Illuminate Session

PARTIES (1) Ray Dodd Limited, a limited company incorporated and registered in England and Wales with company number 11080799, whose registered office is at 3 Preston Place, Chapel Street, Faversham, Kent, United Kingdom, ME13 8ER. (“we / us / our”); (2) The party list upon signup (“you / your”) BACKGROUND (A) We are in the business of providing coaching services. (B) You wish to obtain, and we wish to provide, the Services on the terms set out in this Agreement. AGREED TERMS 1. INTERPRETATION The following definitions and rules of interpretation apply in this Agreement. 1. Definitions: Applicable Laws: all applicable laws, statutes, regulations and codes from time to time in force. Charges: the sums payable for the Services, as set out in clause 7 of this Agreement. Customer Materials: all documents, information, items and materials in any form, whether owned by you or a third party, which are provided by you to us in connection with the Services. Data Protection Legislation: the UK Data Protection Legislation and (for so long as and to the extent that the law of the European Union has legal effect in the UK) the GDPR (General Data Protection Regulation ((EU) 2016/679)) and any other directly applicable European Union regulation relating to privacy. Intellectual Property Rights: patents, rights to inventions, copyright and neighbouring and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world. Doc ID: 5b5b65e5fef88a774304902082f37f7ff7546a41 Personal Data: the definition given to personal data under the relevant Data Protection Legislation. Services: includes education, coaching and personal development, including services which are incidental or ancillary to such Services. UK Data Protection Legislation: any data protection legislation from time to time in force in the UK including the Data Protection Act 1998 or 2018 or any successor legislation. VAT: value added tax or any equivalent tax chargeable in the UK or elsewhere. 2. Clause, Schedule and paragraph headings shall not affect the interpretation of this Agreement. 3. A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality). 4. A reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time and will include all subordinate legislation made from time to time under that statute or statutory provision. 5. A reference to writing or written includes email.

2. COMMENCEMENT AND DURATION This Agreement shall commence on the date when payment has been made and shall continue, unless terminated earlier in accordance with clause 12 (Termination), until the first anniversary of the commencement of this Agreement, when it shall terminate automatically without notice.

3. OUR RESPONSIBILITIES We will use all reasonable endeavours to supply the Services in accordance with this Agreement in all material respects.

4. FORMAT OF THE SERVICES 4.1.The format of the Services will be as follows: One 90 min session which also includes 1 week of unlimited Voxer support.4.3.We will make our best endeavours to provide you with at least 24 hours’ notice of any change or alteration under clause 4.2 above. Where we are not able to provide this notice due to unforeseen circumstances or circumstances beyond our control, we will not be in breach of this Agreement. 4.4.If our performance of our obligations under this Agreement is prevented or delayed by any act or omission on your part, then, without prejudice to any other right or remedy we may have, we will be allowed an extension of time to perform our obligations equal to the delay caused by you. Doc ID: 5b5b65e5fef88a774304902082f37f7ff7546a41 5. YOUR OBLIGATIONS 5.1.You agree to: 5.1.1.co-operate with us in all matters relating to the Services; and 5.1.2.provide to us in a timely manner all documents, information, items and materials in any form requested by us or otherwise reasonably required by us in connection with the Services and ensure that they are accurate and complete in all material respects; 5.1.3.behave honestly, professionally, courteously and respectfully in all your dealings with us, our clients, and any other third parties to whom you may be introduced or with whom you may interact in connection with the Services; and 5.1.4.make your best endeavours to engage with the Services. 5.2.You are at all times responsible for your physical, mental and emotional health and wellbeing before, during and after the provision of the Services. If at any time you feel unwilling or unable to continue with the Services due to a risk to your physical, mental or emotional health, you agree to advise us immediately and seek appropriate assistance.

6. CHANGE CONTROL Either party may propose changes to the scope or execution of the Services but no proposed changes shall come into effect until the changes have been agreed in writing and signed by both parties.

7. CHARGES AND PAYMENT 7.1.In consideration of our provision of the Services, you will pay the charges listed on this payment page (inc VAT), the first being due on receipt of your invoice, as agreed.

