Effective date: 27th January 2022
Fertifa Limited – Our terms
1.1 Please read these terms and conditions (this “Agreement”) carefully before you access the Fertifa Services. This Agreement tells you who we are, how we will provide the Fertifa Services to you, how you and we may change or end this Agreement, what to do if there is a problem and other important information.
1.2 Your Employer has partnered with us to provide the Fertifa Programme and make the Fertifa Additional Services (as defined below) available to you. Depending on your Employer’s agreement with us, they may provide you with a Treatment Contribution (as defined) to fund or part fund the Fertifa Additional Services.
1.3 Your access to the Fertifa Services is subject to your Employer paying the Programme Fees and having a current, valid agreement with us. If at any point your Employer ceases to pay the Programme Fees and./or the agreement between your Employer and us expires or is terminate:
1.3.1 you may lose access to the Fertifa Services;
1.3.2 we may immediately terminate or suspend your access to the Fertifa Services; and
1.3.3 if you are currently accessing and using Fertifa Services, we will contact you to ask if you would like to pay the fees yourself to continue access the Fertifa Services.
2.1 We are Fertifa Limited, (“Fertifa”, “we”, “us”) a company registered in England and Wales. Our company registration number is 12151532 and our registered office is at 7 Savoy Court, London, WC2R 0EX.
2.2 Fertifa is your mentor throughout your fertility journey. We provide fertility and reproductive health support and facilitate access to treatment, designed to empower you to make the right decisions. Fertifa offers the following services:
(a) access to education on fertility and reproductive health through such things as articles webinars, podcasts, Q&As with doctors, nurses and other medical professionals (ii) the services and support of a Fertifa Advisor who can be contacted through a dedicated link via your Employer / the Fertifa website, the Fertifa Companion App or by email or telephone (iii) access (at additional cost) to Fertifa Additional Services provided to you by Fertifa or our Partner Providers (the “Fertifa Programme”); and
(b) for patients seeking to be proactive about their reproductive and / or those looking to start or build a family we provide additional services including diagnostic testing, consultations, fertility treatment and holistic services (“Fertifa Additional Services”). Fertifa Additional Services may be performed by Fertifa or Partner Providers. The Fertifa Additional Services which may be available to you may vary depending on your location and what is available at the time you access the Fertifa Services;
The Fertifa Programme and Fertifa Additional Services are together the “Fertifa Services”
2.4 You can contact us by email at firstname.lastname@example.org or by writing to us at 7 Savoy Court, London, WC2R 0EX.
2.5 If we have to contact you, we will do so either via telephone, by writing to you at the email address or postal address you have previously provided to us or via the Fertifa Companion App.
2.6 When we use the words “writing” or “written” in this Agreement, this includes emails.
3.1 You may request any of our products or services that form part of the Fertifa Services via our website, in person, via email, telephone call to us, or via a dedicated link that your Employer provides you with so that you can request for Fertifa Services or products from us.
3.2 If we accept your request: Our acceptance of your request will take place when we email or contact you to accept it.
3.3 If we do not accept your request: If for any reasons we are unable to accept your request, we will inform you of this and, where relevant, will not charge you for the relevant product or service. This might be because the product is out of stock, because of unexpected limits on our resources which we could not reasonably plan for, because we have identified an error in the price or description of the product or service, or because we are unable to meet a delivery deadline you have specified.
3.4 We only provide the Fertifa Services and products within the UK and the Republic of Ireland. Our website is solely for the promotion of our products or services in the UK and the Republic of Ireland.
4.1 The parts of the Fertifa Programme that are available to you are detailed in information made available to you by your Employer.
4.2 Subject to receipt of the Programme Fees, you may request to book or register for Fertifa Additional Services which are provided at an additional cost.
4.3 Depending on the terms of your Employer’s agreement with us, your Employer may provide a Treatment Contribution to fund or part fund the Fertifa Additional Services. Your Fertifa Advisor will discuss the Treatment Contribution with you, including any restrictions or exclusions. Where the Treatment Contribution does not cover the cost of the Additional Services or only part covers the cost, you will be liable to pay any shortfall. Payment for any costs not covered by the Treatment Contribution must be received upfront in full prior to the Fertifa Additional Services being delivered.
4.4 Where Fertifa Additional Services are being performed by Partner Providers, Fertifa will manage and coordinate the payment of these costs.
