​​

These Terms and Conditions shall apply to the provision of the “Services” detailed in the “Proposal” submitted by SophieBrigden.com, Brigden Education and Specialist Training, (BEST), (the “Supplier”) to you (the “Client”) and constitutes “the Contract” between the parties. All work carried out by the Supplier or any of its Associates for the Client will be subject to these Terms and Conditions and the Proposal unless expressly agreed between the Supplier and the Client in writing.

​

1.1 This Contract is based on a business relationship whereby the Supplier is a self-employed consultant, trainer and coach and not as an employee.

​

2. Definitions

​​

In these Terms and Conditions, the following words have the following meanings:

2.1 “Business Day”: any day 9am – 6pm other than a Saturday, Sunday or bank holiday.
2.2 “Bespoke Training” means any workshop or course created by Sophie Brigden, BEST for the Client as specified on the Proposal.
2.3 “Client”: the person, company or organisation purchasing the Services or course material from the Supplier.
2.4 “Complaint” refers to any expression of dissatisfaction with any service or lack of which, in the first instance, should be resolved by an informal approach.
2.5 “Conditions”: these Terms and Conditions.
2.6 “Confidential Information” refers to any information provided between parties including but not limited to graphics, written, recorded or any other form and which relates to the business, clients, finances and other areas of the others’ business and products including models, worksheets and course materials but, does not include information in the public domain or through the default of the party who has disclosed the information or any information already in the possession of the disclosing party.
2.7 “Consulting” means the service provision of expert advice related to trauma-informed solutions by Sophie Brigden, BEST, to the Client as specified in the Proposal.
2.8 “Contract”: an agreement for the purchase of the Services by the Client from the Supplier.
2.9 “Course Materials” includes any worksheets, learning materials and documentation provided by Sophie Brigden, BEST to you, both in hard or electronic version.
2.10 “Fees”: the Fees due to the Supplier in payment for providing the Services under the Agreement.
2.11 “Intellectual Property Rights” includes wherever in the world enforceable, the following rights for the full term and including any extension or renewal of all materials therein or transferred thereby including, without limitation (i) rights in and related to registered designs, text, photographs, graphics, logo, videos, trademarks, design rights, copyrights, moral rights, utility models, patents and all intellectual
property rights are the exclusive property of Sophie Brigden, BEST.
2.12 “Order” a request for services by the Client.
2.13 “Proposal”: a written statement of the Services: Bespoke Training and/or Trauma-Informed Coaching and/or Consultancy to be provided by the Supplier at the request of the Client.
2.14 “Purchase” relates to the Clients payment of Services.
2.15 “Services”: the provision of Trauma-Informed Coaching, Consultancy or Bespoke Training or Talks and/or including Course Materials together with any other services to be provided to the Client by the Supplier or any of its Associates as agreed from time to time and purchased by you through the Website or in writing or by telephone as set out in the Order.
2.16 “Start Date” refers to the date on which the agreed Service delivery starts.
2.17 “Supplier”: Sophie Brigden, Brigden Education and Specialist Training, (BEST).
2.18 “Terms” mean these terms and conditions as amended from time to time.
2.19 “Training Services” refers to those Services as set out in the Order or Proposal to the Client and provided by Sophie Brigden, BEST.
2.20 “Website” means located at www.beyourbest.org.uk

