Terms of Service

CLAUSE

1. These terms. 1

2. Information about us and how to contact us. 3

3. Our contract with you. 7

4. Provision of Services. 8

5. General 10

Our terms

1. These terms

1.1 What these terms cover. This document sets out the terms and conditions on which we supply services, products, goods and/or digital content.

1.2 Why you should read them. Please read these T&Cs carefully before you become a Customer, Coach or Donor and thereby subscribe for services, products, goods and/or digital content. These T&Cs tell you who we are, how we will provide services, products, goods and/or digital content to you, how our contract may end, what to do if there is a problem and other important information.

1.3 Definitions and Interpretations.

1.3.1 In these T&C’s, unless the context otherwise requires, the following words and expressions shall have the following meanings:

Coach: a person who voluntarily undertakes to be trained by a WeSpeak master coach and thereafter to instruct, mentor, demonstrate, facilitate the training and/or guide Customers on the fundamentals of public speaking and/or presentation skills and whose rights and obligations are further set out in clause 2.4 of these T&Cs;

Coach the Coaches – a signature training program for WeSpeak Coaches;

Content: has the meaning ascribed to such term in clause 3.2;

Customer: a person or ‘coachee’ who holds a subscription entitling them to participate in and be amenable to WeSpeak coaching and whose rights and obligations are further summarized in clause 2.6 of these T&Cs;

Directors: members of the board of directors of WeSpeak whose particulars are entered in the statutorily prescribed register of directors and officers from time to time;

Donors: a person who makes a contribution (whether money, assets, goods or services) to the Trust and thereby is entitled to WeSpeak Connect subscription packages whether Classic, Premium and/or Patron or otherwise;

Services: products, goods, services and/or digital content provided by WeSpeak

T&Cs: these terms and conditions as the same may be modified, amended or supplemented from time to time;

Trust: has the meaning ascribed to such term in clause 2.1 of these T&Cs;

Users: any person who uses any WeSpeak digital platform, or subscribes for WeSpeak products, goods, services and/or digital content or provides goods or services to WeSpeak (including but not limited to Directors, Donors, Coaches, Customers);

WeSpeak: has the meaning ascribed to such term in clause 2.1 of these T&Cs; and

WeSpeak Connect: has the meaning ascribed to such term in clause 2.2 of these T&Cs.

1.3.2 In these T&Cs, unless a contrary intention appears, a reference to:

(a) the parties intend that these T&Cs shall take effect as a legally binding arrangement;

(b) "amendment" includes any amendment, supplement, variation, novation, modification, replacement or restatement and "amend", "amending" and "amended" shall be construed accordingly;

(d) "including" means including without limitation and "includes" and "included" shall be construed accordingly;

(e) "person" includes any person, individual, firm, company, corporation, government, state or agency of a state or any undertaking or other association (whether or not having separate legal personality) or any two or more of the foregoing;

(f) references to statutory provisions shall be construed as references to those provisions as amended or re-enacted or as their application is modified by other provisions from time to time and shall include references to any provisions of which they are re-enactments (whether with or without modification);

(g) references to clauses and schedules are references to clauses hereof and schedules hereto;

(h) the headings in these T&Cs are inserted for convenience only and shall not affect the construction of these T&Cs;

(i) references to “our”, “our organisation”, “us”, or “we” within these T&Cs are to the Trust and/or WeSpeak (as the case may be) and, when the context provides, our affiliates or partners;

(j) references to the singular shall include the plural and vice versa and references to the masculine shall include the feminine and/or neuter and vice versa;

(k) references to any document are to be construed as references to such document as amended, restated, varied, modified or supplemented from time to time; and

(l) "writing" includes emails. When we use the words "writing" or "written" in these T&Cs, this includes words in the English language produced by any form of electrical or mechanical means including typing, printing, lithography, photography, fax, email and other modes of representing or reproducing words in a legible or visible form.