4.5 Where Fertifa Additional Services are provided by a clinic or provider that is not a Partner Provider you will be responsible for paying the clinic or provider directly. Depending on the terms of the Treatment Contribution, you may be entitled to reclaim some or all of these costs. Where applicable, and subject to receipt of valid invoices, Fertifa will coordinate reimbursement.
4.6 Not everyone will be entitled to a Treatment Contribution as it depends on what your Employer has agreed to offer. Before deciding to proceed with any Fertifa Additional Services you should be clear what and how much will be covered by the Treatment Contribution, and what will remain your responsibility to pay for, including should your Employer end their contract with us. Please speak to your Fertifa Advisor or consult your Employer if you have any questions.
4.7 Please note, if you are entitled to a Treatment Contribution, the cost of any Fertifa Additional Services paid by the Treatment Contribution may subject to income tax as it is a benefit-in-kind. The taxable amount will be reported on your annual P11d Benefits Statement provided by your Employer, or processed via payroll by your Employer. Please speak to your Employer should you have any questions about the tax you may incur on this benefit.
4.8 We will use our reasonable care and skill to provide the Fertifa Services to you. We will use staff (including your Fertifa Advisor) that are trained, qualified and experienced in the activities they are undertaking. If you do not think that the we have provided services to you in accordance with these standards, please let us know as soon as possible. and we will aim to correct the issue. We give no guarantee that by participating in the Fertifa Services that it will result in pregnancy or you delivering a healthy baby or babies. We will help you on your fertility journey but you must appreciate that there are no guarantees that the outcome will be the one that you hoped for.
5.1 Fertifa has partnered with fertility clinics and other organisations in order to deliver some of the Fertifa Services.
5.2 Our Partner Providers have committed to Fertifa to ensure that their performance of the Treatments and their other services are provided with the highest level of care, skill and diligence in accordance with best clinical practice and in the best interests of our patients. If you do not think that our Partner Providers have provided services to you in accordance with these standards, please let us know as soon as possible. We will raise these concerns with our Partner Providers and ensure they follow their complaints or other procedures to resolve your concerns.
5.3 Our Partner Providers are all registered with the applicable regulatory bodies, as required and as relevant to the Treatment and other ancillary services they provide including, without limitation the Care Quality Commission (www.cqc.or.uk); and/or in the case of Third-Party Clinics the Human Fertilisation and Embryology Authority (www.hfea.gov.uk).
5.4 The terms and conditions of our Partner Providers will apply to the Treatment and other services that they provide to you. Please carefully read these terms and conditions. Our Partner Providers are located in England and Wales and/or the Republic of Ireland and use doctors qualified to practice in these locations.
5.5 If you have a medical emergency related to the performance of any Clinical Treatment or Holistic Treatment performed by a Partner Provider, you should always contact the Partner Provider, your doctor or the emergency services. Your Clinical Treatment will be performed by or under the supervision of our Third-Party Clinics and all queries of a medical nature and that relate to such Clinical Treatment are to be answered by the Third-Party Clinic.
6.1 You may only purchase products or participate in the Fertifa Services if you are at least 18 years old.
6.2 You can access the Fertifa Services either through our website, via a dedicated link provided by your Employer or via the Fertifa Companion App (together the “Online Access”), which we may update from time to time.
6.3 Technical or security threats or issues affecting our website or its infrastructure may require us to suspend the Online Access in order to ensure it is secure and/or operating optimally. We will minimise these suspensions, but are not responsible to refund charges (if any have been paid) or compensate you if they occur, unless they exceed 30 days in aggregate in any twelve (12) month period, in which event you may cancel this Agreement.
6.4 Restrictions relating to use of Fertifa Services. You must not:
(a) rent, lease, sub-license, loan, provide, or otherwise make available, the Fertifa Services in any form, in whole or in part to any person without prior written consent from us;
(b) copy our IPR or any other information provided to you as part of the Fertifa Services, except insofar as required to participate in the Fertifa Services;
(c) translate, merge, adapt, vary, alter or modify, the whole or any part of the Online Access nor permit the Online Access or any part of it to be combined with, or become incorporated in, any other programs;
(d) disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of our services nor attempt to do any such things.