7.2.The Charges will be payable in full immediately upon receipt of our invoice(s). We reserve the right to delay commencement of the Services until all Charges have been paid. 7

.3.Where we agree to perform further services for you, in addition to those listed in Table 1 and as discussed and agreed between us, you will pay the charges for those further services upon receipt of our invoice(s). 7.4.Payment shall be made via credit card, debit card or bank transfer to the bank account or PayPal account We nominate. Time of payment is of the essence. 7.5.You will be responsible for any and all expenses you incur during our provisions of the Services. This includes, but is not limited to, expenses incurred for travel, accommodation, telephone or internet, technology or other IT software or hardware. 7.6.Unless otherwise stated, the price of the Services will be inclusive of VAT. Where the prices are exclusive of VAT, you agree to pay, on receipt of a valid VAT invoice from us, such additional amounts in respect of VAT as are chargeable on the supply of the Services. Doc ID: 5b5b65e5fef88a774304902082f37f7ff7546a41 7.7.If you fail to make any payment due to us under this Agreement by the due date of payment as noted on the invoice, we reserve the right to suspend our performance of the Services and terminate this Agreement. You will be required to pay interest on the overdue amount at the rate of five percent (5%) per annum above the Bank of England base rate from time to time. Such interest shall accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. 7.8.You agree to pay all amounts due under this Agreement in full without any setoff, counterclaim, deduction or withholding (except as required by law). We may, at any time and without limiting our rights or remedies, set off any amount you owe us against any amount payable by us to you. 7.9.All payments are final and no partial or full refunds will be available except where permitted by law.

8. INTELLECTUAL PROPERTY RIGHTS 8.1.We retain ownership of all Intellectual Property Rights in the Services and all materials associated with the Services, excluding the Customer Materials. 8.2.In relation to the Customer Materials, you: 8.2.1.will retain ownership of all Intellectual Property Rights in the Customer Materials; and 8.2.2.grant us a fully paid-up, non-exclusive, royalty-free, non-transferable licence to copy and modify the Customer Materials for the term of this Agreement for the purpose of providing the Services to you. 8.3.We warrant that your receipt and use of the Services will not infringe the rights, including any Intellectual Property Rights, of any third party. 8.4.You warrant that the receipt and use of the Customer Materials in the performance of this Agreement by us will not infringe the rights, including any Intellectual Property Rights, of any third party. 9. DATA PROTECTION Both parties will comply with all applicable requirements of the Data Protection Legislation. To this end, we will only use your personal information as set out in our Privacy Policy [https://www.raydodd.co.uk/privacy-and-cookie-policy/].

10.CONFIDENTIALITY 10.1.Each party undertakes that it will not at any time during this Agreement, and for a period of five (5) years after termination of this Agreement, disclose to any person any confidential information concerning the business, affairs, customers, clients, suppliers, personal circumstances, finances or family circumstances of the other party which is shared in written, verbal or visual format, except as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority. 10.2.No party shall use any other party’s confidential information for any purpose other than to exercise its rights and perform its obligations under or in connection with this Agreement.

11.LIMITATION OF LIABILITY AND DISCLAIMER 11.1.Nothing in this Agreement shall limit or exclude our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession) or any other liability which cannot be limited or excluded by Applicable Laws. 11.2.Subject to clause 11.1, we will not be liable to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with this Agreement for loss of profits, loss of sales or business, loss of agreements or contracts, loss of anticipated savings, loss of or damage to goodwill, loss of use or corruption of software, data or information, or any indirect or consequential loss. 11.3.Subject to clause 11.1, our total liability to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with this Agreement shall be limited to the Charges payable by you to us under this Agreement. 11.4.You acknowledge and agree that we are not licensed psychiatrists, psychologists, mental health professionals or medical professionals and our services are not intended to replace those of such professions. Whilst we have utilised in creating the Services, and we will at all times in our dealings with you utilise, our best professional endeavours and skills, we do not guarantee any specific outcome from your use of the Services. 12.TERMINATION 12.1.Without affecting any other right or remedy available to it, either party may terminate this Agreement with immediate effect by giving written notice to the other party if: 12.1.1.the other Party commits a material breach of any term of this Agreement; or 12.1.2.the other Party takes any action in connection with declaring bankruptcy, entering administration, provisional liquidation, being wound up, having a receiver appointed or ceasing to carry on all or a substantial part of its business. 12.2.This Agreement terminates automatically: 12.2.1.if either party is admitted to hospital or an equivalent health care facility in relation to mental health matters; 12.2.2.on the incapacitation of either party; or 12.2.3.on the death of either party. 12.3.Without affecting any other rights or remedies available to us, we may terminate this Agreement immediately if you fail to pay any amount due under this Agreement on the due date for payment. 12.4.On termination of this Agreement you will immediately pay to us all of our outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, we will submit an invoice, which shall be payable by you immediately on receipt. 12.5.The following clauses will continue in force after the termination of this Agreement: clause 1 (Interpretation), clause 8 (Intellectual Property Rights), clause 9 (Data Protection), clause 10 (Confidentiality), clause 11 (Limitation of Liability) and clause 13 (General). Doc ID: 5b5b65e5fef88a774304902082f37f7ff7546a41 13.GENERAL CLAUSES 13.1.This Agreement is personal to the parties and you will not assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any of your rights and obligations under this Agreement. 13.2.We may at any time assign, mortgage, charge, declare a trust over or deal in any other manner with any or all of our rights under this Agreement, provided that we give prior written notice of such dealing to you. 13.3.If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this Agreement. 13.4.This Agreement constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter. 13.5.Each party agrees that it shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Agreement. 13.6.Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party. 13.7.Each party confirms it is acting on its own behalf and not for the benefit of any other person. 13.8.Unless it expressly states otherwise, 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. The rights of the parties to rescind or vary this Agreement are not subject to the consent of any other person. 13.9.This Agreement may be executed in any number of counterparts, each of which when executed will constitute a duplicate original, but all the counterparts shall together constitute the one Agreement. 13.10.Transmission of an executed counterpart of this Agreement (but for the avoidance of doubt not just a signature page) by email (in PDF, JPEG or other agreed format) shall take effect as delivery of an executed counterpart of this Agreement. 13.11.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. 13.12.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.