2. Information about us and how to contact us

2.1 Who we are. WeSpeak Charitable Trust is a Bermuda registered charity with registration number #1017 ("Trust") established to, inter alia, support and further the activities of WeSpeak Bermuda Ltd. ("WeSpeak"). WeSpeak is a local company limited by guarantee, registered in Bermuda under registration number 55008 with a registered office situated at Park Place, 55 Par La Ville Road, Third Floor, Hamilton HM11, Bermuda. The Trust is a registered member of WeSpeak. For the avoidance of doubt, being a User does not make you a registered member of the corporate entity WeSpeak.

2.2 About WeSpeak Connect. We primarily deliver Services through the WeSpeak Connect platform ("WeSpeak Connect") which connects Customers to a group of driven (primarily but not exclusively, female) volunteer Coaches who are committed to helping others enhance their public-speaking skills through coaching, educational opportunities, events and networking. We reserve the right to change any programme (including but not limited to, change the date, the content of the programme or experience, eligibility requirements etc) and will strive to give as much notice as reasonably practicable of proposed changes.

2.3 Overview of Subscription Options. Becoming a User, entitles you to the Services of WeSpeak, a growing movement which inspires women to step up, stand up and speak up in meeting rooms, boardrooms, conference rooms, or the stage—indeed, any space where they may need to find their voice. The subscription options currently available are Classic, Premium and Patron, some of the benefits of which are summarised in clause 2.5 below. These benefits may be subject to change at any time. Moreover, in certain circumstances enumerated in clause 4, we reserve the right to cancel any subscription without refund.

2.4 Rights and Obligations of a Coach. A Coach shall be committed to help inspire women to maximise their public speaking and presentation skills and to project their voice as follows:

2.4.1 Volunteer. A Coach voluntarily and without remuneration undertakes to be part of the WeSpeak enterprise and to facilitate the coaching aims and objects of WeSpeak.

2.4.2 Experience. A Coach must have experience in supporting others, public speaking and/or oral and presentation skills, and the ability to commit the time required to adequately execute the WeSpeak coaching role. All Coaches are required to complete, inter alia, our ‘Coach the Coaches’ training program.

2.4.3 Ambassador. A Coach as an “ambassador” for the WeSpeak program, must further the mission and purposes of WeSpeak, understand and be able to articulate the WeSpeak model and guidelines and champion WeSpeak (including but not limited to promoting membership, engagement, opportunities for women at public events and committing to attend WeSpeak events).

2.4.4 Benefits. A Coach shall benefit from formal coaching from our master or guest professional coaches and, in addition, will be entitled to the various member benefits set out in clause 2.5.

2.4.5 Coaching. A Coach shall strive to create an authentic relationship with her or his assigned coachee - be genuinely interested in what they do, stay in touch, build trust and hereby commit to:

(a) Positivity - display positive and constructive behavior at all times to draw out the coachees expertise through inquiry, curiosity and gentle challenges to help the coachees to stretch into their best.

(b) Listen first – seek to understand. Give the coachee air-time. Ask first, then ask again.

(d) Adapt to the individual – each person is different and will require nuanced attention.

(e) Move the dial – never provide feedback without providing feedforward.

(f) GROW - use the WeSpeak GROW model to establish the goals to be achieved and agreed milestones.

2.4.6 Confidentiality. Every Coach understands that they may be privy to sensitive personal information resulting from the coaching relationship. To foster a trusted relationship and/or to adhere to any duty of confidentiality, each Coach agrees not to disclose any sensitive information (documented or verbal) pertaining to a coachee without the coachee's written consent. For the avoidance of doubt, confidential information does not include information that: (a) was in such Coach’s possession prior to it being furnished by a coachee; (b) is generally known to the public or in the coachee's industry; (c) is obtained by such Coach from a third party, without breach of any obligation to that coachee; (d) is independently developed by such Coach without use of or reference to that coachee's confidential information; or (e) that such Coach is required by law or regulation to disclose.

2.4.7 Duration and Investment. Coaches agree, at a minimum, to engage in WeSpeak ‘Coach the Coaches’ training program and any refresher programs whether in person or virtually, to attend boot camp(s) and to be available from time to time to their coachee.

