The Women’s Chapter® Terms and Conditions

These conditions apply to the Founding and WomenLed Membership tiers.

1. Terms and conditions

1.1. These terms and conditions apply to all persons and organisations becoming members, listing on The Women’s Chapter website and using the WomenLed Mark of the website www.womenschapter.com (“site”). The Women’s Chapter (“TWC”) trades as a brand of World At Your Feet Communications Ltd, company number 09151131 (“WAYF”).

By accepting this agreement, you agree to the following terms and conditions and that these prevail over any other terms and conditions.

1.2. These terms and conditions should be read in conjunction with our Website

Terms of Use and Privacy Policy (all of which can be found on our site).

2. Membership

2.1. Your business membership level will be charged on the basis of an annual fee, which is payable upfront or monthly. The cost of your membership fee is confidential and shall not be disclosed to any third party in any circumstances.

2.2 The resources and benefits available for each level of subscription and any restrictions on the use of such resources are as described in the membership pack, and may change

from time to time.

2.3 At our discretion we may refuse any type of application and we shall not

be obliged to state our reasons for such refusal or termination.

2.4 By purchasing the membership, you agree to:

2.4.1 display the WomenLed Mark on your business website for the term of this Agreement (as per clause 7.3 below); and

2.4.2 link back to the site from your business website (as per clause 7.5 below).

2.4.3 agree to The Women’s Chapter Code of Conduct as contained in Appendix A

2.5 During the term of this Agreement, WAYF will publish an editorial-styled page on the site, which will include a link on the site to your business website. WAYF will also mention you on its social media platforms. You understand that this process takes time and, following commencement of your membership, WAYF will publish these items within a reasonable time period.

2.6 As a condition of membership with WAYF, you are required to provide our site users with a special offer during the term of this Agreement. Where this special offer is a discount code, you must ensure the discount code remains in full force and effect during the term of this Agreement. Founding Members are permitted to amend the special offer up to a maximum of four times on a yearly basis, while WomenLed Members can amend once a year.

2.7 Although WAYF will display links to your website and your special offers on the site, WAYF does not warrant the quality of any goods or services, that they will be fit for purpose or any other matter whatsoever. You are fully responsible for all legal obligations in relation to your goods and services, and we do not accept any responsibility or liability in this regard.

2.8 Changes, within reason, can be made to your dedicated brand page and can be made up to four times per year for Founding Members and once per year for WomenLed Members. Should your business undergo a rebrand and your whole page requires a refresh, we may charge a small administration fee to amend your page.

3. Membership and Payment

3.1. Payment for all fees should be paid at the start of the contract. Fees are subject to increase for subsequent years by WAYF and you will be notified in writing of any change.

3.2. Payment for all fees is to be made via the website and will be a subscription, settled either annually or monthly. We may terminate your membership and remove you from our platform if your payment fails and we are unable to contact you to collect this. If we are unable to process your membership payment successfully, our system will usually retry every 3 days using the existing payment method you added.We reserve the right to manually retry this payment(s) at any time on your existing payment method – or any new payment methods that you add to your account – to process any outstanding debts.

3.3 All products and materials within the membership will always remain the property of the business and are not to be reproduced or distributed.

3.4. In addition to the listing provided as part of your membership our site may

also offer the opportunity to purchase additional services, for added exposure or profiling. The fees for these shall be quoted and invoiced separately.

3.5. All fees are exclusive of Value Added Tax unless specified otherwise.

3.6. All fees are quoted in pounds sterling.

3.7. Payment is to be made upon acceptance of WAYF’s terms

and conditions, either in full or by means of the first direct debit instalment.

3.8. Membership listing fees are non-refundable for the period of the contract (one year) and auto-renew. If you wish to terminate your contract within the period, you will be liable for the full non-refundable membership fee to be paid either in full or in instalments.

3.9 The Women’s Chapter pledges to donate 5% of your membership fee to our chosen charity partners, all of which support women and girls.

4. Term of Subscription and Renewal

4.1. The membership will start from the day WAYF notifies you of

your successful application and the terms and conditions are accepted.

4.2. Should you wish to cancel your membership subscription, please notify us in writing, via email at michelle@womenschapter.com two months before your membership subscription is set to renew. If we do not receive a termination notification from you, your membership will be automatically renewed for a further year and your membership fee due upfront or in monthly instalments. We will reply to your email with an acknowledgement of your cancellation request. If you have not received this from us, please follow up with us within the notice period to make sure we have received your notice.

