TERMS AND CONDITIONS Please read the following important terms and conditions before you buy anything on our website and check that they contain everything you want and nothing that you are not willing to agree to.
YOUR KEY INFORMATION
The Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 say that up to 14 days after receiving your goods, in most cases, you can cancel within 14 days. If you agree the services will start within this time, you may be charged for what you’ve useThe Consumer Rights Act 2015 says:d.- you can ask us to repeat or fix a service if it’s not carried out with reasonable care and skill, or get some money back if we can’t fix it;- if a price hasn’t been agreed upfront, what you’re asked to pay must be reasonable;- if a time hasn’t been agreed upfront, it must be carried out within a reasonable time.This is a summary of some of your key rights. For detailed information from Citizens Advice please visit www.citizensadvice.org.uk or call 0808 223 1133.The information in this summary box summarises some of your key rights. It is not intended to replace the contract below, which you should read carefully.
HOW THESE TERMS WORK
These T&Cs set out:- your legal rights and responsibilities;- our legal rights and responsibilities; and- certain key information required by law.In this contract:- ‘we’, ‘us’ or ‘our’ means Stellafai Limited; and- ‘you’ or ‘your’ means the person (natural or juristic) using our site to buy services from us.
If you have any questions about this contract or any orders you have placed, please contact us by :sending an email to hello@stellafai.com;
Who are we?- We are Stellafai Limited, a company registered in England and Wales under company number: 14052184 with registered office 167-169 Great Portland Street, 5th Floor, London, England, W1W 5PF.- Our VAT number is: 419267284.The details of this contract will not be filed by us. Please print out or save a copy of this contract for your records as we will not save a copy for you.
1. Introduction
(a) If you buy services on, or otherwise use, our site you agree to be legally bound by this contract. (b) If you are buying services on our site in the course of business: (i) the protections set out herein as regards the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 may not apply; (ii) you represent and warrant that you have the required authority to enter into this contract on behalf of the business and agree that the business will be our customer and you will ensure that any of the business’ representatives using our services will comply with this contract and make them aware of our Privacy Policy. (c) This contract is only available in English. No other languages will apply to this contract. (d) When buying any services on our site you also agree to be legally bound by: (i) our website terms and conditions set out in Attachment 1, and any documents referred to in them; (ii) extra terms which may add to, or replace some of, this contract. This may happen for security, legal or regulatory reasons. We will contact you to let you know if we intend to do this by giving you reasonable notice. You can end this contract at any time by providing notice if we tell you extra terms apply; and (iii) specific terms, if any, that apply to certain services, which will be communicated to you during the online checkout process.All of the above documents form part of these T&Cs as though set out in full here.
2. Information we give you
(a) By law, the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 say that we must give you certain key information before a legally binding contract between you and us is made. This information is set out at the start of these T&Cs and elsewhere throughout our website. If you cannot access this information for any reason, you are welcome to contact us via our email hello@stellafai.com and we will provide you with a copy of this information. (b) The key information we give you by law forms part of this contract (as though it is set out in full here). (c) If we have to change any key information once a legally binding contract between you and us is made, we can only do this if you agree to it.
3. Your privacy and personal information
(a) Our Privacy Policy is available at https://www.stellafai.com/privacy-policy. (b) Your privacy and personal information are important to us. Any personal information that you provide to us will be dealt with in line with our Privacy Policy, which explains what personal information we collect from you, how and why we collect, store, use and share such information, your rights in relation to your personal information and how to contact us and supervisory authorities if you have a query or complaint about the use of your personal information.
4. Ordering services from us
(a) Below, we set out how a legally binding contract between you and us is made. (b) You place an order by using the functionality on the website. Please read and check your order carefully before submitting it. You will be able to correct any errors before submitting your order to us. (c) When you place your order at the end of the online checkout process, we will acknowledge it by mail. This acknowledgement does not, however, mean that your order has been accepted by us. (d) We may contact you to say that we do not accept your order. This is typically for the following reasons: (i) we cannot carry out the services (this may be because, for example, we have a shortage of staff); (ii) we cannot authorise your payment; (iii) you are not allowed to buy the services from us; (iv)we are not allowed to sell the services to you; or (v) there has been a mistake on the pricing or description of the services. (e) We will only accept your order when we email you to confirm this (Confirmation Email). At this point: (i) a legally binding contract will be in place between you and us; and (ii) we will provide services as agreed during the online checkout process. (f) If you are under the age of 18 you may not buy any services from the site.
