TERMS AND CONDITIONS
INTRODUCTION AND ACCEPTANCE OF TERMS
This document sets forth the legal terms and conditions governing the use of our Platform, hereafter referred to as “the Platform.” The Platform, operated under the auspices of Prosper Circle, a part of Trading for Women based in the Netherlands, is dedicated to the empowerment of women through the provision of networking opportunities, educational workshops, and other related membership benefits, collectively referred to as “the Services.”
By registering for, accessing, or otherwise using any of the Services provided by the Platform, you, herein referred to as “the Member” or “You,” agree to be legally bound by these Terms and Conditions in their entirety. This agreement is made between the Member and us, hereafter referred to as “the Company,” “We,” or “Us.”
It is your responsibility to regularly review these Terms and Conditions and remain informed of any modifications. The date of the last modification will be indicated at the end of these Terms and Conditions.
By accepting these Terms and Conditions, you affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms and Conditions, and to abide by and comply with these Terms and Conditions.
ARTICLE 1: MEMBERSHIP BENEFITS
1.1 Introduction to Basics and Meetings: As a collaborative effort with Meet Berlage, this membership initiates with foundational sessions aimed at equipping new members with basic knowledge and skills for professional and personal development. Following these initial sessions, Members are entitled to one (1) year of membership, granting access to bi-monthly meetings designed to foster networking, collaboration, and professional growth.
1.2 Discounts on Live Events: The Member shall receive a fifty percent (50%) discount on entrance fees for live events organized by the Company. These events, designed to provide networking opportunities, are subject to availability and any terms and conditions as may be established by the Company from time to time.
1.3 Access to Exclusive Workshops: The Member shall have access to exclusive workshops focusing on personal growth, entrepreneurship, financial literacy, and money management skills. These workshops aim to enhance the Member’s professional and personal development and may be subject to additional terms and conditions as specified by the Company.
1.4 Event and Product Discounts: The Member is entitled to receive discounts on select upcoming events and new product launches offered by the Company. Specific discounts, events, and product offerings will be communicated to the Member through the Company’s official channels.
1.5 Member Login and Interaction Space: Members have access to a dedicated login space where they can add their profiles and participate in group chats. This feature aims to enhance networking and collaboration among members.
1.6 Exclusive Resources for Founding, Circle and Arena Members: Founding, Circle and members have the privilege of adding their podcasts, book offers, and other business tools to our exclusive resources section. This additional benefit is designed to provide them with a competitive edge in their business endeavors.
1.7 Access for Non-Members: Non-members can access select opportunities and resources through advertising fees, allowing broader community engagement and resource sharing.
ARTICLE 2: MEMBERSHIP TERM AND CANCELLATION
2.1 Membership Term: The term of the membership, now categorized under Arena and Circle memberships, each with distinct benefits and terms, commences on the date of the Member’s enrollment and continues for a period of one (1) year unless terminated earlier as per this Agreement. Upon expiration, the membership automatically renews for successive one (1) year terms unless the Member provides a written cancellation notice two months prior to the renewal date.
2.2 Cancellation by Member: The Member may elect not to renew the membership for any subsequent Renewal Term by providing written notice to the Company at least thirty (30) days prior to the end of the then-current term. Notice of cancellation must be sent via email to this email address: contact@sheprosperscircle.com . Any notice given by the Member under this section shall be deemed given upon the Company’s receipt of such email.
2.3 Termination for Cause: Notwithstanding the foregoing, the Company may terminate this Agreement and the Member’s access to the Services at any time, without notice, in the event of the Member’s breach of any provision of this Agreement, including but not limited to failure to comply with the Company’s policies and procedures.
2.4 Effects of Termination: Upon termination or expiration of this Agreement for any reason, the Member shall immediately lose access to all membership benefits and services. The Member acknowledges and agrees that the Company shall have no obligation to retain any Member data or to forward any unread or unsent messages to the Member or any third party.
