Terms and Conditions
Effective date: 9th March 2021
Fertifa Limited – Our terms
1. These terms
1.1 What these terms cover. These terms and conditions (“Terms”), together with the Treatment Plan (if applicable and as defined below), form the agreement (“Agreement”) on which we supply the Fertifa Programme (as defined below) to you. This Agreement commences when you begin using or access the Fertifa Services, and/or you accept these Terms, and/or register to access the Fertifa Platform (whichever happens first) and continues until the earlier of you:
(a) completing your Treatment; or
(b) the Agreement is terminated in accordance with these Terms.
1.2 Why you should read them. Please read these Terms carefully before you submit your order to us or sign up for the Fertifa Programme. These Terms tell you who we are, how we will provide products and services to you, how you and we may change or end the Agreement, what to do if there is a problem and other important information.
2. Information about us, what we provide to you, and how to contact us
2.1 Who we are. We are Fertifa Limited, (“Fertifa”) a company registered in England and Wales. Our company registration number is 12151532 and our registered office is at 1 Harley Street, London, W1G 9QD.
2.2 What we provide to you. Fertifa helps you (“you” or “Patient”) to take control of your fertility journey through providing education, consultations, wellbeing services, diagnostic testing, discounts on Fertility Treatment and access to a range of fertility and holistic services, to give you the best chance of success of having a baby. Fertifa is your mentor throughout your fertility journey. We offer UK leading medical expertise, home diagnostic testing and holistic services to compliment your fertility treatment (“Fertifa Programme”). As part of this, Fertifa will refer Patients to third party providers to make available fertility treatments and other ancillary treatments (including diagnostic and blood tests, scans, counselling and holistic services) to Patients on a fully customisable basis, meaning that Patients have more control over their fertility journey. As well as by other means such as personal consultations, phone call and emails, information relating to the Patient’s fertility journey as well as treatments and products can be uploaded, accessed and shared with Patients using Fertifa’s website (https://www.fertifa.com/), and through its online platform, for those Patients who have decided to go forward with Treatment (https://www.fertifabenefits.com/EmployerLogin) (“Fertifa Platform”). Once you have decided to proceed with Treatments, the Fertifa Platform will be available to you and comprises digital and online tools which permit Patients to access general and personalised information relating to a Patient’s fertility treatments and medication, contact details of Fertifa’s Partner Providers, and access to an advisor at Fertifa who will help plan your bespoke fertility treatment plan. Fertifa also provides the time and expertise of an advisor who can assist Patients to navigate with their fertility journey (as further defined below, “Fertifa Advisor”).
2.3 You wish to participate in the Fertifa Programme and Fertifa wishes to make the Fertifa Programme available to you subject to these Terms.
2.4 How to contact us. You can contact us through the Fertifa Platform; by email at email@example.com; by telephoning our customer service team on 0203 966 5674; or by writing to us at 1 Harley Street, London, W1G 9QD.
2.5 How we may contact you. If we have to contact you we will do so either via the Fertifa Platform, by telephone or by writing to you at the email address or postal address you provided to us in your order or registration for the Fertifa Platform.
2.6 “Writing” includes emails. When we use the words “writing” or “written” in these Terms, this includes emails.
3. Our Agreement with you
3.1 What is an order? For the purposes of these Terms an order is when you order, register for, or sign up for any of our products or services that form part of the Fertifa Programme. That could be ordering a Product such as blood testing or sperm testing kits, registering to access the Fertifa Platform, or signing up for the Fertifa Programme, Treatments, or any Fertifa Services, and may be via our website, by ordering in person, via email, telephone call to us, or via a dedicated link that your employer provides you with so that you can order form us.
3.2 How we will accept your order. Our acceptance of your order will take place when we email or contact you to accept it, at which point a contract will come into existence between you and us.
3.3 If we cannot accept your order. If we are unable to accept your order, we will inform you of this and 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 Treatment or Product, or because we are unable to meet a delivery deadline you have specified.
3.4 We only sell to the UK. Our website is solely for the promotion of our products or services in the UK. Unfortunately, we do not accept orders from addresses outside the UK.