​

3. Services

​​

3.1 Services offered but are not limited to: trauma-informed coaching, development of bespoke training and delivery of training, consultancy, development of bespoke training materials, project management, course administration, delivery of a training event, workshop or series of, and development and delivery of talks.
3.2 Sophie Brigden, BEST will provide information to the Client via e-mail, telephone calls, and online meetings.
3.3 Additional services to the Contract can be requested at any time within reason and must be purchased before the additional services are provided.
3.4 Sophie Brigden, BEST maintains the sole discretion to perform out the scope of services and in such cases the Proposal, Fees and Terms and Conditions will be subject to amendment.
3.5 With effect from the commencement date and as stated in the Proposal and in consideration of the Fees being paid in accordance with these Terms and Conditions and the Proposal, the Supplier shall provide the Services to the Client.
3.6 The Supplier shall use its’ best and reasonable endeavours to complete its performance of the services within the time agreed as set out in the Proposal. Amendments to the scope of the Service and Fees may be made in writing and should be agreed to by the parties. Amendments to any other provision of this Contract shall be made only in writing signed by both parties.
3.7 Any amendments as part of the scope of work are capped in time and as set out in the Proposal. Any additional time required to amend any Service offered may be subject to an additional charge and must discussed and agreed between the Supplier and Client.
3.8 Any content provided as part of the Services is provided for educational purposes only. BEST does not recommend or endorse any specific test, testing, physician, medical provider, product, service procedure, opinion, belief, or any other information which may be mentioned in as part of the services.
3.9 The Client understands that the Services you receive from Sophie Brigden, BEST will not diagnose, label, treat or cure any mental health condition and people with existing mental health conditions should speak with their health care providers for specific advice.

​

4. Client Obligations

​​

4.1 The Client shall use its best and reasonable endeavours to (i) provide the Supplier with access to any and all relevant information, assistance and materials needed to deliver the Services purchased and agreed with the Client and (ii) obtain and permissions and consents before any of the Services have been provided.
4.2 The Supplier shall not be liable for any delay or failure to provide the Services where such delay or failure is due to the Client’s failure to comply with the provisions of this Clause 4.
4.3 The Client acknowledges that the Supplier operates a zero-tolerance policy in relation to any inappropriate behaviour by the Supplier including but not limited to: fraud and deceit, aggressive, threatening or offensive behaviour and language, extremism, theft, harassment, bullying. The Supplier may at its reasonable discretion and without liability or any obligation to refund Fees refuse to supply any further Services as agreed should the Supplier consider the Client behaviour to be in breach of this agreement.
4.4 If the Client is dissatisfied with the services the Supplier provides, in the first instance, the Client must try to resolve the issue directly with the Supplier and provide the Supplier with a detailed description of the cause of the dissatisfaction and where applicable give, in agreement with the Supplier, reasonable time to rectify.

​

5. Fees

​​

5.1 Fees (“Fees”) for the Services will be charged on the basis set out in the Proposal or in the cases of public talks as agreed with the Client.
5.2 The Fee structure reflected in the Proposal will be determined by the nature, complexity and tenure of the work. Fees are charged at daily rates, or part day thereof. The Fees will be agreed mutually in advance between the Supplier and the Client and incorporated in the Proposal.
5.3 Fees are charged for all the time spent on the Client’s affairs whether attending the Client’s premises or elsewhere. Alternatively, where agreed in writing with the Client, Services can be undertaken on a fixed-fee basis, with the Supplier either: providing a set number of hours or days of consultancy time; or working to an agreed programme of work.
5.4 The Client shall pay the Supplier for any additional services provided by the Supplier and agreed by the Client that are not specified in the Proposal in accordance with the Supplier’s then current, applicable daily rate in effect at the time of performance or such other rate as may be agreed between the Supplier and the Client.
5.5 The Fees are inclusive of any applicable VAT with the exception of any subcontracting, if applicable where VAT may be charged in addition at the prevailing rate.
5.6 A percentage of the Fees are required in advance of the Services commencing as set out in the Proposal and once the Contract is agreed which will confirm the Services required and secure the date of delivery.as in the agreed invoicing arrangements.

​

6. Quotation, Contract and Variation

​​

6.1 The Contract constitutes written acceptance and confirmation by the Supplier of the Client’s order for the Services (as agreed between the Supplier and the Client).
6.2 The Supplier agrees to enter into a written acceptance of the Contract for the provision of Services upon the Client’s acceptance of the Proposal and of these Terms and Conditions.
6.3 The Proposal is valid for a period of 60-days only from when it is dated unless expressly withdrawn by the Supplier at an earlier time.
6.4 If the Client wishes to vary any details of the Services it must notify the Supplier immediately, in writing and at least a month prior to the commencement of the Services. The Supplier shall endeavour to make any required changes and additional costs shall be invoiced to the Client if time to make changes is outside the agreed scope as set out in the Proposal.
6.5 If, due to circumstances beyond its control, the Supplier has to make any change in the Services or the arrangements relating to the provision thereof, the Supplier shall endeavour to keep any such changes to a minimum and shall seek to offer the Client arrangements as close to the original as is reasonably possible in the circumstances.