2.4.8 Limited Liability. Except as expressly provided in these T&Cs, a Coach makes no guarantees or warranties, express or implied. A Coach accepts that should s/he breach the personal data of a coachee, that Coach may be liable to that coachee for damages. Notwithstanding any damages that a Coach may incur, the entire liability under these T&Cs shall be as provided in clause 5.8.

2.5 Subscription Benefits. Users shall be entitled to various Services of WeSpeak based on the package to which they have subscribed including, but not limited to, sections 2.5.1 – 2.5.9 below:

2.5.1 Speakers Database. Eligible to access or, upon approval, to be included in a database of impactful women speakers used by event planners to identify women panelists, keynotes and moderators or eligible to access the Speakers Database to view and connect with women speakers;

2.5.2 Bootcamps. Access, depending on frequency, capacity limits and eligibility requirements, to a range of customised training camps to boost their public-speaking skills through interactive, small workshops and group coaching;

2.5.3 Peer Support. Access to opportunities to practice, develop confidence, improve speaking skills through feedback and feedforward from Coaches;

2.5.4 Leadership Skills. Assist women to hone their leadership skills through coach training and improved communication skills to help advance their brand and/or career;

2.5.5 WeSpeak Connect. Direct access to the numerous features of our one-of-a kind digital platform including group webinar content and programs as well as WeSpeak educational resources;

2.5.6 Education. Access, depending on capacity limits and eligibility requirements, to WeSpeak educational activities and offerings;

2.5.7 Event Notification, Early notification for upcoming events (subject to clause 2.7);

2.5.8 Networking. Connect women with wider peer group and expand their relationship network by providing networking activities with our members, local community leaders, and business allies; and

2.5.9 Collateral. Access to digital training modules, tips and educational materials

In addition to the above, Users with a Premium subscription will also receive:

2.5.10 Coaching. Access to a WeSpeak volunteer coaching network, in-person and online, enabling [women] speakers to access a trained network of Coaches dedicated to building communication and public speaking skills;

In addition to the above, Users with a Patron subscription may also receive:

2.5.11 VIP Invitations. Exclusive invitation only offers from time to time.

For the avoidance of doubt, (a) a Customer or other User will only be entitled to those benefits set out in their subscription package which may differ from the above, and; (b) we reserve the right whether based on demand or otherwise to change the benefits at any time and without prior notice.

2.6 Coachee’s Undertaking. A Customer that is a WeSpeak ‘coachee' by accepting these T&C's:

2.6.1 agrees that WeSpeak shall not be liable for any actions or inaction performed by a Coach when delivering coaching services;

2.6.2 notes and understands that WeSpeak coaching is distinct from professional life, career or leadership coaching, consulting, advising, therapy, counseling or medical treatment;

2.6.3 confirms that public speaking and presentation coaching is not to be used as a substitute for professional advice by legal, mental, medical or other qualified professionals;

2.6.4 acknowledges that every Coach is freely and voluntarily committing their time to the coaching role and is not a professional public speaking coach.

For ease of reference, we may from time to time make available a list of professional service providers who provide life/career/leadership coaching or other services. For the avoidance of doubt, this is not an endorsement or recommendation by us but will provide a reference point should a coachee in her/his absolute discretion decide they require professional services.

2.7 Events. Users will not be guaranteed entry to and may have to remit additional fees (in excess of subscription fees or donations) for certain special events and these will be advertised as such. Attendance at events shall be subject to availability and applications for access to the event shall be made on an event by event basis. Further, we reserve the right to refuse entry to any person who is intoxicated, behaves in a manner which brings WeSpeak into disrepute, contravenes our code of conduct or protocols, behaves in an inappropriate, unsafe, threatening or abusive way to our staff, contractors, or otherwise breaches applicable terms and conditions. No recording of an event or any part of it is permitted in light of privacy-related matters that would need to be addressed and to facilitate an environment in which registrants can participate freely (see our Privacy Notice).