4. Your rights to make changes
If you wish to make a change to the Treatment Plan and/or Treatments contained within the Treatment Plan please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the Treatment Plan/Treatments, the timing of supply or anything else which would be necessary as a result of your requested change, and ask you to confirm whether you wish to go ahead with the change. If we cannot make the change or the consequences of making the change are unacceptable to you, you may want to end the Agreement (see clause 12- Your rights to end the Agreement and refunds, together with our refund policies in the Patient Price List).
5. Our rights to make changes
5.1 Changes to the Fertifa Programme. We may change the Fertifa Programme:
(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 Patient 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 to help you make changes to your Treatment Plan or how it is delivered. If you do not accept such changes you may then contact us to end the Agreement before the changes take effect and receive a refund for any products/services paid for but not received, as further detailed in the Patient Price List.
6. Providing the Fertifa Services
6.1 Subject to receipt of the Programme Fees and Treatment Fees, Fertifa shall organise and deliver the Fertifa Programme to you in accordance with these Terms, which shall include the following Fertifa Services:
(a) access to and use of the Fertifa Platform;
(b) the services and support of a Fertifa doctor or health professional who may (or may not depending on if such services are agreed to be carried out by a Partner Provider) carry out an initial consultation with the Patient, and/or diagnostic testing and scans and/or prescribe or dispense medicines to Patients before the Patient undertakes Treatment with a Partner Provider;
(c) the services and support of an Fertifa Advisor who can be contacted through the Fertifa Platform or by email or telephone;
(d) information about your fertility journey which will include, without limitation, details of your Treatments, information regarding your medication, general and personalised fertility information and the contact details of Partner Providers and the Fertifa Advisor (“Fertifa Information”);
(e) supply and Products and the co-ordination of an annual Reproductive Health Assessment;
(f) co-ordination of the Treatments provided to you by our Partner Providers;
(g) certain administrative and payment services in respect of Treatments (see clause 15 below for further details); and
(h) we may also provide and collect certain information, including consents from you in connection with the performance of Treatments, for and on behalf of our Partner Providers.
6.2 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.
6.3 Fertifa Information: Fertifa may receive medical information related to your Treatment from our Partner Providers which we will pass on to you, usually via the Fertifa Platform. You should always speak to the Partner Provider or a doctor or healthcare professional if you have any concerns about the information you have received from us.
6.4 We will use our reasonable care and skill to provide the Fertifa Programme to you. We will use staff (including your Fertifa Advisor) that are trained, qualified and experienced in the activities they are undertaking. If you think that the Fertifa Services have not met these standards, please let us know as soon as possible and we will aim to correct the issue or re-perform the Fertifa Services, however we give no guarantee that by participating in the Fertifa Programme or undertaking Treatment 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 hope for.
7. Treatment and Partner Providers:
7.1 If you wish to explore the Treatments we offer as part of the Fertifa Programme, we will arrange a consultation with either a member of Fertifa medical staff, or a Doctor at one of our Partner Providers. Treatment plans will be agreed with you in a consultation with either our medical staff or one of our Partner Providers, which will be on the basis that any Treatments set out are performed by our Partner Providers on the basis of their terms and conditions. Of course, you are free to choose fertility treatments from a different provider however, by doing so, you will not be able to participate in the Fertifa Programme.
7.2 Except if your employer is someone that has signed up to our Premium Package, you will pay Fertifa in full upfront in respect of any Treatments performed by our Partner Providers and we will manage and co-ordinate the payment of the Partner Providers. The exception to this is in relation to any costs relating to the storage of any gametes or embryos you choose to store, where the costs will be handled directly between you and the Third Party Clinic. Where you choose to receive additional Treatments or other services provided by our Partner Providers, you are likely to incur additional fees which may be payable directly to the Partner Providers. If your employer has signed up for your Premium Package you should be clear before signing up for any Treatments what and how much your employer will pay for, and what, if anything, will remain your responsibility to pay for, including should your employer end their contract with us.
7.3 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 each Patient. 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 they will follow their complaints or other procedures to resolve your concerns.
7.4 Our Partner Providers are all registered with the applicable English 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).
7.5 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 all located in England and Wales and use doctors qualified to practice here.
7.6 Fertifa and our Partner Providers are only responsible for the provision of medical care and other services under the laws of England and Wales and are not responsible for complying with the laws and regulations of any other jurisdiction.