5. Right to cancel
(a) You have the right to cancel this contract within 14 days without giving any reason. However, you do not have the right to cancel if you requested for us to start providing the services during the cancellation period and the services are fully performed (ie the work is completed) during this period. This is further explained in clauses 5(e) and 5(f) below. (b) The cancellation period will expire after 14 days from the day of the conclusion of the contract. (c) The cancellation period will expire after 14 days from the day on which this contract is entered into. (d) To exercise the right to cancel, you must inform us of your decision to cancel this contract by a clear statement to us, for example by emailing us using the contact details available on our website. (e) To meet the cancellation deadline, it is sufficient for you to send your communication concerning your exercise of the right to cancel before the cancellation period has expired. (f) We will not start providing the services during the 14-day cancellation period unless you ask us to. When you place an order for services, you will be given the option to tick a box to request for us to start providing the services during the cancellation period. By ticking the box, you acknowledge that you will lose your right to cancel this contract once the services are fully performed (ie the work is completed). If you do not tick the box, we will not be able to start providing any paid services to you until the cancellation period has expired. We are not obliged to accept your request. (g) This means that if you requested us to start providing the services during the cancellation period and the services are fully performed (i.e. the work is completed) during this period, you lose your right to cancel and will be required to pay the full price under this contract even if the cancellation period has not expired. (h) This does not affect the rights you have if our services are faulty. A summary of these rights is provided at the top of this page. See also clause 10 below.
6. Effects of cancellation
(a) If you cancel this contract, we will reimburse to you all payments received from you, unless you requested for us to start providing the services during the cancellation period, in which case you must pay us: (i) for the services we provided up to the time you told us that you want to cancel this contract, which will be an amount in proportion to the services performed up to that point in comparison with the full price under this contract; or (ii) the full price under this contract, if you lost your right to cancel this contract because the services were fully performed (i.e. the work was completed) during the cancellation period. (iii) We will make the reimbursement without undue delay, and not later than 14 days after the day on which we are informed about your decision to cancel this contract. (b) We will make the reimbursement using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise; in any event, you will not incur any fees as a result of the reimbursement.
7. ACCOUNTS
7.1 ACCOUNTS (a) In order to use some of the functionality of the Website, you will be required to sign-up, register and receive an account through the Website (an Account). (b) As part of the Account registration process and as part of your continued use of the Website, you are required to provide personal information and details, such as your email address, first and last name, preferred username, a secure password, billing, postal and physical addresses, relationship status, living preferences (including area, residence type), mobile phone number, photos and video, audio files, profile information, payment details, ratings and reviews, verified identifications, verified certifications and authentications, and other information as determined by Stellafai from time to time. (c) You agree that you’re solely responsible for: (i) maintaining the confidentiality and security of your Account information and your password; and (ii) any activities and those of any third party that occur through your Account, whether those activities have been authorised by you or not.You warrant that any information you give to Stellafai in the course of completing the Account registration process will always be accurate, honest, correct and up to date and that you have the authority to give such information. (d) Once you complete the Account registration process, Stellafai may, in its absolute discretion, choose to accept you as a registered user within the Website and provide you with an Account. (e) Stellafai reserves the right to contact you about any concerning behaviour by you, or to seek a resolution with you. (f) Stellafai may suspend or cancel your Account for any reason, including for any failure to comply with the Terms. (g) You also agree to let us know if you detect any unusual activity on your Account as soon as you become aware of it.(h) We will not be responsible to you for, and expressly disclaim any liability for, any cost, loss, damages or expenses arising out of a failure by you to maintain the security of your Account information or your password. (i) You agree to release Stellafai from any and all liability for any loss or damage that arises out of or in connection with information you provide that is not accurate, honest, correct or up-to-date.
