Agreement for purchase of The Elite Performance Lifestyle wellness app on a monthly basis
What this agreement covers. This is the agreement on which we supply the Products to you.
Why you should read them. Please read this agreement carefully before you submit your order to us. This agreement tells you who we are, how we will provide Products to you, how you and we may change or end the contract, what to do if there is a problem and other important information. If you think that there is a mistake in this agreement, please contact us to discuss.
This is our entire agreement with you. This agreement constitutes the entire agreement between us in relation to your purchase. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in this agreement and that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this agreement.
Information about us and how to contact us
Who we are. We are Wes Myron Ltd a company registered in Canada, referred to as we/us throughout. [Our company registration number is BC1091404 and our registered office is at 104-9710 second street Sidney BC V8L 3C4 Canada.
How we may contact you. If we have to contact you, we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.
“Writing” includes emails. When we use the words “writing” or “written” in this agreement, this includes emails.
Our contract with you
How we will accept your order. Our acceptance of your order will take place when we email you to accept it, at which point a contract will come into existence between you and us.
If we cannot accept your order. If we are unable to accept your order, we will inform you of this in writing and will not charge you for the Products. This might be because of unexpected limits on our resources which we could not reasonably plan for, because a credit reference we have obtained for you does not meet our minimum requirements, or because we are unable to meet a delivery deadline you have specified.
Your order number. We will assign an order number to your order and tell you what it is when we accept your order. It will help us if you can tell us the order number whenever you contact us about your order.
What we offer. This contract is for the purchase of licences for the use of The Elite Performance Lifestyle wellness app. When you sign up, you will receive a welcome email which will confirm how many licences have been purchased and you will have access to your account on line, where you can review all of your account details.
Each licence is valid for one month and will renew automatically on the monthly anniversary unless terminated in accordance with the provisions below. The application is designed by coaches to help your workforce become happier, healthier, and more productive.
Our rights to make changes
Minor changes to the products. We may change The Elite Performance Lifestyle wellness app:
to reflect changes in relevant laws and regulatory requirements; or
to implement minor technical adjustments and improvements, for example to address a security threat. These changes may result in the Elite Performance Lifestyle wellness app being altered to improve function or security.
Updates to digital content. We may update or require you to update digital content, provided that the digital content shall always match the description of it that we provided to you before you bought it.
Providing access to The Elite Performance Lifestyle wellness app
When we will provide access to The Elite Performance Lifestyle wellness app. We will make The Elite Performance Lifestyle wellness app available for download by you as soon as reasonably practicable after we receive your order.
We are not responsible for delays outside our control. If access to The Elite Performance Lifestyle wellness app 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 steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for any Products you have paid for but not received.
Reasons we may suspend the supply of the Elite Performance Lifestyle wellness app to you. We may have to suspend the supply of the Elite Performance Lifestyle wellness app to:
deal with technical problems or make minor technical changes;
update the product to reflect changes in relevant laws and regulatory requirements; or
make changes to the product as requested by you or notified by us to you (see clause 5).
Your rights if we suspend access to The Elite Performance Lifestyle wellness app. We will contact you in advance to tell you we will be suspending access unless the problem is urgent or an emergency.
We may also suspend access to The Elite Performance Lifestyle wellness app if you do not pay. If you do not pay us for The Elite Performance Lifestyle wellness App when you are supposed to (see clause 8.3) and you still do not make payment within 14 days of us reminding you that payment is due, then we will terminate your contract with us, but you will still be liable to pay for the month in question. We will not terminate your account with The Elite Performance Lifestyle wellness app where you dispute the unpaid invoice (see clause 8.6). As well as terminating your access to The Elite Performance Lifestyle wellness app we can also charge you interest on your overdue payments (see clause 8.5).
Ending the Contract. To end this contract, you must contact us at [email protected] and give at least 14 days’ written notice.
If there is a problem with the product. How to tell us about problems. If you have any questions or complaints about the product, please contact us at [email protected]. Your rights in respect of defective Products if you are a consumer
Price and payment
The Price. The price of the product is set out on our website and updated from time to time.
How you must pay. Payment must be made by credit card. The list of cards we accept is set out below. Valid card details must be entered at the point of signing up, although no payment will be made during the trial period, as set out in clause 9.3 below.
When you must pay. We offer a free two-month trial, so your first payment will automatically be charged to your credit card 14 days before the end of the trial period, and then on the same day of the month every month thereafter, unless and until you have terminated before then in accordance with clause 7 above.
Our right of set-off. You must pay all amounts due to us under this agreement in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
We can charge interest if you pay late. If you do not make any payment to us by the due date, we may charge interest to you on the overdue amount at the rate of 4% a year above the base lending rate of HSBC from time to time. This interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with any overdue amount.
What to do if you think an invoice is wrong. If you think an invoice is wrong, please contact us promptly to let us know. You will not have to pay any interest until the dispute is resolved. Once the dispute is resolved we will charge you interest on correctly invoiced sums from the original due date.
Our responsibility for loss or damage suffered by you
When we are liable for damage caused by defective digital content. If defective digital content which we have supplied damages a device or digital content belonging to you and this is caused by our failure to use reasonable care and skill, we will either repair the damage or pay you compensation. However, we will not be liable for damage which you could have avoided by following our advice to apply an update offered to you free of charge or for damage which was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us.
Our responsibility for loss or damage suffered by you if you are a business
death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable);
fraud or fraudulent misrepresentation;
breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982; or
any matter in respect of which it would be unlawful for us to exclude or restrict liability.
Subject to clause 10.1:
we shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with any contract between us;
nothing in this agreement or in other correspondence is intended as a guarantee that your business or its staff will become more successful, efficient, healthy or improve in any other way; and
our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the amount you have paid to us in licence fees throughout the period of your contract with us.
Other important terms
If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of this agreement operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under this agreement, 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 provide the Products, we can still require you to make the payment at a later date.
Which laws apply to this contract and where you may bring legal proceedings. Any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.