8. Fertifa Programme – Employer Funded
8.1 Subject to your employer paying the relevant Programme Fees we will provide you with access to the Fertifa Programme and Fertifa Platform. The parts of the Fertifa Programme that are available to you are detailed in information made available to you by your employer and through your employer internal communications, as well as on the Fertifa Platform, but if you have any questions please email us at firstname.lastname@example.org. In summary, the three areas of the Fertifa Programme that you may or may not have access to are:
(a) Education- we will work with your employer and their Human Resources department to offer you education on fertility and reproductive health through such things as webinars, seminars, lunch and learn sessions and podcasts. The cost of this will be covered by your employer paying the Programme Fees.
(b) Annual Reproductive Health Assessments- we will work with your employer to offer you an annual Reproductive Health Assessment that may involve at-home blood and sperm tests, alongside a phone consultation with a fertility advisor. The cost of this will be covered by your employer paying the Programme Fees.
(c) Fertility Treatments- If you would like to proceed with fertility Treatment we will work with you to arrange that through our Partner Providers. The cost of Treatments will need to be paid for by you in full upfront, unless you have agreed otherwise with your employer, or if your employer has signed up to our Premium Package, where they may pay for some or all of your Treatments. Not all Patients will be entitled to the benefits of the Premium Package as it depends on what your employer has agreed to offer and you should consult with your employer before deciding to proceed with any Treatments and be clear what costs you will be responsible for. However, provided that your employer has paid the Programme Fees, you may be entitled to a discount or coupon off the cost of Fertifa Services.
8.2 Your access to the Fertifa Programme and Fertifa Platform is dependent on you or your employer paying the Programme Fees on your behalf. If at any point you or your employer ceases to pay the Programme Fees, you may lose access to the Fertifa Programme and/or Fertifa Platform. Any issues relating to payment of the Programme Fees, or if your employer agrees to meet them on your behalf, should be directed to your employer. If we do not receive payment for Programme Fees, we may immediately terminate or suspend your access to your Fertifa Programme and/or the Fertifa Platform. If your employer ceases paying the Programme Fees, or decides no longer to fund your Programme Fees for whatever reason, we will contact you to ask if you would like to pay the Programme Fees yourself.
9. Providing access to the Fertifa Platform/Programme
9.1 Your use of the Fertifa Platform is governed by our Website Terms and Conditions of Use. Please take the time to read these, as they include important terms which apply to you.
9.2 You may only purchase Products or Treatments from us, or participate in the Fertifa Programme, if you are at least 18 years old.
9.3 The Fertifa Platform can be accessed online via the website at www.fertifa.com. The Fertifa Platform is accessed remotely using the internet, data networks and devices which can access the internet. If you wish to access the Fertifa Platform, you should ensure you have an internet-enabled device and a sufficient internet connection available.
9.4 Technical or security threats or issues affecting the Fertifa Platform or its infrastructure may require us to suspend the Fertifa Platform 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 12 month period, in which event you may cancel your Agreement with us.
9.5 When you use the Fertifa Platform or send e-mails to us, you are communicating with us electronically. We will communicate with you by e-mail or through our messaging services within the Fertifa Platform, as is necessary to deliver the Fertifa Programme to you.
9.6 Restrictions relating to use of the Fertifa Platform. You must not:
(a) rent, lease, sub-license, loan, provide, or otherwise make available, the Fertifa Programme (including the Fertifa Platform) 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 Programme, except insofar as required to participate in the Fertifa Programme;
(c) translate, merge, adapt, vary, alter or modify, the whole or any part of the Fertifa Platform nor permit the Fertifa Platform or any part of it to be combined with, or become incorporated in, any other programs, except as necessary to use the Fertifa Platform on devices as permitted in these Terms;
(d) disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the Fertifa Platform nor attempt to do any such things.
9.7 Furthermore, you must not:
(a) use the Fertifa Platform in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these Terms, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, such as viruses, or harmful data, into the Fertifa Platform or any operating system;
(b) infringe our intellectual property rights or those of any third party in relation to your use of the Fertifa Platform, including by the submission of any material or information to us (to the extent that such use is not permitted by these Terms);
(c) transmit any material that is defamatory, offensive or otherwise objectionable in relation to your use of the Fertifa Platform;
(d) use the Fertifa Platform 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 Fertifa Platform 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 Fertifa Platform; or
(f) attempt to gain unauthorised access to the Fertifa Platform.