7.2 ACCOUNT CANCELLATION
(a) (Cancellation by you) You are responsible for the cancellation of your Account. You can cancel your Account at any time by using the functionality provided on the Website. (b)(Cancellation by us) To the extent permitted by law, we reserve the right to terminate your access to any or all of the Website or services at any time without notice, for any reason, provided that we refund to you any fees for services which you have paid for and not received. We may also terminate your access to any or all of the Website at any time without notice without issuing a refund if you breach any provision of these terms.
8. Carrying out the services
(a) We will carry out the services by the time or within the period agreed during the online checkout process and as set out in the Confirmation Email (see clause 4(e)). If you and we have agreed no time or period, we will carry out the services within a reasonable time. (b) Our carrying out of the services might be affected by events beyond our reasonable control. If so, there might be a delay before we can start or restart the services, having made reasonable efforts to limit the effect of any of those events and having kept you informed of the circumstances, but we will try to start or restart the services as soon as those events have been fixed. (c) You agree that: (i) coaching sessions can be recorded for training and quality assurance purposes; (ii) we cannot guarantee a particular result or that the services will be fit for purpose; (iii) scheduling is done at our discretion and is subject to change; (iv) we have the right, without obligation to refund, to remove participants who, in our opinion, mistreat or harass our trainers or any other participant, or who are otherwise disruptive.
9. Subscription
(a) Some of our services are offered on a subscription basis, if you choose to subscribe to the services and features available on our Website (Subscription), you will be charged a monthly fee for 12 months (Initial Term). (b) Your Subscription will renew automatically for an additional 12 month period unless you provide us with notice of termination at least 90 days before the end of the Initial Term. (c) Subscriptions can be upgraded at any time and the fees will be adjusted on a pro-rata basis.
10. Our fees
(a) You will pay all fees for the selected services as specified in your order. (b) We reserve the right to change the fees in respect of any subscription service on notice to you and you can cancel the contract if you do not wish to continue on the basis of the changed fee.
11. Payment
(a) We accept the following credit cards and debit cards: Visa, Mastercard and American Express. We do not accept cash or cheques. (b) We will do all that we reasonably can to ensure that all of the information you give us when paying for the services is secure by using an encrypted secure payment mechanism. However, in the absence of negligence on our part, of any failure by us to comply with this contract or our Privacy Policy (see clause 3) or breach by us of our duties under applicable laws, we will not be legally responsible to you for any loss that you may suffer if a third party gains unauthorised access to any information that you give us. (c) Your credit card or debit card will only be charged when the service commences. [insert details] (d) All payments by credit card or debit card need to be authorised by the relevant card issuer. (e) If your payment is not received by us in accordance with clause 8(c), we may charge interest on any balance outstanding at the rate of 2 percentage points per year above Monzo Bank plc’s base rate. We will email you to let you know if we intend to do this. (f) Nothing in this clause affects your legal rights to cancel the contract during the cancellation period as set out in clauses 5 and 6. (g) All prices are in pounds sterling (£)(GBP) and include VAT at the applicable rate[, but exclude [insert anything excluded from the price]]. (h) To the fullest extent allowed under applicable law, all non-subscription services are non-refundable. (i) If you believe we have incorrectly debited your account, you must contact us no later than 7 days after the date the payment was made or the error appeared.
12. Nature of the SERVICES
The Consumer Rights Act 2015 gives you certain legal rights (also known as ‘statutory rights’). The services that we provide to you must be carried out with reasonable care and skill. In addition: (a) where the price has not been agreed upfront, the cost of the services must be reasonable; and (b) where no time period has been agreed upfront for the provision of the services, we must carry out the services within a reasonable time.
13. Faulty services
(a) Your legal rights under the Consumer Rights Act 2015 (also known as ‘statutory rights’) are set out at the top of this page. They are a summary of some of your key rights. For more detailed information on your rights and what you should expect from us, please: (i) visit our webpage: https://www.stellafai.com/ (ii) contact us using the contact details at the top of this page; or (iii) visit the Citizens Advice website www.citizensadvice.org.uk or call 0808 223 1133. (b) Nothing in this contract affects your legal rights under the Consumer Rights Act 2015 (also known as ‘statutory rights’). You may also have other rights in law. (c) If the services we have provided to you are faulty, please contact us using the contact details at the top of this page.