Welcome to our privacy notice.

We at Ray Dodd Limited respects your privacy and is committed to protecting your personal data. This privacy notice will inform you as to how we look after your personal data when you visit our website (regardless of where you visit it from) and tell you about your privacy rights and how the law protects you. You can download a pdf version of the policy here.

1. IMPORTANT INFORMATION AND WHO WE ARE

PURPOSE OF THIS PRIVACY NOTICE

This privacy notice aims to give you information on how to collect and processes your personal data through your use of this website, including any data you may provide through this website when you sign up to our newsletter or take part in a competition

This website is not intended for children and we do not knowingly collect data relating to children.

It is important that you read this privacy notice together with any other privacy notice or fair processing notice we may provide on specific occasions when we are collecting or processing personal data about you so that you are fully aware of how and why we are using your data. This privacy notice supplements the other notices and is not intended to override them.

CONTROLLER

Ray Dodd Limited is the controller and responsible for your personal data (collectively referred to as “we”, “us” or “our” in this privacy notice).

We have appointed a data privacy manager who is responsible for overseeing questions in relation to this privacy notice. If you have any questions about this privacy notice, including any requests to exercise your legal rights, please contact the data privacy manager using the details set out below.

CONTACT DETAILS

Our contact details are set out in table 1 below:

Table 1

Full name of legal entity

Ray Dodd Limited

Name or title of data privacy manager

Ray Dodd

Email address

hey@raydodd.co.uk

Postal address

3 Preston Place,

Chapel Street,

Faversham, Kent

United Kingdom ME13 8ER

You have the right to make a complaint at any time to the Information Commissioner’s Office (ICO), the UK supervisory authority for data protection issues (www.ico.org.uk). We would, however, appreciate the chance to deal with your concerns before you approach the ICO so please contact us in the first instance.

CHANGES TO THE PRIVACY NOTICE AND YOUR DUTY TO INFORM US OF CHANGES

This version was last updated in July 2018 and historic versions can be obtained by contacting us.

It is important that the personal data we hold about you is accurate and current. Please keep us informed if your personal data changes during your relationship with us.

THIRD-PARTY LINKS

This website may include links to third-party websites, plug-ins and applications. Clicking on those links or enabling those connections may allow third parties to collect or share data about you. We do not control these third-party websites and are not responsible for their privacy statements. When you leave our website, we encourage you to read the privacy notice of every website you visit.

2. THE DATA WE COLLECT ABOUT YOU

Personal data, or personal information, means any information about an individual from which that person can be identified. It does not include data where the identity has been removed (anonymous data).

We may collect, use, store and transfer different kinds of personal data about you which we have grouped together in table 2 below:

Table 2

Identity Data

includes first name, maiden name, last name, marital status, title, date of birth and gender

Contact Data

includes billing address, delivery address, email address and telephone numbers

Transaction Data

includes details about payments to and from you and other details of products and services you have purchased from us

Profile Data

includes purchases or orders made by you, your interests, preferences, feedback and survey responses

Marketing and Communications Data