6.5 Furthermore, you must not:
(a) use the Online Access in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with this Agreement, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, such as viruses, or harmful data, into the Online Access or any operating system;
(b) infringe our intellectual property rights or those of any third party in relation to your use of the Online Access, including by the submission of any material or information to us (to the extent that such use is not permitted by this Agreement);
(c) transmit any material that is defamatory, offensive or otherwise objectionable in relation to your use of the Online Access;
(d) use the Online Access in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users. We do not guarantee that the Online Access will always be virus free and you must ensure that your devices have adequate virus protection software;
(e) collect or harvest any information or data from any service or our systems or attempt to decipher any transmissions to or from the servers running the Online Access; or
(f) attempt to gain unauthorised access to the Online Access.
6.6 You may be sending and receiving sensitive information through the Online Access. You should make sure you are accessing the Online Access through secure or safe networks with at least WPA-2 security.
7.1 We sell products, as Additional Services, related to the Fertifa Programme, including but not limited to, blood testing and sperm testing kits.
7.2 Products may vary slightly from their pictures. The images of the products or their packaging on our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device’s display of the colours accurately reflects the colour of the products. Your product or packaging may vary slightly from those images.
7.3 The costs of delivery will be as displayed to you on our website or otherwise communicated to you in writing. We will deliver them to you as soon as reasonably possible and in any event within thirty (30) days after the day on which we accept your request for the product.
7.4 A product which is goods will be your responsibility from the time we deliver the product to the address you gave us.
8.1 Changes to the Fertifa Services. We may change the Fertifa Services:
(a) to reflect changes in relevant laws, guidance and regulatory requirements;
(b) to implement technical adjustments and improvements, for example relating to technological or scientific advances, or changes in quality or safety requirements; and
(c) if a Partner Provider changes what Treatments they offer or how they deliver them,
but if we do so we will notify you and offer you any alternatives there may be. If you do not accept such changes you may then contact us to end this Agreement before the changes take effect and we will refund you, and/or your Employer if a Treatment Contribution was used, for any products/services paid for but not received.
9.1 Cancellation in the Cancellation Period. You may cancel this Agreement within 14 days from the day after we confirm we accept your order of the products or Fertifa Additional Services (“Cancellation Period”). If you cancel during the Cancellation Period, we will refund any initial fees paid to us by you within 14 days from the day on which we receive your cancellation notice provided that, if you receive any Fertifa Additional Services within the Cancellation Period, we will reduce the amount of any refund (or take payment from you) to recover any costs and charges that we administer for and on behalf of the Partner Providers including: (a) any medication and or medicinal product costs incurred by our Partner Providers and any health care services provided by any of them; and (b) the reasonable use of any other Fertifa Services provided to you. In the event of cancellation, Fertifa reserves the right to refuse any future request to participate in the Fertifa Programme. We will refund you on the credit card or debit card used by you to pay, or by bank transfer if you request. If any payment was made through the Treatment Contribution we will refund the relevant amount to your Employer.
9.2 Cancellation outside of the Cancellation Period. You may end this Agreement by giving to us not less than fourteen (14) days’ notice if:
(a) for medical reasons, you no longer require Treatment, care or other services provided by our Partner Providers;
(b) the products, Treatments or other services are unavailable for reasons outside our control as set out in clause 16.5;
(c) you do not like a change we make to this Agreement under clause 8.1 unless you have accepted the change; or
(d) we have failed, within six months of receiving notice from you, to fix or re-perform services not provided to the standards set out in clause 4.8.
9.3 If you are currently involved in a Cycle and choose to end this Agreement, this Agreement will come to an end at the end of such Cycle and you will be responsible for any fees or charges relating to that Cycle.
9.4 If you wish to cancel this Agreement under this clause 9 (whether during the Cancellation Period or outside of the Cancellation Period), you must give us notice by emailing us at email@example.com.
9.5 Returning products after ending this Agreement. If you end this Agreement for any reason after products have been dispatched to you or you have received them, you must e-mail us at firstname.lastname@example.org to let us know and we will provide supplier details to return the product to. If you are exercising your right to change your mind you must send off the goods within 14 days of telling us you wish to end this Agreement. If you are returning products because you have changed your mind we will only accept such returns if the products are in their original unopened condition.
9.6 Because you are a consumer, we are under a legal duty to supply products that are in conformity with this Agreement. As a consumer, you have legal rights in relation to products or services that are faulty or not as described. These legal rights are not affected by your right of refund in this clause 9 or anything else in this Agreement.