2.8 WeSpeak.bm. The information contained on the WeSpeak.bm website has been prepared solely for the purpose of providing information about the Trust, WeSpeak, our affiliates and the Services that we offer. We have endeavoured to ensure that the information contained on the website is accurate. The website and the information contained on it is provided 'as is' without any warranty or implied term of any kind, either express or implied. Your use of information held on the website and any downloadable item is at your own risk. WeSpeak reserves the right to make alterations and corrections to the information contained on the website at any time and will endeavor to notify you of changes that we may, in our absolute discretion, deem material.

2.9 Copyright and other Intellectual Property Rights. You acknowledge and agree that you will not use the intellectual property rights of WeSpeak without our prior written consent and that the intellectual property rights shall remain the sole property of WeSpeak. For the avoidance of doubt, the copyright and other intellectual property rights in the material contained on the website or on WeSpeak Connect and any trademarks and brands included in that material belong to WeSpeak, the Trust, affiliates or their licensors. No person may copy any part of the material from the website without prior written consent of WeSpeak, other than temporarily in the course of using the website or to keep a record of a transaction entered into using the website.

2.10 How to contact us. You can contact us by writing to us at hello@wespeak.bm or via our contact page at: [https://www.wespeak.bm/get-in-touch ].

3. Our contract with you

3.1 Warranty as to Age and Residential Status. By accepting these T&Cs you warrant that you are at least 18 years of age and possess the legal capacity and authority to enter into any transaction through the website (including instructing us to collect any payments from a payment card or billing account) and to use our website in accordance with these T&Cs. You agree to be financially responsible for all transactions you undertake through your use of our website.

3.2 Contribution to WeSpeak. Users may contribute to WeSpeak in various forms including, but not limited to: remitting donations, in kind services, submitting ideas, questions, feedback; participating in committees and forums; making presentations; delivering speeches; attending events etc. and may develop Content in connection with such participation. For the purposes of this clause “Content” means images, text, written works, graphics, pictures, business, product names, quotes, domain names, corporate names, logos, slogans, inventions (whether or not patentable). Content shall be the exclusive property of WeSpeak (becoming WeSpeak Content). Users hereby fully and irrevocably grant, assign and convey to WeSpeak:

(a) all right, title and interest in and to any and all Content as a contribution to WeSpeak;

(b) the right to use the Content or any part thereof as it sees fit (for example, inclusion of the Content in WeSpeak publication, whether in written, visual or other form and whether individually highlighted or part of a larger compilation); and

(c) the exclusive right (but not the obligation) to seek, patent, copyright, trademark, registered design or other protection for any rights in any such Content.

3.3 Price and payment. We accept donations or other payment by credit card (MasterCard and Visa) payable to WeSpeak Charitable Trust registration #1017 [MERCHANT ACCOUNT DETAILS].

3.4 How we will accept your application. Our acceptance of your application will take place after we have reviewed your submission and processed your donation or payment. Coaches, honorary members or other exempted classes of persons may be waived from the requirement to remit money to the Trust and, in lieu, will need to apply the applicable discount code on registration. If your application is approved, we will email you an acceptance, at which point a contract will come into existence between you and us.

3.5 If we cannot accept your application. We reserve the right to reject applications or renewals. If we are unable to accept or renew your application, we will inform you of this in writing and will not process your donation or other payment. A rejected application may be the result of, amongst other things, unexpected limits on our resources, because a credit or compliance reference we have obtained for you does not meet our minimum requirements, valid payment has not been received (see clause 3.6 below) or otherwise.

3.6 Rejected Payment. In the event that a payment is rejected by any bank or credit card company or we have expired credit card information on file, then your subscription will be suspended until valid payment or the donation is received for value (and at WeSpeak’s discretion, payment of any additional costs incurred by us because of the rejection of the payment). If valid payment is not received then the subscription will be terminated. Any such termination may be back dated to the date when the rejected payment fell due.

3.7 Cancellation. You cannot cancel your subscription during a period which has already been paid for. Your subscription will automatically terminate if payment is not received for the next period or you serve notice on us pursuant to our contact information in clause 2.10 to cancel your subscription 7 days prior to the annual renewal date.

