TERMS AND CONDITIONS
1. Definitions
In these Terms, unless the context otherwise requires:
“Company” means VOSI Pty Ltd (ABN 59 625 504 716) trading as Sollace and includes its directors, officers, employees, agents, contractors and permitted assigns.
“Client” means any individual, team, organisation or representative who engages or seeks to engage the Services of the Company.
“Services” means all professional coaching, consulting, facilitation, workshops, leadership development and cultural-transformation activities supplied by the Company, whether delivered in person, online or by any other means.
“Agreement” means these Terms together with any written proposal, quotation, or schedule of work issued by the Company and accepted by the Client.
“Website” means www.sollace.com.au and any associated digital platforms used by the Company.
“Payment Gateway” means any third party platform used to process payments, including Squarespace, Stripe, PayPal or equivalent.
2. Acceptance of Terms
2.1 The Client agrees to be bound by these Terms by executing an Agreement, making payment (online or otherwise), or participating in the Services.
2.2 These Terms prevail over any inconsistent provision in any Client issued document unless expressly agreed in writing by the Company.
3. Scope of Services
3.1 The Company will provide the Services with due care, skill and diligence consistent with industry standards.
3.2 The nature and scope of the Services shall be as set out in the relevant proposal, statement of work or program description.
3.3 The Company reserves the right to vary delivery methods, facilitators or scheduling where reasonably required to maintain quality or fulfilment.
4. Professional Standards and Limitations
4.1 The Services are professional coaching and consulting in nature and do not constitute psychological counselling, medical treatment, financial advice or legal advice.
4.2 The Client acknowledges that the Company and its representatives are not registered medical or psychological practitioners.
4.3 Where the Client’s circumstances indicate that clinical or specialised intervention is appropriate, the Company may suspend Services and recommend referral to a qualified professional.
4.4 If the Client experiences distress or thoughts of self harm, they should immediately contact emergency services or recognised helplines such as Lifeline (13 11 14) or Beyond Blue (1300 22 4636).
5. Informed Consent and Participation
5.1 Participation in all Services is voluntary. The Client warrants that they understand the nature of coaching and facilitation, which may involve personal reflection and behavioural change.
5.2 The Client accepts sole responsibility for their own wellbeing, decisions and actions arising from or connected to the Services.
5.3 The Client agrees to participate in good faith and to provide accurate information necessary for effective delivery.
6. Fitness to Participate
6.1 The Client is responsible for ensuring they are mentally and physically fit to engage in the Services.
6.2 The Company may, at its sole discretion, suspend or terminate participation if continuation may pose risk to the Client or others.
7. Confidentiality
7.1 All information disclosed by the Client during the provision of Services is confidential and will not be shared without consent except:
(a) where disclosure is required by law; or
(b) where there is an imminent risk of harm to any person.
7.2 In group workshops, the Company promotes confidentiality but cannot guarantee the conduct of other participants.
7.3 All records are stored securely in accordance with the Company’s Privacy Policy.
8. Intellectual Property
8.1 All intellectual property, including frameworks, methodologies, materials, designs, documents, and digital content created or supplied by the Company, remains the exclusive property of the Company.
8.2 The Client receives a non-exclusive, non-transferable licence to use such materials solely for internal developmental purposes.
8.3 The Client shall not copy, distribute, modify, or reproduce any materials without prior written consent.
9. Fees and Payment
9.1 Fees are as specified in the relevant proposal, invoice, or online purchase order and are payable in Australian dollars.
9.2 Payment terms are strictly as stated on the invoice unless otherwise agreed in writing.
9.3 The Company reserves the right to suspend or withhold Services where payment is overdue.
9.4 Interest may be charged on overdue amounts at a rate of 10% per annum, calculated daily.
9.5 All amounts are inclusive of GST unless expressly stated otherwise.
9.6 The Client agrees to pay any transaction or processing fees charged by the Payment Gateway where applicable.
10. Cancellations, Rescheduling, and Refunds
10.1 For one-to-one coaching, at least 24 hours’ notice is required to reschedule or cancel a session; failure to provide such notice will result in forfeiture of the session fee.
10.2 For workshops or consulting engagements, cancellation terms will be as stated in the applicable proposal.
10.3 Refunds are not available once a program has commenced except as required under the Australian Consumer Law.
10.4 The Company may cancel or postpone a session due to unforeseen circumstances; in such case an alternative date will be offered.