2.5 No Refunds: Except as otherwise provided in the Agreement or required by applicable law, the Member shall not be entitled to any refunds of any fees, pro rata or otherwise, for any cancellation or termination of the membership.
2.6 Payment Terms: The annual membership fee, payable to the Company, is exclusive of 21% VAT and is fully business and tax deductible. The payment of the annual membership fee constitutes a binding legal contract between the Member and the Company. Payment may be made via credit card, IDEAL, PayPal, or bank transfer.
2.7 Invoices and Charges: Upon successful acceptance of membership, the Member will receive an invoice at the email address provided. Should the Company incur costs due to incorrect information provided by the Member, leading to a necessity to terminate the membership, such costs will be charged to the Member.
ARTICLE 3: REFUND POLICY
3.1 Right to Refund: Subject to the terms and conditions of this Agreement, the Member shall be entitled to request a full refund of their initial membership payment within five (5) business days from the date of the initial payment (the “Refund Period”), subject to applicable laws and regulations.
3.2 Requesting a Refund: To initiate a refund request, the Member must submit a written notification to the Company within the Refund Period. The written request must include the Member’s name, contact information, and a clear statement of the Member’s desire to cancel the membership and request a refund. The request should be sent to the contact@sheprosperscircle.com
3.3 Processing of Refund: Upon receipt of a valid refund request submitted within the Refund Period, the Company will process the refund within 14 business days. The refund will be issued to the original payment method used by the Member at the time of purchase unless otherwise agreed by the parties or required by applicable laws.
3.4 Exclusions: No refunds will be issued for any requests received after the expiration of the Refund Period. Additionally, the Company reserves the right to deny refund requests in cases of suspected abuse of the refund policy, fraud, or violation of the Company’s Terms and Conditions.
3.5 Changes to Refund Policy: Should a customer initiate a chargeback they are responsible for providing all necessary evidence to dispute the chargeback. If the dispute is not resolved in the customer’s favor, the customer is required to reimburse the Company for the share of the chargeback amount, including any associated fees or costs. This obligation remains in effect even if the membership is terminated.
ARTICLE 4: DATA PROTECTION
4.1 Compliance with GDPR: The Company shall adhere to the principles and regulations set forth by the General Data Protection Regulation (GDPR) and any applicable local data protection laws to ensure the protection and privacy of all personal data collected from the Member. The Company is committed to processing personal data in a lawful, fair, and transparent manner.
4.2 Collection and Use of Personal Data: The Member’s personal data will be collected solely for specified, explicit, and legitimate purposes related to the services provided by the Company. The data collected shall be adequate, relevant, and limited to what is necessary in relation to the purposes for which they are processed.
4.3 Data Security: The Company implements appropriate technical and organizational measures to ensure a level of security appropriate to the risk, protecting personal data against unauthorized or unlawful processing and against accidental loss, destruction, or damage.
4.4 Member Rights: The Member has various rights under the GDPR, including the right to access, correct, delete, or restrict the processing of their personal data. The Member also has the right to object to the processing of their personal data and the right to data portability.
4.5 Data Retention: Personal data collected from the Member shall be retained only for as long as necessary for the purposes for which the personal data are processed. The Company will adhere to applicable laws and best practices regarding the retention and deletion of personal data.
4.6 Third-Party Access and Data Transfers: The Company shall not share the Member’s personal data with third parties except as required by law or as necessary for the provision of the Company’s services. Any transfer of personal data outside of the European Economic Area (EEA) shall be done in compliance with the GDPR and applicable data protection laws.
4.7 Amendments to Data Protection Provisions: The Company reserves the right to amend or update these data protection provisions at any time in accordance with regulatory changes or business requirements. The Member will be notified of any significant changes affecting the processing of their personal data.
4.8 Use of Data: The data provided by the Member will be used solely for internal communication purposes. The Company reserves the right to remove portions or entire pieces of information if they conflict with established guidelines, without prior explanation to the Member.