4.3. Either party may terminate a membership subscription in accordance with the provisions of clause 5 below.

4.4. This Agreement starts on the date of execution and will continue for a fixed term of one

year and automatically be extended for each further year unless terminated with notice as outlined in 4.2 or in accordance with the termination provisions below. You may cancel your membership subscription at any time, but you will still be required to make monthly payments for the remainder of the one-year period (if you pay by monthly direct debit). If you pay annually in advance, you will not be entitled to a refund if you terminate your membership early.

5. Termination

5.1. You may terminate your subscription of the site at any time by written notice

of 2 months and providing us with clear notice of your wish to terminate your membership. All outstanding fees will still be payable as no refund of any fees will be provided upon termination within the contracted period of one year.

5.2. We may terminate your membership and the contract between us on notice and

without any liability to make any refund or other payment to you in the following

circumstances:

5.2.1. you have breached these terms and conditions in any way;

5.2.2. you have committed a fundamental breach of the terms of our Website

Terms of Use;

5.2.3. If we believe that our brand listing criteria are not being met;

5.2.4. your continued subscription/affiliation with The Women’s Chapter may in our reasonable opinion adversely affect our goodwill or reputation;

5.2.5. any payment is declined

5.2.6. you or we cease to carry on business, are declared bankrupt or enter into

an insolvency or administration procedure;

5.2.7. non-payment of membership fees

5.2.8  you are found to be operating illegally, are misrepresenting yourself or have links to criminal activity

5.3 In the event of a breach of this agreement, we reserve the right to immediately withdraw the WomenLed Mark and remove your brand page from The Women’s Chapter platform.

5.4 In the event of us notifying you of a breach, you will have 7 days within which to

repair the breach, failing which the agreement will be terminated.

6. Consequences of Termination

6.1. Upon termination of this agreement, your right to use the WomenLed Mark shall

immediately cease and your brand page will be removed from site. We have no obligation to maintain any of your posted content or any content within our editorial section.

6.2. Any termination of this agreement shall not affect any rights or liabilities that have

accrued to us prior to such termination.

6.3. All good will built up through your use of the WomenLed Mark is the property of

WAYF.

7. Permission to use the WomenLed Mark

7.1. Provided that you comply with the terms, conditions and provisions hereof,

WAYF hereby grants to you permission to use the WomenLed Mark to identify to your

Customers and followers that you are a member of our movement and community. This permission will be limited to the term of your membership.

7.2. WAYF reserves the right to, from time to time, define the parameters of use of the WomenLed Mark and you as the membership holder agree to comply with such

requirements.

7.3. It is a condition of the permission granted that the member must use the WomenLed Mark on their brand website where they control the content.

7.4. The members will use all best endeavours to ensure that their use of the WomenLed Mark is publicised, including but not limited to social media, packaging, labelling, point of sale material, shop windows and websites.

7.5 The WomenLed Mark should be hyperlinked back to your brand page on The Women’s Chapter platform.

8. Protection of WomenLed Mark

8.1 The WomenLed Mark is the property of WAYF.

8.2 We will use the information which you supply to us, (company name, website

address, company details and social media names and links) in accordance with our Privacy Policy (which can be found on our site).

8.3 You agree that all of the information provided to us for processing your application and for use on your dedicated brand page is correct and owned by you.

8.4 You agree that you will not make any use of, nor will permit or authorise any third party to use the WomenLed Mark, unless under the provisions of this agreement.

8.5 You agree only to use the WomenLed Mark in the size, format and colour as is

notified to you by us from time to time or as otherwise specifically approved by us in writing.

8.6 Both during the term of this agreement and thereafter, you shall not use and

shall not permit any third party to use the WomenLed Mark or any trade mark

confusingly similar to the WomenLed Mark except as expressly set out in this agreement, or with our prior written approval.

8.7 You shall not at any time do, nor cause, enable or permit any other person to

do anything which may damage or endanger the WomenLed Mark, the goodwill associated with the mark or our reputation or business.

8.8 All advertising and promotion of products in relation to which the WomenLed Mark is used, shall be carried out in a tasteful and appropriate manner and not in any way which might be detrimental to our reputation. WAYF will need to approve any print artwork containing our WomenLed Mark or logo.

8.9 You shall upon request, free of charge, provide to us samples of any use made

of the WomenLed Mark in relation to your goods, for the purpose of ensuring

compliance with these obligations which we have asked you to assume.

8.10 You shall not at any time seek or attempt to register in your own name the

WomenLed Mark, WAYF branding or any mark similar to the WomenLed Mark or

WAYF branding in any country of the world for any goods or services.

8.11 You shall notify us of any suspected infringement of the WomenLed Mark that comes to your attention.

8.12 The WomenLed Mark is the property of WAYF and WAYF owns all rights thereto, including all intellectual property rights.

