1.       Scope of Services.

These terms and conditions (these “Terms”) govern the Clinic Strategy Session package (each, a “Package“) offered by Mindful Virtual Assistance (DBA Mindful OBM) (“Company“). The Package includes one (1) comprehensive individual consultation with Erin McKay for a flat fee paid in advance via the website, available here (the “Fee”), as more fully set forth below.

The Package is aimed at providing strategic insights and actionable recommendations to enhance Participants’ business operations and growth, and will consist of:

• A Planner*

• 90-minute session (the “Session”) (on Zoom, recorded and shared with you);

• Audit of clinic’s systems and workflows and patient management processes.

• A written Action Plan for you to implement (provided within seven (7) business days of the Session).

• One (1) round of Q&A, via e-mail, with Erin McKay, Accredited OBM (provided within seven (7) business days of the Session).

*The planner consists of guiding questions which will help us prepare for the actual Session. These will be shared with you prior to the Session and must be fully completed and sent back to the Company no less than forty-eight (48) hours prior to the Session.

For quality assurance and to enhance the learning experience, all Clinic Strategy Sessions will be recorded and documented. Participation in an Clinic Strategy Session constitutes consent to such recording and documentation, which will be shared with and retained by the Company in accordance with our Privacy Policy.

The Package will cover topics such as strategic planning, operations optimization, financial management, etc., and will result in the creation of a customised action plan (the “Action Plan”) tailored to your business needs.

2.       Participant Responsibilities. 

Participants (“you”, or “Participant”) agree to actively engage in the Session, provide accurate information regarding their business operations, and adhere to any guidelines or instructions provided by the Company. You acknowledge that your active participation and cooperation is essential to the success of the Package and the development of an effective Action Plan.

3.       Cancellation and Scheduling. 

Rescheduling. Session times and dates may be subject to change. In the event of a change, you will be notified via email in advance, and reasonable efforts will be made to accommodate your schedule.

Redemption. Package Fees are nonrefundable. Once paid for, the Session may be redeemed within ninety (90) days. Sessions not redeemed within ninety (90) days will be deemed forfeited.

Cancellation. After booking a Session, if you need to cancel or reschedule your Session, please notify the Company as soon as possible and we will make every effort to accommodate you in rescheduling, provided however that a cancellation or rescheduling fee may apply. Any such cancellation or rescheduling fee will be outlined in the Company’s cancellation policy, as may be updated from time to time, and made available to you.

4.       Ownership of Materials. 

All materials provided as part of the Package, including but not limited to documents, tools, and recommendations (the “Materials”), are the property of the Company and are protected by copyright, trademark, and other intellectual property laws. You are granted a limited, non-exclusive licence to use the Materials solely for your personal non-commercial use, provided that you keep intact all copyright and other proprietary notices. Any unauthorized use, distribution, or reproduction of the materials is strictly prohibited.

5.       Indemnification. 

You agree to indemnify and hold the Company and any of its employees, contractors, directors, officers and/or affiliates, harmless from any claims, damages, or liabilities arising from your use of the Package or any Materials provided therein. This includes but is not limited to claims by third parties related to the use or implementation of the Action Plan developed as part of the Package.

6.       Data Protection and Privacy. 

The Company collects personal information from participants for billing and communication purposes. By participating in the Session, you consent to the collection and use of your personal information in accordance with the Company’s privacy policy, available here. Please also note that to be able to provide you with the most comprehensive and professional services, we will also share your information with our team of associates assigned to your account. These members of our team will be working behind the scenes to ensure that your services are right for you and your business. The Company is committed to protecting your privacy rights and complying with applicable data protection laws.

7.       Confidentiality. 

Parties will treat and hold all information related to this Agreement, the Services provided, and the Parties’ businesses in strict confidence, ensuring compliance with applicable privacy laws, including but not limited to the Personal Information Protection and Electronic Documents Act (PIPEDA) and provincial health privacy laws such as the Personal Health Information Protection Act (PHIPA) in Ontario and the Health Information Act (HIA) in Alberta. If applicable, Parties will also adhere to the standards set forth by the Health Insurance Portability and Accountability Act (HIPAA), recognizing its relevance to healthcare-related businesses operating within Canada and handling personal health information (PHI) of U.S. clients.

Parties will not use any Confidential Information except as necessary to fulfill the terms of this Agreement. In the event of termination, Parties will return all such information, including account access credentials and any copies, to the original Party and will remain bound by this Agreement’s Confidentiality provision. Confidential Information (herein “Confidential Information”) refers to any proprietary or sensitive data of value to its owner, including but not limited to intellectual property, inventions, trade secrets, or business processes; financial data and reports; business strategies, customer lists, client acquisition methods, and advertising campaigns; employee, contractor, or executive information; the terms and provisions of this Agreement; and any personal or health-related information subject to privacy and data protection laws.

At all times, neither Party shall use or disclose Confidential Information regarding the past, present, or future business affairs, operations, financials, clients, customers, employees, products, or services of the Company to any third party not bound by this Agreement. Where the Confidential Information includes personal health information (PHI) or personally identifiable information (PII), the Parties agree to handle, store, and transmit such data in compliance with relevant privacy regulations, ensuring appropriate safeguards are in place to prevent unauthorized access, disclosure, or breaches.