4.9 Service Limitations: The Member accepts and agrees that, due to current technology limits, the Company cannot guarantee 100% uninterrupted service regarding maintenance, security aspects, and external influences such as disruptions in public networks or power outages which may result in temporary interruptions.
ARTICLE 5: INTELLECTUAL PROPERTY
5.1 Ownership and Rights: The Member acknowledges and agrees that all content provided on the website www.sheprosperscircle.com, including but not limited to graphics, images, text, software, logos, designs, and all other forms of intellectual property, are the exclusive property of the Company or its content suppliers and are protected under copyright, trademark, patent, and other intellectual property laws as well as international conventions and treaties.
5.2 License to Use: Subject to the terms and conditions of this Agreement, the Company grants the Member a non-exclusive, non-transferable, revocable license to access and use the content provided by the Company solely for the Member’s personal and non-commercial use in connection with the services offered by the Company.
5.3 Prohibitions: The Member is expressly prohibited from copying, modifying, distributing, selling, leasing, transmitting, displaying, performing, reproducing, publishing, licensing, creating derivative works from, transferring, or selling any content, products, or services obtained from the Company without the express written permission of the Company.
5.4 User-Generated Content: If the Member contributes any content or material to the Platform, including content from guest speakers (collectively ‘User-Generated Content’), the Member, or the guest speaker as applicable, represents and warrants that they own or have the necessary rights to such content, and that the use of such content does not infringe upon the intellectual property rights of any third party. The Member or guest speaker hereby grants the Company a perpetual, worldwide, non-exclusive, royalty-free, transferable license to use, reproduce, distribute, display, and perform the User-Generated Content in connection with the Company’s business. Additionally, guest speakers must enter into a separate agreement with the Company that specifies the terms under which their content may be used by the Company.
5.5 Notification of Infringement: If the Member believes that their intellectual property rights have been infringed upon by the Company or by other users of the Platform, the Member is encouraged to notify the Company. The Company will respond to such notices and take appropriate actions in accordance with applicable intellectual property laws and this Agreement.
5.6 Indemnification: The Member agrees to indemnify, defend, and hold harmless the Company and its affiliates, officers, agents, employees, and partners from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of the Member’s breach of this Article, or the Member’s violation of any law or the rights of a third party.
ARTICLE 6: LIMITATION OF LIABILITY
6.1 General Limitation: The Company shall not be liable to the Member or any third party for any indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses (even if the Company has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the Company’s services; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Company’s services; (iii) unauthorized access to or alteration of the Member’s transmissions or data; (iv) statements or conduct of any third party on the service; or (v) any other matter relating to the Company’s services.
6.2 Cap on Liability: Without prejudice to the foregoing, the Company’s total liability to the Member or any third party in any circumstance arising out of or in connection with the services shall be limited to the amount paid by the Member to the Company during the twelve (12) months immediately preceding the event giving rise to such liability.
6.3 Basis of the Bargain: The Member acknowledges and agrees that the Company has set its prices and entered into this Agreement in reliance upon the limitations of liability specified herein, which allocate the risk between the Member and the Company and form a basis of the bargain between the parties.
6.4 Essential Purpose: The Member agrees that the limitations of liability set forth in this Article shall survive and continue in full force and effect despite any failure of consideration or of an exclusive remedy. The parties acknowledge that these limitations of liability are an essential part of the Agreement.
6.5 Statutory Rights: Nothing in this Agreement shall be construed to exclude or limit the Company’s liability in ways which are not permitted by applicable law. The Member acknowledges that certain jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations may not apply to the Member.
ARTICLE 7: CHANGES TO TERMS AND CONDITIONS
7.1 Right to Modify: The Company reserves the unilateral right to modify, amend, or otherwise change these Terms and Conditions, the services offered, and any policies or agreements which are integrated by reference herein at any time and at the Company’s sole discretion. Changes could be made for reasons including but not limited to compliance with legal requirements, industry standards, operational adjustments, or the enhancement of Member experiences.