3.8 Subscription term. The standard engagement or subscription term for a Coach and Customer respectively is based on a non-refundable 12-month renewable contract unless agreed otherwise by us. All subscriptions shall be automatically renewed on each anniversary unless and until you choose to cancel it or it is terminated by WeSpeak (see clause 3.6 - 3.7).

3.9 Your order number. We will assign an order number and tell you what it is when we accept your subscription. It will help us if you can reference that registration number whenever you contact us.

3.10 How to tell us about problems. If you have any questions or complaints about our Services, please contact us as set out in clause 2.10.

4. Provision of Services

4.1 Provision of Services. We will supply Services to you (available for download as soon as we accept your donation and application) until the Services are completed, the subscription expires (if applicable) or the contract ends pursuant to clause 3.7.

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

4.3 Resources may vary. We caution that our resource(s) and other digital content may vary from the title assigned to it on our website and/or may be updated or removed from time to time as described in clause 4.4

4.4 Suspending Services. We may have to suspend the supply of a Service:

(a) to deal with technical problems or make technical changes;

(b) to address an emergency (e.g. a security threat);

(d) to make changes to the Service as requested by you or notified by us to you;

(e) for the conduct of scheduled or routine maintenance; and

(f) in response to irresponsible use of WeSpeak Connect (see clause 4.9 below).

4.5 Your rights if we suspend the supply of Services. We will endeavor to contact you in advance to tell you we will be suspending supply of the Services, unless the problem is urgent or an emergency. If we have to suspend the supply of a Service for an extended period or your services, goods or digital content are faulty and can't be fixed (or cannot be fixed within a reasonable time and without significant inconvenience), we will consider extending the subscription period during which you are entitled to WeSpeak Services. You can read additional information about your rights in our Privacy Notice.

4.6 Responsible Use of WeSpeak Connect. WeSpeak Connect is provided as a service to Users, and by accepting these T&Cs you agree to use it responsibly. WeSpeak will monitor the use of WeSpeak Connect for unacceptable or illegal activities, such as spamming, hacking, sharing obscene or indecent material and harassment or defamation. Your access to WeSpeak Connect is at the discretion of WeSpeak and its affiliates and may be blocked, suspended or terminated at any time for any reason including but not limited to violation of these T&Cs, actions that may lead to liability for WeSpeak, disruption of access to other Users and/or violation of applicable laws or regulations. Should you require additional information regarding responsible use of WeSpeak Connect, contact us as set out in clause 2.10.

4.7 Risks. WeSpeak implements technological and security measures and safeguards to ensure that WeSpeak Connect functionality is optimized. By accessing the website and using WeSpeak Connect you expressly agree that we will not be liable for any direct, indirect or consequential loss arising from the use of the information and material contained on our website or from your access of other material on the internet via web links from our website. We cannot accept responsibility for any disruption, damage and/or loss to your data or computer system that may occur while using WeSpeak Connect, the website or any item downloaded therefrom.

4.8 Technical Support. We will make every effort to keep the WeSpeak Connect platform functioning but we cannot guarantee that there will be no disruptions to service. Further, we may not be able to provide appropriate technical support for end users.

4.9 Hyperlinks and Third Party Websites. We use links to other websites to improve your experience of the website or WeSpeak Connect. We will seek to make these links clear, so that you know when you have left our website. Please be aware that other websites are owned and run by other companies and organisations and we cannot accept responsibility for any information you choose to divulge to a linked website. In addition, we cannot accept responsibility for the content of third party websites linked to or from the website or which link to the website. They are independent of WeSpeak and their content may not be endorsed or approved by WeSpeak. Further, if you agree to purchase goods or services offered on or through such third party websites, the resulting agreement will be entirely between you and the relevant third party. WeSpeak will not be involved in, or have any responsibility under, those agreements. We encourage you to review our Privacy Notice.