9.8 You will be sending and receiving sensitive information through the Fertifa Platform. You should make sure you are accessing the Fertifa Platform through secure or safe networks with at least WPA-2 security.
9.9 We may update the Fertifa Platform from time to time.
10. Our Products
10.1 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.
11. Providing the Products
11.1 Delivery costs and when we will provide the Products. The costs of delivery will be as displayed to you on our website. We will deliver them to you as soon as reasonably possible and in any event within 30 days after the day on which we accept your order.
11.2 When you become responsible for the goods. A Product which is goods will be your responsibility from the time we deliver the Product to the address you gave us.
11.3 When you own goods. You own a Product which is goods once we have received payment in full.
12. Your rights to end the Agreement and refunds
12.1 Cancellation in the cancellation period. You may cancel your Agreement with us within 14 days from either: (a) the day after we confirm we accept your order of the Treatments or Fertifa Services; or (b) 14 days after the day you receive Products (“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 Treatment or any Fertifa Services within the Cancellation Period and you subsequently choose to cancel 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. These will be priced to reflect reasonable use and are further detailed in the Patient Price List. In the event of cancellation, Fertifa reserves the right to refuse any future request to participate in the Fertifa Programme.
12.2 Cancellation outside of the cancellation period. You may end this Agreement:
(a) by giving to us not less than fourteen (14) days’ notice;
(b) if for medical reasons, you no longer require Treatment, care or other services provided by our Partner Providers;
(c) if the Products, Treatments or other services are unavailable for reasons outside our control as set out in clause 19.5;
(d) if you do not like a change we make to these Terms under clause 19.1 unless you have accepted those Terms; or
(e) if 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 6.4.
12.3 If you are currently involved in a Cycle and choose to end this Agreement, the 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.
12.4 If you wish to cancel this Agreement under this clause 12 (whether during the Cancellation Period or outside of the Cancellation Period), you must give us notice by sending us a message through the Fertifa Platform or emailing us at email@example.com.
12.5 Returning Products after ending the Agreement. If you end the Agreement for any reason after Products have been dispatched to you or you have received them, you must message us through the Fertifa Platform 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 the 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.
12.6 If you cancel your Agreement within the time frames set out above we will:
(a) refund you the price you paid for the Products, (plus delivery costs, if applicable, as the least expensive delivery method we offer) Treatments, or Fertifa Services in accordance with the refund policies set out in these Terms and as further detailed in the Patient Price List; and
(b) make any refunds due to you as soon as possible, and in any event within 14 days after you inform us of your decision to cancel the Agreement in respect of Fertifa Services, Treatments, or in respect of Products within 14 days from the day on which we receive the Product back from you or, if earlier, the day on which you provide us with evidence that you have sent the Product back to us.
12.7 We will refund you on the credit card or debit card used by you to pay, or by bank transfer if you request, however, we may make deductions from the price, as described above.
12.8 Because you are a consumer, we are under a legal duty to supply Products that are in conformity with these Terms. 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 12 or anything else in these Terms. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office.
13. Our rights to end the Agreement
13.1 We may end the Agreement if you break it. We may end the 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 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) You have breached any provision of the Agreement or the contract between you and a Partner Provider;
(c) 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 Programme to you;
(d) you do not, within a reasonable time, allow us to deliver the Products to you or collect them from us; or
(e) your employer stops paying the Programme Fees or funding your Treatment (including but not limited to paying the Treatment Contribution, if applicable).
(b) if we terminate our Agreement by giving you not less than fourteen (14) days’ prior written notice (although if you are part way through a Cycle we would usually allow you to complete that Cycle before terminating).
13.2 In some cases we may not provide or we may choose not to make available the Fertifa Programme to you. The circumstances where this may occur include:
(a) 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;
13.3 If any of these or other circumstances arise where we consider that the Fertifa Programme is unlikely to be beneficial or applicable to you or which gives Fertifa any other reasonable grounds to end your participation in the Fertifa Programme, then we may either suspend your right to receive the Fertifa Programme or terminate this Agreement by notifying you.