9. Confidentiality

9.1 Confidential Information shall mean any and all technical and non-technical information including but not limited to, copyright, trade secret and proprietary information, designs, design concepts, drawings, inventions, know-how, software programmes or other information, relating to current, future and proposed products and services of each of the Parties and includes without limitation their respective information concerning research, development, design, and specifications, engineering, financial information, procurement requirements, purchasing, manufacturing, customer lists, business forecasts, sales and merchandising and marketing plans and information exchanged by the parties in connection with this agreement “Confidential Information”. Confidential Information may be communicated in written form or orally. This clause shall survive the termination of the agreement.

9.2 The receiving party or member acknowledges that the Confidential Information is of great

value to the disclosing party and agrees, with respect to any Confidential Information received by it from the disclosing party;

9.2.1 to use such Confidential Information only in furtherance of a potential business relationship and/or the agreement between the parties and not to disclose the same to any third parties; and

9.2.2 take all proper and appropriate precautions to safeguard the confidentiality of the Confidential Information and to ensure that a standard of strict confidentiality is applied by the receiving party’s employees so as to prevent disclosure of such Confidential Information

to third persons and in this regard the receiving party will take all reasonable necessary steps to ensure that its employees, agents and sub-contractors respect the obligations of non-use and non-disclosure provided herein; and

9.2.3 to return such Confidential Information received in any tangible form to the disclosing party within thirty days at the written request of the disclosing party and to retain no copies or reproductions thereof; and

9.2.4 to destroy all other records of such Confidential Information whether or not in tangible form.

9.3 The receiving party hereby agrees to ensure compliance by the receiving group and its  directors, employees, advisers and agents and to indemnify and keep indemnified the disclosing party against any costs, claims, demands, losses or liabilities whatsoever arising directly or indirectly out of any breach by any member of the receiving group of the obligations of the receiving party under this agreement. For the purposes of this clause the receiving party contracts on its own behalf and as agent and trustee on behalf of and for the

benefit of each such indemnified person.

9.4 This agreement shall be effective immediately when the terms and conditions

are signed and submitted.

10. Warranties

10.1 You warrant that all information that you have provided us with or have

submitted to our site is true and accurate and not misleading in any way.

10.2 You warrant that in using our site and being a member to our site, you will comply at

all times with our Website Terms of Use and Privacy Policy (all of which can be found

on our site) and all applicable laws, regulations and codes of conduct.

10.3 We give no warranty as to the results achievable by using the charts or any of the

other information and resources on our site.

10.4 You warrant and confirm that your business is at least 51% owned by females, or those who identify as female. In the event that WAYF has reason to believe that this is not the case, your business will be removed from the site, your membership will be automatically cancelled, and you will not be entitled to a refund of membership fees.

11. Indemnity

You hereby agree to, at all times during and after the term of this agreement, indemnify us and keep us indemnified against all losses, damages, costs or expenses and other liabilities (including legal fees) incurred by, awarded against or agreed to be paid by us arising from your breach of any term of this agreement, the Website Terms of Use and Privacy Policy.

12. Force majeure

We shall not be in breach of this agreement, nor liable for any failure or delay in performance of any obligations under this agreement, arising from or attributable to acts, events, omissions or accidents beyond our reasonable control.

13. Default Interest rate

If you fail to pay any amount payable under this agreement, we may charge you interest on the overdue amount. You shall pay the interest immediately on demand, from the due date up to the date of actual payment, after as well as before judgement, at the rate of 8% per annum above the Bank of England base rate. This rate is the statutory interest as laid out by HMRC. Interest will accrue on a daily basis and be compounded quarterly.

14. Severance

If any provision of this agreement (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force unless, in our reasonable opinion, the purpose of this agreement is frustrated as a result.

15. Variation

We may vary these terms and conditions at any time. The latest version of these

terms and conditions shall be emailed to you at the address you supplied as part of your membership application. Your continued use of our site or the WomenLed Mark, constitutes your acceptance of any new or updated or amended terms and conditions.

16. Waiver

No failure or delay by us to exercise any right or remedy provided under this

agreement or by law shall constitute a waiver of that (or any other) right or remedy,

nor preclude or restrict its further exercise. No single or partial exercise of such

right or remedy shall preclude or restrict the further exercise of that (or any other)

right or remedy.

17. Assignment

This agreement is personal to you and you may not assign, transfer, sub-contract,

delegate or deal in any other manner with this agreement. We may assign this agreement at our discretion and without providing you with notice.