14. Fair usage policy
Our membership is subject to a ‘fair usage’ policy, under which you must not use the service in a way that a reasonable person would consider to be unreasonable. This includes (without limitation) requesting multiple phone calls on a single topic or quick questions as an attempt to avoid purchasing consulting packages and requesting our consultants to provide consulting services or answers to complex questions without an opportunity to fully consider issues. We reserve the right, in our sole discretion, to: (a) determine whether the fair usage policy has been breached and cancel your subscription, provided we issue a full refund of the fees for the current payment period; and (b) limit usage during peak times and at other times to comply with reasonable usage requirements.
15. Promotions and trial material
You understand that if you make use of any of our trial, proof of concept, beta testing, or other sample services (Sample Services), these are provided without warranty, use is at your own risk and we may terminate the Sample Services at any time and without notice to you.
16. End of the contract
If this contract is ended it will not affect our right to receive any money which you owe to us under this contract.
17. Third party rights
No one other than a party to this contract has any right to enforce any term of this contract.
Website Terms and Conditions for Browsing
These terms apply when you use our website, being www.stellafai.com, and any other websites we operate with the same domain name and a different extension (“Website”).
1. ACCESS AND USE OF THE WEBSITE
You must only use the Website in accordance with these terms and any applicable laws, and must ensure that, where applicable, your employees, sub-contractors and any other agents who use or access the Website comply with these terms and any applicable laws.
2. YOUR OBLIGATIONS
(a) You must not: (i) copy, mirror, reproduce, translate, adapt, vary, modify, sell, decipher or decompile any part or aspect of the Website without the express consent of Stellafai; (ii) during this contract and after its termination, do or say anything, which could be deemed to be harmful to our business, goodwill or reputation; (iii) use the Website for any purpose other than the purposes of browsing, selecting or purchasing services; (iv) use, or attempt to use, the Website in a manner that is illegal or fraudulent or facilitates illegal or fraudulent activity; (v) use, or attempt to use, the Website in a manner that may interfere with, disrupt or create undue burden on the Website or the servers or networks that host the Website; (vi) use the Website with the assistance of any automated scripting tool or software; (vii) act in a way that may diminish or adversely impact the reputation of Stellafai, including by linking to the Website on any other website; and (viii) attempt to breach the security of the Website, or otherwise interfere with the normal functions of the Website, including by: (A) gaining unauthorised access to Website accounts or data; (B) scanning, probing or testing the Website for security vulnerabilities; (C) overloading, flooding, mailbombing, crashing or submitting a virus to the Website; or (D) instigate or participate in a denial-of-service attack against the Website. (b) Our website is dedicated to providing a safe and respectful environment for all users. Any lewd or inappropriate content is strictly prohibited. This includes but is not limited to, sexually explicit language or images, and any other content that may be deemed inappropriate by our moderators. If you violate this policy your account may be suspended or terminated. We reserve the right to remove any content that violates our terms of service.(c) You must pay any amounts due when they are due, failing which we can terminate your contract and/or account. (d) You must ensure your systems are compatible with our systems for you to receive the services.
3. INFORMATION ON THE WEBSITE
(a) While we make every effort to ensure that the information on the Website is as up-to-date and accurate as possible, you acknowledge and agree that we do not (to the maximum extent permitted by law) guarantee that: (i) the Website will be free from errors or defects (or both, as the case may be); (ii) the Website will be accessible at all times; (iii) messages sent through the Website will be delivered promptly, or delivered at all; information you receive or supply through the Website will be secure or confidential; and (iv) any information provided through the Website is accurate or true. (b) We reserve the right to change any information or functionality on the Website by updating the Website at any time without notice, including product descriptions, prices and other Website Content.