​

7. Payment

​​

7.1 The Client will pay Sophie Brigden, BEST either after the Services have been completed or on the dates as set out in the Proposal. Payment must be made within 14 days of the date of our invoice or otherwise in accordance with the Proposal or any credit terms agreed between us.
7.2 If the Client does not pay as per the subclause 7.1, we will charge you interest at the rate of 8% of the net amount per month above the base lending rate of the Bank of England from time to time on the amount outstanding until payment is received in full.
7.3 Receipts for payment will be issued by the Supplier only at the Client’s request.
7.4 All payments must be made in British Pounds Sterling, in full unless otherwise agreed in writing between the Supplier and the Client.
7.5 If the Client does not pay within 14 days of the date of our invoice, we can suspend any further provision of the Services and cancel any future services which have been ordered by, or otherwise arranged with, you.
7.6 We can at any time assign, transfer, charge, subcontract or deal in any other manner with all or any of our rights under these Terms and Conditions and can subcontract or delegate in any manner any or all of our obligations to any third party. This includes the use of digital software and is in accordance with our GDPR and Privacy Policy.
7.6 You must not, without our prior written consent, assign, transfer, charge, subcontract or deal in any other manner with all or any of your rights or obligations under these Terms and Conditions.
7.7 In the event that an invoice dispute arises, parties agree to give formal notice of the dispute, a detailed description of the cause of the dispute and, whilst disputed charges are addressed, payment of any non-disputed charges are made, on time. Once the dispute over charges is resolved, payment on the resolved charges should be made promptly.
7.8 The Client shall reimburse the Supplier all travelling, hotel and other out of pocket expenses wholly and reasonably incurred in the performance of its obligations hereunder. For that purpose, the Supplier shall submit to the Client invoices, vouchers, receipts, or other evidence of actual payment of such expenses as the Client may reasonably require. for any such expenses incurred by the Supplier within a reasonable time after they are incurred but no later than 30 days after it is incurred in respect of any particular expense. A valid and correct invoice for any expense shall be due and payable within 14 days after the date on which it is delivered by the Supplier to the Client.

​

8. Cancellation

​​

8.1 The following cancellation charges apply once the Client has accepted and signed the Contract for the provision of Services and a start date has been agreed:
(i) Course Design and Delivery: The Client will be charged 100% of the Fees within 2 weeks of delivery, 80% of the Fees cancelling a month before delivery, 50% of the Fees 6 weeks before delivery unless new course dates are given and rescheduled within 4 months of the cancellation date. If the Client cancels the Contract in full at any point once the provision of Services has commenced 100% of the Fees will be charged; or (ii) Bespoke Workshop Design and Delivery: The Client will be charged 100% of the Fees within 2 weeks delivery, 80%,1 month before delivery and 50% 6 weeks before delivery unless the workshops are rescheduled and booked within 3 months of the cancellation date.
(iii) Public Talks: The Client will be charged 100% of the Fees within 2 weeks of delivery, 50%,1 month before delivery and the deposit paid for the talk, 6 weeks before delivery unless the talk is rescheduled and booked within 3 months of the cancellation date.
8.2 Either party may cancel the Contract within 30 days of giving written notice if:
(i) the other party repeatedly breaches any of these Terms and Conditions in such a manner as to reasonably justify the opinion that its conduct is inconsistent with it having the intention or ability to give effect to these Terms and Conditions; or
(ii) commits any breach of this Agreement and, in the case of a breach which is capable of remedy, fails to remedy it within 30 days of receiving written notice giving full particulars of the breach and requiring the same to be remedied; or
(iii) either party are, due to illness, or are unavailable due to bereavement or other unforeseen commitments however, in such cases, the rescheduling of the Services should be sought before the cancelling of the contract.
8.3 The Supplier may cancel the Contract if the Client goes into liquidation or has a Receiver or Administrator appointed or are about to become, the subject of a bankruptcy order or take advantage of any other statutory provision for the relief of insolvent debtor; or
(i) the Client enters into a voluntary arrangement under Part 1 of the Insolvency Act 1986, or any other scheme or arrangement is made with its creditors.
8.4 The Client may terminate this Agreement if the Supplier:
(i) becomes permanently incapable of providing the Services; or
(ii) becomes bankrupt, has a bankruptcy order made against them, has a trustee in bankruptcy appointed over their assets or takes or suffers any similar action as a result of debt or anything analogous occurs under the law of any jurisdiction in relation to the Supplier; or
(iii) goes into liquidation or receivership, has a receiver appointed over a significant part of its assets or takes or suffers any similar action as a result of debt or anything analogous occurs under the law of any jurisdiction in relation to the Client.
8.5 The right to cancel this Contract in accordance with this Clause 8 shall not prejudice any other right or remedy of either party in respect of the breach concerned or any other breach.