18. Entire Agreement

This agreement, the Website Terms of Use, the Privacy (all of which can be found on our site) and The Women’s Chapter Code of Conduct constitute the entire agreement between us and supersede all prior agreements, communications and proposals.

19. Third Party Rights

A person who is not a party to this agreement shall not have any rights under or in

connection with it.

20. Governing Law and Jurisdiction

20.1 This Agreement and any dispute or claim arising out of or in connection with it or

its subject matter or formation (including non-contractual disputes or claims) shall be

governed by and construed in accordance with English law.

20.2 The parties irrevocably agree that the courts of England and Wales shall have

exclusive jurisdiction to settle any dispute or claim that arises out of or in connection

with this agreement or its subject matter or formation (including non-contractual

disputes or claims).

APPENDIX A

The Women’s Chapter® Code of Conduct:

The Women’s Chapter® is a community for female founders and senior professionals to come together to connect, inspire and thrive. Together we champion women in business and women-led business, support one another and pay it forward to build a thriving, positive environment for women in work and beyond.

We ask that everyone who comes into our community does so with an open heart and mind.

At The Women’s Chapter, we are committed to creating a welcoming and inclusive community that celebrates diversity, promotes equity, and embodies kindness, collaboration, reciprocity, and organic support. We are here to support and uplift one another, and our code of conduct is designed to ensure that all members of our community feel safe, respected, and valued.

Our community is built on the following core values:

Diversity and Inclusion: We believe that diversity and inclusion are critical to the success of our community. We welcome and celebrate individuals of all ages, races, ethnicities, religions, sexual orientations, gender identities, abilities, and backgrounds.

Equity: We strive to create a community where all members have equal opportunities to participate, share their ideas, and access our resources and support.

Kindness and Respect: We believe in treating everyone with kindness, respect, and empathy. We do not tolerate any form of discrimination, shaming, harassment, bullying, or hate speech.

Open Heart and Mind: We encourage all members of our community to approach each other with openness. We recognise that we all have different perspectives and experiences, and we value diverse opinions and ideas.

Collaboration: We believe in the power of collaboration and working together to achieve our goals. We encourage members of our community to support and uplift one another, and to be generous with their time, knowledge, and resources.

Reciprocity: We believe that our community thrives on reciprocity. We encourage members to contribute to the community in meaningful ways, whether it’s by sharing their knowledge and expertise, offering support and encouragement to others, or participating in community events and initiatives.

No Hard Selling: We believe in building relationships based on trust and mutual support, rather than using hard selling tactics. We do not tolerate any form of aggressive sales pitches or pressure to buy within our community. Support for your business will come organically through how much you put into the community, share, and support others. This community is not the right fit for you if you are only joining to sell your products and services to other members.

Lifting One Another Up: We believe that we are stronger together, and we are committed to lifting one another up. We celebrate each other’s successes, offer support and encouragement during challenging times, and seek out opportunities to help each other grow and succeed.

If you witness any behaviour that violates our code of conduct, or if you have any questions or concerns, please reach out to a member of our team. We are here to support you and ensure that all members of our community feel safe, respected, and valued.

By joining The Women’s Chapter, you agree to abide by this code of conduct, and to contribute to creating a positive and supportive community for all members.

APPENDIX B

The Women’s Chapter® Mission and Manifesto

Our mission is to amplify the voices and stories of the female change makers driving global enterprise. We believe that female leaders and women-led businesses have the power to create positive change in the world, and we are dedicated to providing the ultimate inspirational resource for women and girls to access female role models and see the breadth of career opportunities that exist for them.

We use our platform to champion and unite women and women-led business. We know that women and women-led businesses have a critical role to play in addressing climate change and achieving the United Nations’ Sustainable Development Goals (SDGs). By prioritising sustainability and social impact, and by bringing their unique perspectives and expertise to the table, women are helping to create a more equitable, sustainable, and prosperous future for all.

Our application-only memberships provide women, across all industries, with the opportunity to come together to create meaningful connections, find solutions to challenges, be inspired, and build a work life aligned with their purpose. We shine a light on female founders and connect them with a motivated community of consumers who want to use their purchasing power to contribute to the success of other women.

By joining our community, women have the opportunity to connect with other like-minded women who understand their unique challenges and can provide guidance and support.

The Women’s Chapter serves as a platform for women to showcase their businesses and ideas, and to gain exposure and visibility in their industries. We create a space for women to amplify their voices, celebrate their achievements, and inspire others to pursue their dreams.

We also believe in giving back to our community and the world at large.

The Women’s Chapter Pledge is to donate 5% from all of our membership fees to our chosen charities, all of which support women and girls. We are committed to creating a world where women are empowered to achieve their dreams, support their communities, and drive positive change.