4. INTELLECTUAL PROPERTY
(a) Stellafai retains ownership of the Website and all materials on the Website (including text, graphics, logos, design, icons, images, sound and video recordings, pricing, downloads and software) (Website Content) and reserves all rights in any Intellectual Property Rights owned or licensed by it not expressly granted to you. (b) You may make a temporary electronic copy of all or part of the Website for the sole purpose of viewing it. You must not otherwise reproduce, transmit, adapt, distribute, sell, modify or publish the Website or any Website Content without prior written consent from Stellafai or as permitted by law. (c) We own any feedback provided by you on our Website without any compensation to you.We might offer to co-author a case study with you, which can be co-branded and would be published on our Website and any other appropriate websites.
5. THIRD PARTY TERMS AND CONDITIONS
(a) The Customer acknowledges and agrees that third party terms & conditions (Third Party Terms) may apply. (b) The Customer agrees to any Third Party Terms applicable to any third party goods and services, and Stellafai will not be liable for any loss or damage suffered by the Customer in connection with such Third Party Terms.
6. LINKS TO OTHER WEBSITES
(a) The Website may contain links to other websites that are not our responsibility. We have no control over the content of any linked websites, and we are not responsible for that content. (b) Inclusion of any linked website on the Website does not imply our approval or endorsement of the linked website.
7. SECURITY
Stellafai does not accept responsibility for loss or damage to computer systems, mobile phones or other electronic devices arising in connection with use of the Website. You should take your own precautions to ensure that the process that you employ for accessing the Website does not expose you to risk of viruses, malicious computer code or other forms of interference.
8. REPORTING MISUSE
If you become aware of misuse of the Website by any person, any errors in the material on the Website or any difficulty in accessing or using the Website, please contact us immediately using the contact details on our Website.
Liability and Other Legal Terms
These terms apply whether you’re buying services from us, or just browsing our Website
1. LIABILITY
(a) Except for any legal responsibility that we cannot exclude in law (such as for death or personal injury) or arising under applicable laws relating to the protection of your personal information, we are not legally responsible for any: (i) losses that were not foreseeable to you and us when the contract was formed; (ii) losses that were not caused by any breach on our part; (iii) business losses; or (iv) losses to non-consumers. (b) To the maximum extent permitted by applicable law, Stellafai limits all liability to any person for loss or damage of any kind, however arising whether in contract, tort (including negligence), statute, equity, indemnity or otherwise, arising from or relating in any way to this Website, these terms or any services or services provided by Stellafai, is limited to the greater of: (i) the total fees paid to Stellafai by you in the 6 months preceding the first event giving rise to the relevant liability; and (ii) £50GBP. (c) All express or implied representations and warranties in relation to services, our Website and the associated services performed by us are, to the maximum extent permitted by applicable law, excluded. (d) (Indemnity) You indemnify us and our employees and agents in respect of all liability for loss, damage or injury which is or may be suffered by any person arising from your or your representatives’: (i) breach of any of these terms; (ii) use of the Website; (iii) violation of our intellectual property rights; (iv) violation of any of your obligations under any applicable data protection legislation; or (v) use of any services provided by Stellafai. (e) Nothing in these terms or any service order will exclude or limit a party’s liability for fraud or intentional unlawful conduct by a party, or death or personal injury resulting from a party’s negligence. (f) To the extent that the provisions of any applicable law shall impose restrictions on the extent to which liability can be excluded under these terms or an order, including, for the avoidance of doubt, the provisions of sections 3, 6 and 11 of the Unfair Contract Terms Act 1977 in the UK (and its equivalent in any other jurisdiction) relating to the requirement of reasonableness, the exclusions set out in this clause will be limited in accordance with such restrictions. However, any exclusions of liability that are not affected by such restrictions will remain in full force and effect.
2. COMPLAINTS
We aim to provide you with an excellent experience and want to know if we have fallen short so that we can fix things. If you have an issue that arises that you’re not reasonably satisfied with, please get in touch via our chat function and we’ll do what we reasonably can to resolve the matter through the chat or video conversations with our team.If you’d prefer, please send us an email to complaints@stellafai.com, providing as much details as possible about the complaint. We will ensure we acknowledge your email within 2 working days.Your complaint will be swiftly addressed by a senior member of our team to resolve the matter as efficiently as possible.