4.10 How we may contact you. If we have to contact you we will do so on the coordinates you provided to us at registration. You are responsible for ensuring that these contact details remain correct. Should you prefer an alternate method of contact, please notify us in writing before (or, in exceptional circumstances, as soon as reasonably practicable after) any change in your contact details. A party may change its contact details by giving notice by email or by post to our contact information in clause 2.10, the change shall be deemed to take place in our records at 5.00 pm Atlantic Standard Time on the effective date of change. We will not be responsible for not supplying any part of our Services if this is caused by you opting out of receipt of such information or providing us with incomplete, incorrect or outdated contact information.

5. General

5.1 Entire Agreement. These T&Cs constitute the entire agreement between us in respect of the relevant transaction and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between us with respect to the transaction. A printed version of these T&Cs and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to the T&Cs to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in these T&Cs.

5.2 Nobody else has any rights under this contract. These T&Cs are between you and us. No other person shall have any rights to enforce any of its terms. Neither of us will need to get the agreement of any other person in order to end the contract or make any changes to these T&Cs. Neither party shall, without the prior written consent of the other party, assign, transfer or deal in any manner with any of its rights and obligations in these T&Cs. No party shall sub-contract or delegate any or all of its obligations under these T&Cs to any third party or agent, except as expressly set out in this agreement.

5.3 Even if we delay in enforcing our contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these T&Cs, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the products, we can still require you to make the payment at a later date.

5.4 Amending these T&Cs. We reserve the right to make changes to our website, WeSpeak Connect platform, policies, and these T&Cs at any time. You will be subject to the policies and T&Cs in force at the time that you use the website and or you enter into any transaction with WeSpeak, the Trust or affiliates. If any of these T&Cs are determined by any court or competent authority to be illegal, invalid, void, or for any reason unenforceable, that term will be deemed severable and will not affect the validity and enforceability of any remaining term and the remainder of these T&Cs shall continue in effect.

5.5 Force Majeure Event. We shall not be in breach of our T&Cs or otherwise liable to Users for any delay, hindrance or non-performance of our obligations by reasons of any circumstance not within our reasonable control including but not limited to:

(a) acts of God, flood, drought, earthquake or other natural disaster;

(b) epidemic or pandemic (including COVID or any variant thereof);

(c) terrorist attack, civil commotion, riots, threat of or preparation for armed conflict, war, imposition of sanctions, embargo, or breaking off of diplomatic relations;

(d) nuclear, chemical or biological contamination or sonic boom;

(e) any law or any action taken by a government or public authority, including imposing an export or import restriction, quota or prohibition, or failing to grant a necessary licence or consent;

(f) collapse of buildings, fire, explosion or accident;

(g) any labour or trade dispute, strikes, industrial action or lockouts;

(h) non-performance by suppliers or subcontractors;

(i) interruption or failure of utility, transit, postal or similar service;

(j) or any event that cannot be reasonably be planned for or avoided. In which case, we will provide Service as soon as is reasonably possible.

The time for performance of such obligations may be extended accordingly. The corresponding obligations of the other party will be suspended, and its time for performance of such obligations may be extended, to the same extent as those of WeSpeak, the Trust or affiliates.

5.6 Partnership. Nothing in these T&Cs 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. Each party confirms it is acting on its own behalf and not for the benefit of any other person.

5.7 Limitation of Liability. Other than liability for death or personal injury resulting from negligence, We, our agents, affiliates and their employees shall not be liable for any loss or damage, direct or indirect, howsoever arising out of or in connection with the WeSpeak’s relationship with you to the extent permitted by law. In the event that the above exclusion of liability is not effective, our maximum aggregate liability (save in respect of death or personal injury resulting from negligence) shall be the amount paid by the claimant to WeSpeak or the Trust in respect of the transaction out of which the claim against us arose.

5.8 Which laws apply to these T&Cs and where you may bring legal proceedings. These T&Cs apply to all Users. These T&Cs are governed by and shall be construed in accordance with Bermuda law and any claim brought under these T&Cs shall be subject to the exclusive jurisdiction of the Bermuda Courts.