13.4 Where the Fertifa Programme is 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 entitlement to the Fertifa Programme shall end immediately. If you would like to continue access to the Fertifa Programme please contact us and we can discuss with you the costs involved so that you can choose whether to meet those costs yourself. You can choose to pay Treatment Fees directly to Fertifa for any future Treatment in accordance with these Terms. You may also choose to pay the Programme Fees yourself directly to Fertifa and continue access to the Fertifa Platform. 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 Services, Products or Treatments you continue to use. If your employer has already made a Treatment Contribution payment to us you may be entitled to use that Treatment Contribution towards Treatment(s), but you should confirm the position with us and your employer before you schedule any Treatment(s) to confirm what costs you may be responsible for.
13.5 If we end our Agreement, you must stop all activities authorised by these Terms, including your use of the Fertifa Platform and any Fertifa Services. We may cease providing you with access to the Fertifa Platform.
13.6 You must compensate us if you break the Agreement. If we end the Agreement in the situations set out in clause 13.1 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 the Agreement.
14. If there is a problem with the Fertifa Programme
14.1 How to tell us about problems. If you have any questions or complaints about any aspect of the Fertifa Programme, please contact us. You can telephone our customer service team on 0203 966 5674 or write to us at firstname.lastname@example.org or 1 Harley Street, London, W1G 9QD.
14.2 Summary of your legal rights. We are under a legal duty to supply products and services that are in conformity with this Agreement. Nothing in these Terms will affect your legal rights.
15. Price and payment
15.1 Treatment Plan prices and payment. Unless covered by your employer (as agreed in your communications with your employer), we will inform you in the Treatment Plan and/or by supplying you with the Patient Price List of the fees payable in respect of Treatments to be performed by Fertifa or our Partner Providers (“Treatment Fees”). Where Treatment Fees are not covered by your employer (in full or in part), an invoice in respect of such Treatment Fees shall accompany the Treatment Plan and you are required to pay such invoiced amounts within 5 Business Days and in any event before the applicable Treatment begins should you wish to receive the Treatment outlined in the Treatment Plan. 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.
15.2 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, either via a link from your employer, an email from us, or via the Fertifa Platform. 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. You must pay for the Products before we dispatch them. If your employer is paying your Programme Fees, the cost of Products may be covered by your employer under the Annual Reproductive Health Assessment. You should confirm with your employer before placing an order.
15.3 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.
15.4 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 the Agreement, refund you any sums you have paid and require the return of any goods provided to you.
15.5 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.
16. Our responsibility for loss or damage suffered by you
16.1 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 the Agreement was made, both we and you knew it might happen, for example, if you discussed it with us during the Treatment Plan process.
16.2 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.
16.3 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 16.2 and insofar as possible under applicable laws, guidance or regulations, disclaims liability for the performance of such Treatments or other services.
16.4 We are not liable for business losses. We only supply the Fertifa Programme, the Fertifa Platform and /or Products for your own private use. If you use the Fertifa Programme and/or Fertifa Platform and/or Products 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.
17. How we may use your personal information
17.2 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.
18. Intellectual Property
18.1 The content of our website at Fertifa.com, the Fertifa Platform and all Products and services sold or arranged by us are protected by copyright, trade marks, 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 Fertifa Platform, 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 these Terms. The logo and branding of our Partner Providers and other business partners are trade marks and/or owned by such parties.
18.2 You may retrieve and display the content of the Fertifa Platform 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 Fertifa Platform, Fertifa Programme or Fertifa Information, materials or content on the Fertifa Platform, or for sale from the Fertifa Platform, or the Educational Materials without written permission from us. By ordering any Products, or entering into a Treatment Plan or agreeing to undertake any Treatment, 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.
19. Other important terms
19.1 Our right to vary these terms. We may amend these Terms from time to time. Please note the date at the bottom of these Terms to see when these Terms were last updated and which Terms were changed. Every time you order Products, Treatments or anything else from us, the Terms in force at the time of your order will apply to the Agreement between you and us. We may revise these Terms as they apply to your order from time to time to reflect changes in relevant laws and regulatory requirements. If we have to revise these Terms as they apply to your order, we will contact you to give you reasonable advance notice of the changes and let you know how to cancel the Agreement if you are not happy with the changes.