11. Client Conduct
11.1 The Client must conduct themselves respectfully and refrain from abusive, discriminatory or disruptive behaviour.
11.2 The Company may terminate participation immediately, without refund, where the Client breaches this clause.
12. Non Solicitation
12.1 The Client shall not, for a period of 12 months following completion of any engagement, directly or indirectly employ, engage, or solicit any employee, contractor or facilitator of the Company without prior written consent.
13. Coaching and Consulting Outcomes
13.1 The Client acknowledges that results vary and depend upon engagement, context and implementation.
13.2 The Company makes no warranty, express or implied, as to the achievement of specific outcomes or improvements.
13.3 The Client remains solely responsible for decisions and results derived from participation.
14. Third Party Referrals and Links
14.1 Where the Company recommends third party providers or resources such referrals are made in good faith.
14.2 The Company is not liable for any act, omission, advice or outcome of third party services.
15. Media, Testimonials and Recordings
15.1 The Company may request written consent to use anonymised testimonials or media for promotional purposes.
15.2 No session or workshop shall be recorded without mutual written consent.
15.3 All recordings are confidential and securely retained.
16. Data Retention and Privacy
16.1 Client records are retained for up to seven (7) years following completion of Services, after which they will be securely destroyed.
16.2 Personal information is collected, stored, and processed in accordance with the Company’s Privacy Policy and the Privacy Act 1988 (Cth).
17. Use of Website and Digital Platforms
17.1 The Client must not misuse the Company’s website or digital systems, including by introducing malicious code or unauthorised access.
17.2 The Company makes no warranty that digital delivery platforms will be uninterrupted or error free.
18. Online Payment and E-Commerce
18.1 The Company accepts payments via secure third-party Payment Gateways (including Squarespace, Stripe and PayPal).
18.2 All payments are processed in Australian dollars (AUD) and include applicable taxes and fees unless otherwise stated.
18.3 By submitting payment information, the Client authorises the Company and its Payment Gateway provider to charge the nominated account or card for the agreed amount.
18.4 The Client acknowledges that the Payment Gateway is a third-party service and that the Company is not liable for any error, security breach or data loss arising from its use.
18.5 The Company does not store complete credit card details. All transactions are encrypted and processed through PCI DSS compliant systems.
18.6 In the event of a payment dispute, the Client must notify the Company immediately and provide supporting documentation.
18.7 Refunds, where applicable, will be processed using the original payment method within a reasonable period.
19. Limitation of Liability
19.1 To the fullest extent permitted by law, the Company excludes all warranties, representations, or conditions other than those expressly stated herein or required by law.
19.2 The Company’s total aggregate liability in respect of any claim arising from or in connection with the Services shall not exceed the total fees paid for those Services.
19.3 The Company shall not be liable for any indirect, consequential, or special loss, including loss of profit, revenue, opportunity or goodwill.
20. Indemnity
20.1 The Client indemnifies and holds harmless the Company, its directors, officers, employees, contractors, representatives and agents (collectively, the “Indemnified Parties”) from and against all claims, liabilities, losses, damages, costs and expenses (including full indemnity legal costs) arising out of or in connection with:
(a) any breach of these Terms by the Client;
(b) the Client’s negligent, unlawful, or wilfully wrongful act or omission;
(c) any use or misuse of the Services or reliance on any information provided by the Company; or
(d) any claim by a third party arising directly or indirectly from the Client’s actions or omissions.
20.2 This indemnity extends to any claim made against an Indemnified Party by a third party in connection with the provision of the Services.
20.3 The Client’s obligations under this clause survive the completion or termination of the Agreement.
21. Force Majeure
Neither party shall be liable for any delay or failure to perform obligations (other than payment) due to events beyond reasonable control, including acts of God, war, pandemic or communication failure.
22. Dispute Resolution
22.1 In the event of any dispute, the parties shall first attempt to resolve the matter amicably through good-faith discussions.
22.2 If unresolved, the parties agree to submit the dispute to mediation administered in Victoria before commencing court proceedings.
22.3 Nothing in this clause prevents either party from seeking urgent interlocutory relief.
23. Amendments
The Company may amend these Terms from time to time. The updated version will be published on the Company’s website and will apply to all subsequent engagements.
24. Governing Law and Jurisdiction
These Terms are governed by and construed in accordance with the laws of Victoria, Australia.
The parties submit to the exclusive jurisdiction of the courts of Victoria and the Commonwealth of Australia.
25. Severability
If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.
26. Entire Agreement
These Terms constitute the entire agreement between the parties and supersede all prior representations, proposals, or understandings, whether oral or written.