This Agreement does not impose confidentiality obligations on either Party regarding information that was lawfully in possession of the receiving Party before initial business interactions commenced; becomes public knowledge through no fault of the receiving Party; is lawfully received from a third party without a duty of confidentiality; is disclosed with the authorization of the disclosing Party; or is independently developed by either Party without access to privileged or confidential information. Both Parties acknowledge their responsibility to uphold the highest standards of confidentiality, ensuring that all personal, financial, and health-related data are protected in compliance with applicable Canadian and international privacy regulations.

8.       Term and Termination. 

These terms and conditions shall remain in effect for the duration of the Package (i.e. the earlier of (i) ninety (90) days following your purchase of the Package; and (ii) seven (7) business days after the Session). Either party may terminate the agreement with written notice in the event of a material breach by the other party. Upon termination, any outstanding fees or obligations shall be settled in accordance with these terms and conditions. The Company may, in its sole discretion, terminate services for a Participant if a Participant displays any conduct which is disruptive, abusive, threatening or otherwise offensive to any employee or contractor of the Company whether that conduct occurs on a phone call, email, etc. No refund shall be issued to a Participant whose Session is terminated under this provision. If a Participant’s Session is terminated for such a reason, such Participant shall not be permitted to re-order another Session or any other services made available by the Company, until determined otherwise by the Company, in its sole discretion.

9.       Important Disclaimers.

When addressing financial matters, we’ve taken every effort to ensure we accurately represent the Package and its ability to grow your business and improve your life. However, there is no guarantee that you will get any results or earn any money using any of our ideas, tools, strategies or recommendations. Nothing in the Package is a promise or guarantee of earnings. Any forward-looking statements outlined in the Package are simply our opinion and thus are not guarantees or promises for actual performance. You specifically acknowledge and agree that no representation has been made by the Company and relied upon as to the future income, expenses, sales volume, potential profitability of future success of the user that may be derived from the participation in the Package.

Participant agrees and acknowledges that Company and/or Erin McKay and/or any Associate assisting in providing the services hereunder is not a business coach or health coach and the services provided hereunder are not intended to be a substitute for any professional advice, whether financial, legal, health related, or otherwise. Please consult a licensed professional should you need advice relating to your business or your personal health. Company does not guarantee the quality, accuracy, completeness or timelines of the information provided to the Participant in connection with the Services. All information provided to Participants is only an estimate and may contain errors. By using the services you agree that Company shall not be responsible for any direct, indirect, special, incidental or consequential damages or any other damages whatsoever and howsoever caused, arising out of or in connection with the use of services or in reliance on the information made available to the Participant in connection with the Package, including the loss of use, lost data, lost business profits, business interruption, personal injury, or any other personal or pecuniary loss, whether the action is in contract, tort (including negligence) or other tortious action.

COMPANY MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE SERVICES, THE PACKAGE AND/OR THE SESSIONS INCLUDING ANY (A) WARRANTY OF MERCHANTABILITY; OR (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; OR (C) WARRANTY OF TITLE; OR (D) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE.

Limitation of Liability.

EXCEPT FOR FRAUD, WILFUL MISCONDUCT OR GROSS NEGLIGENCE, (I) IN NO EVENT SHALL COMPANY BE LIABLE TO PARTICIPANT OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE OR PROFIT OR LOSS OF DATA OR DIMINUTION IN VALUE, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE; AND (II) IN NO EVENT SHALL COMPANY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE AGGREGATE AMOUNTS PAID OR PAYABLE TO COMPANY PURSUANT TO THESE TERMS. COMPANY SHALL NOT BE LIABLE FOR THE ACTS OR OMISSIONS OF ANY THIRD PARTY, INCLUDING BUT NOT LIMITED TO, THIRD PARTY VENDORS OR SUB-CONTRACTORS, USED IN CONNECTION WITH THE PACKAGE OR THE SESSIONS.

10.       Miscellaneous.

No waiver by Company of any of the provisions of these Terms is effective unless explicitly set forth in writing and signed by Company. No failure to exercise, or delay in exercising, any rights, remedy, power or privilege arising from these Terms operates or may be construed as a waiver thereof. 

All matters arising out of or relating to these Terms are governed by and construed in accordance with the internal laws in Canada without giving effect to any choice or conflict of law provision or rule. Both parties agree to participate in good faith negotiations to resolve any disputes amicably.

The relationship between the parties is that of independent contractors. Nothing contained in these Terms shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.

All notices, requests, consents, claims, demands, waivers and other communications hereunder shall be in writing (via email acceptable) and addressed to the parties as set forth in the order form, for Participant, and as set forth in the Privacy Policy, for the Company, or to such other address that may be designated by the receiving party in writing. 

If any term or provision of these Terms is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.

Provisions of these Terms, which by their nature should apply beyond their terms, will remain in force after any termination or expiration of these Terms including, but not limited to, the confidentiality provisions.

These Terms may only be amended or modified in a writing which specifically states that it amends these Terms and is signed by an authorised representative of each party.

The action of agreement via electronic method will hold both parties in acceptance of these terms. Company as sender and the Participant as recipient will acknowledge the acceptance of these terms either through an email noting acceptance or acceptance is acknowledged at the beginning of any work on said Package.

By agreeing to these terms and conditions, you acknowledge that you have read, understood, and agree to be bound by the terms herein. If you have any questions or concerns regarding these terms and conditions, please contact the Company at mindfulvirtualassistance@gmail.com.