7.2 Notification of Changes: In the event of any significant changes to these Terms and Conditions, the Company shall provide reasonable notice of such changes to the Member by email, posting a notice on the platform’s homepage, or through other reasonable means. The determination of what constitutes a “significant change” will be at the discretion of the Company, but typically includes material modifications that affect the rights and obligations of the Member.
7.3 Acceptance of Changes: The Member’s continued use of the Company’s services after such notice of any changes has been provided and has taken effect will constitute the Member’s acceptance of the modified Terms and Conditions. If the Member does not agree to the changes, they must cease using the services and may terminate their membership as provided for in these Terms and Conditions.
7.4 Review Period: Members are encouraged to frequently review the Terms and Conditions, along with any documents referenced herein, to understand the terms and conditions that apply to their use of the Company’s services. The Company will also archive previous versions of these Terms and Conditions for Members to review upon request.
7.5 Effective Date: Modifications to the Terms and Conditions become effective immediately upon being posted on the platform or as otherwise specified at the time of posting or notification. It is the Member’s responsibility to review the Terms and Conditions periodically for updates.
ARTICLE 8: GOVERNING LAW
8.1 Jurisdiction: These Terms and Conditions, and any dispute, claim, or controversy arising out of or in connection with these Terms and Conditions, the Platform, or the services provided (whether in contract, tort, or otherwise), shall be governed by, and construed in accordance with, the laws of EU, without giving effect to any choice or conflict of law provision or rule.
8.2 Legal Proceedings: Any legal suit, action, or proceeding arising out of, or related to, these Terms and Conditions or the services provided shall be instituted exclusively in the federal courts of Netherlands in each case located in the Amsterdam. Although the Company retains the right to bring any suit, action, or proceeding against the Member for breach of these Terms and Conditions in the Member’s country of residence or any other relevant country. The Member waives any and all objections to the exercise of jurisdiction over them by such courts and to venue in such courts.
8.3 Compliance with Local Laws: The Member agrees to comply with all local laws, regulations, and ordinances pertaining to their use of the services, including, without limitation, any laws regarding online conduct, acceptable content, and the transmission of technical data exported from the country in which the Member resides.
8.4 Binding Effect: This Governing Law provision shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.
ARTICLE 9: DISPUTE RESOLUTION
9.1 Arbitration Agreement: The parties agree that any dispute, claim, or controversy arising out of or relating to these Terms and Conditions or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in Netherlands, before one arbitrator. The arbitration shall be administered by Netherlands Arbitration Association pursuant to its Arbitration Rules and Procedures. Judgment on the Award may be entered in any court having jurisdiction.
9.2 Initiation of Arbitration: A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the rules of Netherlands Arbitration Association. The Demand must clearly describe the dispute, the amount involved, and the remedy sought.
9.3 Arbitration Costs: The payment of filing and arbitration fees will be governed by the rules of Netherlands Arbitration Association, unless otherwise stated in this Agreement.
9.4 Confidentiality: The parties agree that the arbitration shall be kept confidential. The existence of the arbitration, any non-public information provided during the arbitration process, and the results of the arbitration shall not be disclosed by any party without the prior written consent of the other parties.
9.5 Final and Binding Arbitration: The parties understand and agree that they are waiving their rights to a jury trial. The arbitration award shall be final and binding upon the parties and may be enforced in any court of competent jurisdiction.
9.6 Exceptions to Arbitration: Notwithstanding the above, each party retains the right to seek remedies in small claims court for disputes or claims within the scope of its jurisdiction, and the Company may seek preliminary or injunctive relief in a court of law to protect its intellectual property rights.
9.7 Severability and Integration: This Dispute Resolution provision constitutes the entire agreement between the parties with respect to arbitration and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written regarding the subject matter hereof. If any part of this arbitration clause is deemed to be unenforceable, the remainder of this arbitration clause shall remain in full force and effect.