10.1 We may end this Agreement at any time by writing to you if:
(a) you do not make any payment to us or a Partner Provider when it is due and you still do not make payment within seven (7) days of us reminding you that payment is due, and in any event if payment is not made in full before a Treatment is scheduled;
(b) your Employer stops paying the Programme Fees or funding your Treatment (including but not limited to paying the Treatment Contribution, if applicable);
(c) the contract between your Employer and us expires or is terminated;
(d) you have breached any provision of this Agreement or the contract between you and a Partner Provider;
(e) you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the Fertifa Services to you;
(f) you do not, within a reasonable time, allow us to deliver the products to you or collect them from us.
10.2 In some cases we may not provide or we may choose not to make available the Fertifa Services to you. The circumstances where this may occur include if you have been, or our Partner Providers have reported to us that you have been, violent or verbally or physical aggressive to any member of Fertifa’s staff or any member of staff of a Partner Provider.
10.3 If any circumstances arise where we consider that the Fertifa Services is unlikely to be beneficial or applicable to you or which gives Fertifa any other reasonable grounds to end your participation in the Fertifa Services, then we may either suspend your right to receive the Fertifa Services or terminate this Agreement by notifying you.10.4 Where the Fertifa Services are made available to you through your Employer and you are no longer entitled to receive coverage from such Employer, or your Employer cancels their contract with us, your access to the Fertifa Services shall end immediately. If you would like to continue access to the Fertifa Services, please contact us and we can discuss with you the costs involved so that you can choose whether to meet those costs yourself. If your Employer ceases paying the Programme Fees and/or any Treatment Contribution for any reason, you will be responsible for any outstanding fees or charges (whether they are our fees or charges or those of any Partner Providers) relating to the Fertifa Additional Services, including products or Treatments you continue to use.
10.5 If we end this Agreement, you must stop all activities authorised by this Agreement, including the use of any Fertifa Services. We may cease providing you with access to the Online Access.
10.6 You must compensate us if you breach this Agreement. If we end this Agreement in the situations set out in clause 10.1, we will refund any money you have paid in advance for products or services we or Partner Providers have not yet provided, but we may deduct reasonable compensation for the net costs we will incur as a result of your breaking this Agreement.
11.1 If you have any questions or complaints about any aspect of the Fertifa Programme, please contact us. You can write to us at email@example.com or 7 Savoy Court, London, WC2R 0EX.
11.2 We are under a legal duty to supply products and services that are in conformity with this Agreement. Nothing in this Agreement will affect your legal rights.
12.1 Fertifa Additional Services prices and payment. Unless covered by your Employer (as agreed in your communications with your Employer), we will inform you in advance of fees payable in respect of Fertifa Additional Services to be performed by Fertifa or our Partner Providers (“Fertfia Additional Service Fees”). Where Fertifa Additional Service Fees are not covered by your Employer (in full or in part), an invoice in respect of such these fees shall be sent to you and you are required to pay such invoiced amounts within five (5) Business Days and in any event before the applicable Fertifa Additional Services are provided. Invoiced sums should be paid by credit or debit card or by electronic transfer of funds to Fertifa’s bank account, details of which are set out in the invoice.
12.2 Product prices and payment. The price of any products (which includes VAT, if applicable) will be the price indicated on the order form you completed, via an e-mail from us. We take all reasonable care to ensure that the price of the product advised to you is correct. Payment should be made by credit or debit card or by electronic transfer of funds to Fertifa’s bank account, details of which are set out in the invoice. Unless the products are covered by your Treatment Contribution, you must pay for the products before we dispatch them. 12.3 We can charge interest if you pay late. If you do not make any payment to us by the due date, we may charge interest to you on the overdue amount at the rate of 3% a year above the base lending rate of the Bank of England from time to time. This interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with any overdue amount.
12.4 What happens if we got the price wrong. It is always possible that, despite our best efforts, some of the products or services we sell may be incorrectly priced. If the product or service’s correct price at your order date is higher than the price stated to you, we will contact you for your instructions before we accept your order. If we accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may end this Agreement, refund you any sums you have paid and require the return of any goods provided to you.
12.5 What to do if you think an invoice is wrong. If you think an invoice is wrong, please contact us promptly to let us know. You will not have to pay any interest until the dispute is resolved. Once the dispute is resolved we will charge you interest on correctly invoiced sums from the original due date.
13.1 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this Agreement or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time this Agreement was made, both we and you knew it might happen, for example, if you discussed it with our Fertifa Advisors or medical staff.
13.2 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the products including the right to receive products which are: as described and match information we provided to you; of satisfactory quality; fit for any particular purpose made known to us; supplied with reasonable skill and care and; and for defective products under the Consumer Protection Act 1987.