19.2 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 the Agreement.
19.3 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.
19.4 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.
19.5 Events outside of our control. If our supply of the Fertifa Programme, including but not limited to the Treatment(s) or 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 the Agreement and receive a refund for any elements of the Fertifa Programme that you have paid for but not received.
19.6 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.
19.7 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.
19.8 Which laws apply to this Agreement and where you may bring legal proceedings. The Fertifa Programme is provided only in England and Wales in accordance with English law. These terms are governed by English law and you can bring legal in the English courts. If you live in Scotland you can bring legal proceedings in respect of what is covered by this Agreement in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of what is covered by this Agreement in either the Northern Irish or the English courts.
19.9 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 these Terms, unless the context requires otherwise, the following terms shall have the meaning assigned to them below:
• “Business Day” means any day, other than a Saturday or Sunday or public holiday in England, when the banks in London are open for business.
• “Clinical Treatment” means those medical fertility treatments which shall be performed by Third Party Clinics for the benefit of Patients and agreed in a Treatment Plan which may include, but are not limited to, a Cycle or Cycles, as well as consultations, diagnostic testing and scans, if not carried out by Fertifa or in addition to such consultations, diagnostic testing and scans carried out by Fertifa.
• “Cycle” means a cycle of medical treatment which may either be (1) In-vitro Fertilisation (“IVF”), which can include the following stages: (a) stimulation; (b) egg collection; (c) fertilisation; (d) reinsertion of fertilised egg, ; (2) Intrauterine Insemination (“IUI”); or (3) Fertility Preservation, such as, but not limited to, egg freezing, embryo freezing or sperm freezing.
• “Fertifa Advisors” means those persons engaged by Fertifa to provide part of the Fertifa Services and who are qualified nurses or other healthcare professionals.
• “Fertifa Services” means the services performed by Fertifa for Patients as part of the Fertifa Programme which may cover, without limitation, the co-ordination of a patient’s fertility journey through a bespoke treatment plan, education, advice and holistic services as further detailed in clauses 6.1 and 8.1.
• “Holistic Treatments” means any treatment offered to Patients through the Fertifa Programme, excluding Clinical Treatments, which may include, but not be limited to, such services/treatments as fertility coaching, counselling, nutrition advice, reflexology and acupuncture.
• “Holistic Provider” means a provider of Holistic Treatments.
• “Patient Price List” Fertifa’s current price list for elements of the Fertifa Programme, including but not limited to the cost of Treatments, together with Fertifa’s refund policies for such costs, which will be supplied to you at the point of a Treatment discussion consultation.
• “Partner Providers” means third party providers (including, without limitation, Third Party Clinics and Holistic Providers) who are engaged by Fertifa to collaborate with it to perform Clinical Treatments and Holistic Treatments offered through Fertifa Programme.
• “Premium Package” means an optional package that Fertifa offers where a Patient’s employer agrees to fund some or all of a Patient’s Treatments. A Patient’s employer must agree to sign up for this package with Fertifa and agree to offer it to its employees.
• “Products” means goods we sell related to the Fertifa Programme, including but not limited to, blood testing and sperm testing kits.
• “Programme Fee(s)” means the fees paid by a Patient’s employer in order for a Patient to access the Fertifa Programme and/or receive discounts relating to the Fertifa Programme.
• “Third Party Clinics” means medical clinics who are authorised and regulated by the Human Fertilisation and Embryology Authority and collaborate with Fertifa to provide the Clinical Treatments offered through the Fertifa Programme.
• “Treatments” means the Clinical Treatments and the Holistic Treatments and “Treatment” shall mean any one of them.
• “Treatment Contribution” the amount of money that the Patient’s employer has agreed to contribute to the Patient’s Treatments if the employer has agreed to offer the Premium Package. This contribution is not available to all employees and you should check with your employer what, if any, contribution they may make before you proceed with any Treatment(s).
• “Treatment Fees” has the meaning set out in clause 15.
• “Treatment Plan” means the plan outlining possible Treatments (which may include a Treatment Cycle as well as Holistic Treatment(s)) and the associated Treatment Fees for a Patient produced by a Fertifa Advisor following initial discussions, communications and consultation under the supervision of a Partner Provider with a Patient.