​

9. Effects of Termination

​​

Upon the cancellation of this Contract for any reason:

9.1 any sum owing by either party to the other under any provisions of this Agreement shall become immediately payable.
9.2 The Supplier shall be entitled to the relevant proportion of the total Fee amounts payable on all dates in the period up to cancellation, as prescribed by clause 8 of these Terms and Conditions, but, notwithstanding, it shall not be entitled to any further amount prescribed or any other payment or compensation whatsoever in respect of such cancellation.
9.3 Each party shall forthwith cease to use, either directly or indirectly, any Confidential Information of the party, and shall forthwith destroy, delete or return to the other party any documents and other materials and copies of them in its possession or control (whether in hard copy or electronic form) which contain, record or comprise any Confidential Information of the other party.
9.4 Any provision of this Contract which is expressed to continue in force after cancellation shall continue in full force and effect; and
9.5 except in respect of accrued rights, neither party shall be under any further obligation to the other.

​

10. Intellectual Property

​​

10.1 The Supplier reserves all Intellectual Property rights (if any) that may subsist in the training materials of, or in connection with the provision of the Services. The Supplier reserves the right to take such action as may be appropriate to restrain or prevent the
infringement of such intellectual property rights. Unless clearly stated, nothing in these Terms and Conditions can be deemed to create any license in or under any such Intellectual Property Rights, and you agree that you will not sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create any derivative works thereof.
10.2 The Client agrees not to forward e-mails, distribute reports, or share Information provided by the Supplier with any party without consent from the Supplier. The internal distribution will be limited to the named user or users.
10.3 All Intellectual Property including copyrights, letters patent, trademarks, service marks, registered designs and utility models relating to the resources of the Supplier and used by it or its’ Associates in the course of providing the Service to the Client shall remain at all times the exclusive property of the Supplier.
10.4 Sophie Brigden, BEST is the owner of all right, title, and interest, including redistribution rights, and the right to produce the material in alternate media, for any and all material under these Terms and Conditions. Information is subject to database protections, and other rights of BEST under the laws of England and the country of use. The Client acknowledges that it has no claim to ownership by reason of its use of or access to Information. Downloading or photocopying of information is permitted for personal use only. Other recompiling, copying, publication, or republication of information or the data contained therein, or any portion thereof, in any form or medium whatsoever, may be done only with specific written permission from Sophie Brigden, BEST.
10.5 Client employees or contractors are not permitted to use the Supplier’s Intellectual Property for the purpose of internal or external presentations, awareness sessions or training unless permitted by means of a separate agreement.