ARTICLE 10: MISCELLANEOUS
10.1 Assignment: The Member shall not assign, transfer, delegate, or subcontract any of their rights or obligations under these Terms and Conditions without the prior written consent of the Company. Any purported assignment or delegation in violation of this Section shall be null and void. No assignment or delegation shall relieve the Member of any of their obligations hereunder. The Company may at any time assign or transfer any or all of its rights or obligations under these Terms and Conditions without the Member’s prior written consent to any affiliate or to any entity acquiring all or substantially all of the Company’s assets, stock or business.
10.2 Entire Agreement: These Terms and Conditions, together with any other legal notices and agreements published by the Company on the platform, shall constitute the entire agreement between the Member and the Company concerning the platform and the services provided. This agreement supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter.
10.3 Waiver: No waiver by either party of any breach of these Terms and Conditions shall be considered as a waiver of any preceding or subsequent breach of the same or any other provision. The Company’s failure to assert any right or provision under these Terms and Conditions shall not constitute a waiver of such right or provision.
10.4 Severability: If any provision of these Terms and Conditions is found to be unlawful, void, or unenforceable, that provision is deemed severable from these Terms and Conditions and does not affect the validity and enforceability of any remaining provisions.
10.5 Notices: Any notices or other communications provided by the Company under these Terms and Conditions, including those regarding modifications to these Terms and Conditions, will be given:
(i) by the Company via email; or
(ii) by posting to the platform. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
10.6 Governing Language: In the event of any inconsistency between the English version of these Terms and Conditions and any other language version, the English version shall prevail.
ARTICLE 11: AGREEMENT
11.1 Acknowledgement and Consent: By completing the registration process and signing up for a membership with the Company, the Member hereby acknowledges that they have thoroughly read, understood, and taken ample time to consider the Terms and Conditions set forth by the Company. The Member affirms that they have been provided with the opportunity to seek independent legal advice regarding these Terms and Conditions.
11.2 Acceptance and Binding Effect: By agreeing to these Terms and Conditions, the Member enters into a binding legal agreement with the Company. The Member consents to abide by all the terms, conditions, policies, and procedures as set out in these Terms and Conditions, including any future amendments or updates thereto.
11.3 Electronic Agreement: The Member acknowledges that their agreement to these Terms and Conditions may be expressed by clicking on an “Accept” or “Agree” button or checkbox provided by the Company’s platform. The Member understands that such electronic manifestation of their consent shall be legally binding and shall have the same force and effect as a handwritten signature.
11.4 CapaAmsterdam to Agree: The Member represents and warrants that they have the legal capaAmsterdam to enter into this Agreement. If the Member is an individual, they represent and warrant that they are of legal age to form a binding contract. If the Member is an entity, they represent and warrant that they are duly authorized to bind such entity to these Terms and Conditions.
11.5 Non-Disparagement: The Member agrees that they will not disparage or encourage others to disparage the Company and its services. For the purposes of this provision, “disparage” includes, but is not limited to, any negative statements, both oral and written about the Company, its employees, its services, or its business practices.
ARTICLE 12: MEMBER CONDUCT
12.1 Legal Compliance: Members must strictly adhere to legal regulations and refrain from using offensive language directed at fellow members, companies, the Company, or its licensors.
12.2 Prohibited Content: Members must refrain from posting pornographic content, engaging in unlawful activities, or promoting illegal content including but not limited to pyramid schemes, chain letters, and any form of unfair competition.
12.3 Intellectual Property: Members must not use content protected by law (including copyright, trademarks, patents) without authorization and refrain from unauthorized advertising, promotion, offering, or distribution of goods or services protected by law.
12.4 Data Collection: Members must refrain from attempting to collect email addresses for spamming purposes and respect the privacy and data rights of others.