. If Podia makes any changes to the Arbitration and Class Action Waiver section of these Terms of Service (other than a change to the address at which we will receive notices of dispute, opt-out notices, or rejections of future changes to the Arbitration and Clause Action Waiver section), you may reject any such change by sending Podia written notice within 30 days of the change to the address set forth in this Section 15(b). This notification affects these Terms of Service only; if you previously entered into other arbitration agreements with Podia or enter into other such agreements in the future, your notification that you are opting out of the arbitration provision in these Terms of Service shall not affect the other arbitration agreements between you and Podia.

C. Severability. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration and Class Action Waiver section will be null and void. This arbitration agreement will survive the termination of your relationship with Podia.

12) Limitation of Liability.

IN NO EVENT SHALL WE, NOR OUR DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) OF the greater of (A) fees paid to us for the particular Services during the immediately previous three (3) month period or (B) $500.00.

13) Governing Law and Jurisdiction.

These Terms of Service shall be governed by and construed in accordance with the laws of the State of New York, including its conflicts of law rules, and the United States of America. You agree that any dispute arising from or relating to the subject matter of these Terms of Service shall be governed by the exclusive jurisdiction and venue of the state and Federal courts of New York County, New York.

14) Modification.

We reserve the right, in our sole discretion, to modify or replace any of these Terms of Service, or change, suspend, or discontinue the Services (including without limitation, the availability of any feature, database, or content) at any time by posting a notice on the Site or by sending you notice through the Services, via e-mail or by another appropriate means of electronic communication. We may also impose limits on certain features and services or restrict your access to parts or all of the Services without notice or liability. While we will timely provide notice of modifications, it is also your responsibility to check these Terms of Service periodically for changes. Your continued use of the Services following notification of any changes to these Terms of Service constitutes acceptance of those changes, which will apply to your continued use of the Services going forward. Your use of the Services is subject to the Terms of Service in effect at the time of such use.

15) Miscellaneous.

A. Entire Agreement and Severability. These Terms of Service (including, for clarity, the Privacy Policy and, where applicable, the EU Data Processing Addendum) are the entire agreement between you and us with respect to the Services, including use of the Site, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and us with respect to the Services. If any provision of these Terms of Service is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms of Service will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

B. Force Majeure. We shall not be liable for any failure to perform our obligations hereunder where such failure results from any cause beyond our reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.

C. Assignment. These Terms of Service are personal to you, and are not assignable, transferable or sublicensable by you except with our prior written consent. We may assign, transfer or delegate any of our rights and obligations hereunder without consent.

D. Agency. No agency, partnership, joint venture, or employment relationship is created as a result of these Terms of Service and neither party has any authority of any kind to bind the other in any respect.

E. Notices. Unless otherwise specified in these Terms of Service, all notices under these Terms of Service will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. Electronic notices should be sent to hello@podia.com.

F. No Waiver. Our failure to enforce any part of these Terms of Service shall not constitute a waiver of our right to later enforce that or any other part of these Terms of Service. Waiver of compliance in any particular instance does not mean that we will waive compliance in the future. In order for any waiver of compliance with these Terms of Service to be binding, we must provide you with written notice of such waiver through one of our authorized representatives.

G. Headings. The section and paragraph headings in these Terms of Service are for convenience only and shall not affect their interpretation.

Contact: You may contact us at the following address: 228 Park Ave S, PMB 96490, New York, NY 10003-1502

Effective Date of Terms of Service: Nov 28, 2022