13.3 Partner Provider Liability. Our Partner Providers are fully responsible for all Treatments and other services that are provided to you by them and will be liable and have insurance for any claims that you may have against them. All Treatments and other services provided to you by our Partner Providers will be on the terms and conditions of such Partners Providers and Fertifa, subject to clause 13.2 and insofar as possible under applicable laws, guidance or regulations, disclaims liability for the performance of such Treatments or other services.
13.4 We are not liable for business losses. We only supply the Fertifa Programme, the services and /or products for your own private use. If you use the Fertifa Programme and/or products or services for any commercial, business or re-sale purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
14.2 Our Partner Providers will also collect and use your personal information and will also let you know how they will handle your data. You should refer to their privacy policies/data protection notices as well to understand how your information will be used.
14.3 Where your Employer is covering some or all of the cost of Fertifa Additional Services these may be subject to income tax in relation to you, as it is a benefit-in-kind. In order to comply with tax reporting requirements in relation to you, your Employer needs to know the value of the treatments that they have paid for. For us to provide you with the Fertifa Additional Services, we must provide this value information to your Employer. Whilst we must provide this information to provide you with the Fertifa Additional Services, we will not provide any information in relation to the treatment being received by you.
15.1 The content of our website at Fertifa.com, its subdomains and all products and services sold or arranged by us are protected by copyright, trademarks, database rights and other intellectual property rights, as are any educational or informative materials (“Educational Materials”) we give to you or which you access relating to the Fertifa Programme (including but not limited to webinars, workshops, podcasts and the like). All intellectual property rights in the website and its subdomains, the Fertifa Information and the Fertifa Programme, the Educational Materials, our brand and the Fertifa logo throughout the world (“our IPR”) belong to us. You have no intellectual property rights in, or to, our IPR other than the right to use them in accordance with this Agreement. The logo and branding of our Partner Providers and other business partners are trademarks and/or owned by such parties.
15.2 You may retrieve and display the content of website / services on a computer screen, store such content in electronic form on disk (but not any server or other storage device connected to a network) or print such content for your own personal use, provided you keep intact all and any copyright and proprietary notices. You may not reproduce, modify, copy or distribute or use for commercial purposes any of the website, Fertifa Programme or Fertifa Information, materials or content on our website or subdomains, or for sale from the website and its subdomains, or the Educational Materials without written permission from us. By ordering any products or agreeing to undertake any Fertifa Additional Services, you agree that those products or services you purchase may only be used by you for your personal use and may not be sold or redistributed without our express written consent.
16.1 Our right to vary these terms. We may amend this Agreement from time to time. Please note the date at the bottom of this Agreement to see when this Agreement was last updated. Every time you order products, Treatments or anything else from us, the version of this Agreement in force at the time of your order will apply. We may revise this Agreement from time to time to reflect changes in relevant laws and regulatory requirements. If we have to revise this Agreement as it applies to your order, we will contact you to give you reasonable advance notice of the changes and let you know how to cancel this Agreement if you are not happy with the changes.
16.2 We may transfer this Agreement to someone else. We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under this Agreement.
16.3 You need our consent to transfer your rights to someone else. You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.
16.4 Nobody else has any rights under this Agreement. This Agreement is between you and us. No other person shall have any rights to enforce any of its terms.
16.5 Events outside of our control. If our supply of the Fertifa Programme, including but not limited to the supply of products, is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end this Agreement and receive a refund for any elements of the Fertifa Programme that you have paid for but not received.
16.6 If a court finds part of this Agreement illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
16.7 Even if we delay in enforcing this Agreement, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of you breaking this Agreement, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the products or services (including but not limited to the Treatments or products), we can still require you to make the payment at a later date.
16.8 This Agreement is governed by English law and subject to the exclusive jurisdiction of the courts of England and Wales. Fertifa is only responsible for the provision of medical care under the laws of England and Wales and is not responsible for complying with the laws and regulations of any other jurisdiction
16.9 Alternative dispute resolution. Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are not happy with how we have handled any complaint, you may want to contact the alternative dispute resolution provider we use. You can submit a complaint to the Centre for Effective Dispute Resolution’s (“CEDR”) via their website at https://www.cedr.com/. If you are not satisfied with the outcome, you can still bring legal proceedings. In addition, please note that disputes may be submitted for online resolution to the European Commission Online Dispute Resolution platform.
In this Agreement, unless the context requires otherwise, the following terms shall have the meaning assigned to them below: