Terms of Engagement
1. Parties to the agreement
This agreement is between Shevonne Joyce Pty Ltd, ABN: 86 626 875 438 (“I”, “me” “us”, “we”, “our”, “PEARL”, “membership organisation”) and the PEARL member (“you”, “your”, “yours”, “member”).
We will provide services to you as outlined on www.shevonnejoyce.com/pearl/ during the term and for the membership fee, in accordance with this agreement.
2.1. During the term you will:
(a) communicate honestly, be open to feedback and assistance and commit and make time to participate positively and fully in the membership;
(b) conduct yourself professionally and in good faith at all times and refrain from engaging in any behaviour that may constitute misconduct, defamation, bullying and/or harassment and;
(c) remain personally responsible for your own participation in the services.
3. Fees and Payment
3.1. Payment is to be made in accordance with payment methods set out in the Paypal subscription service, the membership agreement, Paypal’s terms and conditions and this clause.
3.2. Paypal will provide you with a tax invoice containing information of the membership fees and charges, disbursements and expenses, including GST.
3.3. You understand that payment via Paypal is an annual membership fee that auto-renews every 12 months via the payment method you have chosen.
3.4. You understand that the fees and charges are subject to change at any time at our discretion.
3.5. If the fee or any portion of the fee is not paid in full by the due date of auto-renewal or as otherwise set out in this agreement, we reserve the right to:
(a) suspend, cancel or terminate all or any part of the services until all outstanding payments have been received in full;
(b) refer the matter to a debt collector. You agree to indemnify us against any costs associated with debt recovery, including legal fees; and
(c) If our fee or expenses are not paid within the time frame specified by us, we may charge you interest on the unpaid amount at a rate of 10% per annum.
3.6. If you require additional services that fall outside of the services specified in clause 2 of the membership agreement, we will provide you with a separate quote for those services.
4. Intellectual property
4.1. We own all right, title and interest in the material utilised in PEARL. You are granted a worldwide, royalty-free licence to use the material for the purposes of using and implementing within your own business. However, it may not be provided to, used or relied upon by anyone else.
4.2. You maintain all right, title and interest in your own material, works, documentation or copy. You grant us and our personnel a worldwide, royalty-free license to use your material, works, documentation or copy for the purposes of delivering services to you.
4.3. You indemnify, release and hold us and our Personnel harmless from and against any claims or Liability in connection with your use of the material.
5. Confidentiality and privacy
5.1. Our membership relationship, as well as all information (documented or verbal) that you share with us as part of the membership, is bound to confidentiality by privacy laws, but is not considered a legally confidential relationship (like medicine or law).
5.2. We will not disclose your name as a reference without your written consent.
5.3. You understand and agree not to publicly disclose any information shared by other members participating in the membership without their prior written consent.
5.4. You understand and agree that the topics we discuss may be anonymously and hypothetically shared with other professionals for training, supervision, mentoring, evaluation, further professional development, research and/or marketing purposes.
5.5. Nothing in this agreement prevents us from disclosing confidential information where: we are required by law to disclose the information; with your prior written approval; or where the matter has come into the public domain otherwise than as a result of a breach of this agreement, by us.
6. Cancellation and termination
6.1. If you cancel your membership during the term, we reserve the right to charge you the membership fee, in whole or part, at our discretion.
6.2. In the event of this agreement being terminated by you prior to commencement of the services, a termination fee being 25% of the total Fee payable for the Term will be charged.
6.3. This amount is a bona fide pre-estimate of our liquidated loss in time spent setting up, preparation and administration prior to commencing work.
7. Term and termination
7.1. This agreement commences on the date you subscribe to the membership via www.shevonnejoyce.com/pearl/, and continues until terminated by either party.
7.2. If you are a one-on-one client with Shevonne Joyce Pty Ltd, the term commences on the date you sign your individual Client Services Agreement.
7.3. We will not continue to provide the services if:
(a) you do not pay our bills;
(b) you give us information that is deliberately false or intentionally misleading;
(c) You breach any terms in the membership agreement
(d) we, on reasonable grounds, believe that we may have a conflict of interest, or if you indicate to us that we have lost your confidence; or;
(e) for other just cause.
7.4. We will give you at least 7 days’ notice of our intention to terminate this agreement, and of the grounds on which the notice is based.
7.5. Any party to this agreement may immediately terminate this agreement in the event of:
(a) the winding up or bankruptcy of one of the other parties; or
(b) the appointment of a receiver, liquidator and/or manager in insolvency.
8. Events on Termination
8.1. If this agreement is terminated, your access to the services and material will be discontinued immediately
9. Retention of documents
9.1. We will, on completion of the services, retain any papers you leave in our possession for no more than 7 years, on the understanding that we have your authority to destroy the file seven years after the date of our final invoice.
9.2. We are entitled to retain possession of your papers and documents while there is money owing to us for our fees, charges and expenses.
10.1. We will make every reasonable effort to support you to achieve your desired results and objectives. However, we are not responsible nor liable in any way for your actions and any consequences flowing from them.
10.2. You also acknowledge and agree that we have not made any representation, warranty or guarantee in relation to your success, income level, or ability to earn revenue as a result of the services.
10.3. It is acknowledged that whilst we agree to exercise all due skill care and diligence in rendering the services to you, we take no responsibility for your actions and consequences following them, whether acting on our advice or not.
10.4. You are responsible for creating and implementing your own physical, mental and emotional well-being, decisions, choices, actions and results. We are not and will not be liable for any actions or inaction, or for any direct or indirect result of any services provided by us.
10.5. You understand that the services are NOT:
(a) to be used as a substitute for professional advice by legal, mental, medical or other qualified professionals. You will seek independent professional guidance for such matters.
(b) therapy and does not substitute for therapy if needed, and does not prevent, cure, or treat any mental disorder or medical disease. If you are currently under the care of a mental health professional, we may recommend that you inform the mental health care provider of your participation in the membership.
10.6. You indemnify and release us and our Personnel in respect of any claim, demand or action commenced against you, us or our Personnel, for which you are liable or may be held liable.
10.7. The above indemnity is continuing and irrevocable. It continues to have effect during and after termination of this agreement. The indemnity is enforceable against your successors, assigns and legal personal representatives notwithstanding their death, insolvency, the termination of this agreement or any other event.
10.8. Where we cannot exclude Liability at law, our total aggregated Liability is capped at the total fee paid by you during the preceding 12 months.
The parties acknowledge that the relationship created by this agreement is that of a membership organisation and member and not any other relationship and, in particular, not the relationship of employer and employee, principal and agent or a relationship of partnership.
12. Entire agreement
This agreement supersedes all prior undertakings, arrangements and agreements and constitutes the entire agreement between the parties in relation to the subject matter of this agreement.
Any variation of, or amendments to, any terms of this agreement must be in writing and signed by both parties.
14. Governing law
This agreement is governed by the laws of Queensland, Australia.
In this agreement the following definitions apply:
a) Business Day means a day which is not a Saturday, Sunday or designated a public holiday in the State of Queensland, Australia;
b) Material means any data, plans, instructions, training materials, documents, works, online content, descriptions, reports, advice, accounts, drawings, photographs or any other material we provide to you or otherwise make accessible to you, during the term, in any format or media;
c) Liability means any loss, liability, cost, payment, damages, debt or expense (including but not limited to reasonable legal fees);
d) Personnel means any employee, servant, contractor, subcontractor, agent, partner, director or officer of a party;
A reference to:
a) a clause, paragraph, item, part or schedule is a reference to a clause, paragraph of, item, part or schedule to, this agreement;
b) a party is to a party to this agreement and includes that party’s executors, administrators, heirs, successors in title, permitted assigns and substitutes;
c) a reference to a person includes a natural person, body corporate, partnership, trust, association, government, authority, agency, minister, statutory corporation or any other entity;
d) the singular includes the plural and vice versa; and
e) headings will not affect interpretation of this agreement.
Part C: Member acceptance
By subscribing to the membership via the methods outlined in the membership agreement and/or continuing with your membership, you acknowledge that you have accepted and are bound by the terms of the member agreement as outlined above.