3. DISPUTE RESOLUTION
(a) A party claiming that a dispute has arisen under or in connection with these terms must not commence court proceedings arising from or relating to the dispute, other than a claim for urgent interlocutory injunction, unless that party has complied with the requirements of this clause. (b) A party that requires resolution of a dispute which arises under or in connection with this agreement must give the other party or parties to the dispute written notice containing reasonable details of the dispute and requiring its resolution under this clause. (c) Once the dispute notice has been given, each party to the dispute must then use its best efforts to resolve the dispute in good faith. If the dispute is not resolved within a period of 14 days (or such other period as agreed by the parties in writing) after the date of the notice, any party to the dispute may take legal proceedings to resolve the dispute.
4. THIRD PARTY RIGHTS
This agreement does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement.
5. FORCE MAJEURE
If we become unable, wholly or in part, to carry out an obligation under this agreement (other than an obligation to pay money) due to an event beyond our reasonable control, the relevant obligation will be suspended to the extent that it is affected by the event.
6. GENERAL
6.1 GOVERNING LAW AND JURISDICTION
This agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.
6.2 WAIVER
No party to these terms may rely on the words or conduct of any other party as a waiver of any right unless the waiver is in writing and signed by the party granting the waiver.
6.3 SEVERANCE
Any term of these terms which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity and enforceability of the remainder of these terms is not limited or otherwise affected.
6.4 JOINT AND SEVERAL LIABILITY
An obligation or a liability assumed by, or a right conferred on, two or more persons binds or benefits them jointly and severally.
6.5 ASSIGNMENT
A party cannot assign, novate or otherwise transfer any of its rights or obligations under these terms without the prior written consent of the other party.
6.6 COSTS
Except as otherwise provided in these terms, each party must pay its own costs and expenses in connection with negotiating, preparing, executing and performing these terms.
6.7 ENTIRE AGREEMENT
This agreement embodies the entire agreement between the parties and supersedes any prior negotiation, conduct, arrangement, understanding or agreement, express or implied, in relation to the subject matter of these terms.
6.8 INTERPRETATION
(a) (singular and plural) words in the singular includes the plural (and vice versa); (b) (currency) a reference to £, or “pound”, is to pound sterling (GBP), unless otherwise agreed in writing; (c) (gender) words indicating a gender includes the corresponding words of any other gender; (d) (defined terms) if a word or phrase is given a defined meaning, any other part of speech or grammatical form of that word or phrase has a corresponding meaning; (e) (person) a reference to “person” or “you” includes an individual, the estate of an individual, a corporation, an authority, an association, consortium or joint venture (whether incorporated or unincorporated), a partnership, a trust and any other entity; (f) (party) a reference to a party includes that party’s executors, administrators, successors and permitted assigns, including persons taking by way of novation and, in the case of a trustee, includes any substituted or additional trustee; (g) (these terms) a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure is a reference to a party, clause, paragraph, schedule, exhibit, attachment or annexure to or of these terms, and a reference to these terms includes all schedules, exhibits, attachments and annexures to it; (h) (document) a reference to a document (including these terms) is to that document as varied, novated, ratified or replaced from time to time; (i) (headings) headings and words in bold type are for convenience only and do not affect interpretation; (j) (includes) the word “includes” and similar words in any form is not a word of limitation; and (k) (adverse interpretation) no provision of these terms will be interpreted adversely to a party because that party was responsible for the preparation of these terms or that provision.
6.9 NOTICES
(a) A notice or other communication to a party under this agreement must be: (i) in writing and in English; and (ii) delivered via email to the other party, to the email address specified in this agreement, or if no email address is specified in this agreement, then the email address most regularly used by the parties to correspond regarding the subject matter of this agreement as at the date of this agreement (Email Address). The parties may update their Email Address by notice to the other party. (b) Unless the party sending the notice knows or reasonably ought to suspect that an email was not delivered to the other party’s Email Address, notice will be taken to be given: (i) 24 hours after the email was sent, unless that falls on a Saturday, Sunday or a public holiday in the state or territory whose laws govern this agreement, in which case the notice will be taken to be given on the next occurring business day in that state or territory; or (ii) when replied to by the other party, (iii) whichever is earlier.
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