​

11. No Scraping, Text or Data Mining

11. 1. You may not in any way undertake, enable, permit, authorise, or facilitate any form of web scraping or text or data mining on or with respect to any part of Our Site. You may not use any part of Our Site or any data, Content, or information included on Our Site, for the purposes of developing or training AI models or systems. The prohibition set out in this Part 11 covers all purposes for which such activities may be carried out including, but not limited to, the development or training of AI models or systems. This includes, but is not limited to, the use of: (i) Any bot, robot, scraper, spider, or other automated system, software, algorithm, code, process, tool, or methodology used to access, obtain, copy, or republish any data, Content, or information included on Our Site; and (ii) Any automated techniques designed to analyse digital text or data in order to generate information or to develop or train AI models or systems.

Parts 11.1, 11.1 (i) to 11.1 (ii) shall apply to the fullest extent permissible by law.

​

12. Confidential Information

12.1 Each Party shall at all times keep confidential (and take reasonable steps to procure that its employees and agents shall keep confidential) and shall not at any time for any reason disclose or permit to be disclosed to any person or make use of or permit to be made use of any information relating to the other Party’s business methods, plans, systems, finances, projects, trade secrets or provision of products or services or customers, clients or suppliers, to which it attaches confidentiality or in respect of which it holds an obligation to a third party.

12.2 Upon termination of the Contract for whatever reason each Party (the “First Party”) shall deliver to the other Party all working papers or other material and copies which have either been provided to the First Party by that other Party or have been prepared by the First Party, in either case pursuant to or for the purposes of this Contract.

​

13. Liability and Indemnity

13.1 The Supplier will not by reason of any representation, implied warranty, condition or other term, or any duty at common law or under these Terms and Conditions, be liable for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or other claims (whether caused by the Supplier, agents or otherwise) in connection with its provision of the Services or the performance of any of its other obligations under these Terms and Conditions or with the use by the Client of the Services supplied.
13.2 The Supplier shall not be liable to the Client or be deemed to be in breach of these Terms and Conditions by reason of any delay in performing, or any failure to perform, any of the Supplier’s obligations if such delay or failure is due to any cause beyond the Supplier’s reasonable control.
13.3 Neither the Supplier nor any of its Associates shall be liable to the Client for any loss, damage, costs or expenses incurred by the Client as a result of implementation of any report or recommendations arising out of the provision to the Client of the Services.
13.4 The Client shall indemnify the Supplier against all damages, costs,
claims and expenses suffered by the Supplier arising from any loss or damage to any equipment (including that belonging to third parties) caused by the Client (or its agents or employees).
13.5 Nothing in these Terms and Conditions shall limit or exclude the Supplier’s liability for death or personal injury caused by its negligence or for any other matters for which it would be unlawful to exclude or limit liability.

​

14. Force Majeur

14.1 Neither party shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that party. Such causes include, but are not limited to: power failure, Internet Service Provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the party in question.

​

15. Communications

15.1 All notices under these Terms and Conditions shall be agreed in writing by, or on behalf of, the party giving notice (or a duly authorised officer of that party).
15.2 Notices shall be deemed to have been duly given: (i) When delivered, if delivered by courier or other messenger (including registered mail) during the normal business hours of the recipient; or (ii) When sent and a successful transmission report or return receipt is generated;
15.3 All notices under these Terms and Conditions shall be addressed to the most recent address or email address notified to the other party.

​

16. No Waiver

16.1 No waiver by the Supplier of any breach of these Terms and Conditions by the Client shall be considered as a waiver of any subsequent breach of the same or any other provision.
16.2 No failure or delay on the part of either the Supplier or the Client to exercise any right, power or privilege under these Terms and Conditions shall operate as a waiver of, nor shall any single or partial exercise of any such right, power or privilege preclude, any other or further exercise of any other right, power or privilege.

 

17. Severance

17.1 In the event that one or more of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, then those provisions shall be deemed severed from the remainder of these Terms and Conditions (which shall remain valid and enforceable).

​

18. Law and Jurisdiction

18.1 These Terms and Conditions (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of England and Wales.

18.2 Any dispute, controversy, proceedings or claim between the Supplier and the Client relating to these Terms and Conditions (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the jurisdiction of the courts of England and Wales.