Terms and Conditions

Last updated January 2024

AGREEMENT TO OUR TERMS AND CONDITIONS

Introduction
1. These terms and conditions constitute a legally binding agreement made between you, whether personally or on behalf of another organisation or entity (“you”) and Halo Consulting Limited, doing business as Halo Consulting (“Company“, “we,” “us,” or “our”), a company registered in England and Wales (CRN 06012925).
2. We:
  1. operate the website www.apathnotchosen.com (the “Website”)
  2. operate an account on Instagram called ‘apathnotchosen’ (“Instagram Account”) as the sole; and,
  3. are exclusive representatives for the book called “A Path Not Chosen” (the “Book”).
3. The provision and operation of the Website, the Book, and the operation of the Instagram Account by us, as well as any other form of media, media channel, mobile website or mobile application related, linked, or otherwise connected to or used in connection with the Website, Instagram Account and Book (collectively, the “Services”) are provided and operated, as between you and us, subject to these terms and conditions (the “Terms and Conditions”).
4. These Terms and Conditions shall govern your use of our Services.
5. By engaging with, accessing and/or using our Services, you warrant that you have read, understood, agree and accept to be bound by all of these Terms and Conditions. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS AND CONDITIONS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE WEBSITE AND/OR ENGAGEING WITH THE SERVICES AND YOU MUST DISCONTINUE USE OF THE SERVICES IMMEDIATELY.
6. Supplemental Terms and Conditions or documents that may be posted by us on the Website from time to time and by such reference are hereby expressly included within these Terms and Conditions. We reserve the right, in our sole discretion, to make changes or modifications to these Terms and Conditions at any time and for any reason. We will alert you about any changes by updating the “Last updated” date of these Terms and Conditions, and you waive any right to receive specific notice of each such change.
7. It is your responsibility to periodically review these Terms and Conditions to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms and Conditions by your continued use of the Website after the date such revised Terms and Conditions are posted.
8. The information provided on the Website is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Those persons who choose to access the Website from any other location otherwise that England and Wales do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
9. You can contact us by phone via https://apathnotchosen.com/contact/
10. We recommend that you print a copy of these Terms and Conditions for your records.

Supply of the Services
1. The Services are provided ‘as is’ and ‘as available basis’.
2. Your use of the Services shall be at your sole risk.
3. To the fullest extent permitted by law, and subject to the rest of these Terms and Conditions, we exclude and disclaim any and all warranties, express or implied, relating to the subject matter of these Terms and Conditions and/or in connection with the Services and your use of them, including but not limited to the implied warranties of satisfactory quality, fitness for purpose and non-infringement.
4. We make no representation or warranty that Services, or any part of the Services, shall:
  1. be accurate or complete of the information available via the Services;
  2. function or operate without fault or be error free; and/or,
  3. shall remain available.
5. We are not a party to any transaction between you and any third-party supplier of the Book (regardless of format).
6. We reserve the right to discontinue or alter any or all of our Services, or, to stop publishing our Website, and/or the Book, at any time in our sole discretion without notice or explanation. Except to the extent expressly provided otherwise in these Terms and Conditions, you will not be entitled to any compensation or other payment upon the discontinuance or alteration of any Services, or if we stop publishing the Website, and/or the Book.
Your use of our Services
1. Subject to your compliance with these Terms and Conditions, including the “PROHIBITED ACTIVITIES” clause below, we grant you a non-exclusive, non-transferable, revocable license to:
  1. view the pages from our Website in a web browser;
  2. download the pages from our Website for caching in a web browser;
  3. use the Website for your own personal and non-commercial use;
  4. access and use the Services via a web browser; and/or,
  5. download or print a copy of any portion of the content of the Website to which you have properly gained access.
2. We reserve the right, at any time and without notice, to suspend or restrict access to our Website, to areas of our Website and/or to functionality upon our Website. You must not circumvent or bypass, or attempt to circumvent or bypass, any access restriction measures on the Website.
USER DATA
1. We will maintain certain data that you transmit to the Services for the purpose of managing the performance of the Services, as well as data relating to your use of the Services.
2. By visiting the Services, sending us emails, and completing online contact form, which constitutes electronic communications, you consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Services, satisfy any legal requirement that such communication be in writing.
3. Our Website is not backed up. Although the website hosting provider we use for the Website may have regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Services.
4. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.
INTELLECTUAL PROPERTY RIGHTS
1. We are the owner or the licensee of all intellectual property rights in our Services (“IP Rights”), including all copyright, design rights (both registered and unregistered), trademarks (including any marks, logos and any ‘get up’ of any of the Services, collectively “Marks”) and patents in any and all following: source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics in the Services (collectively, the “Content”).
2. We expressly reserve any and all our IP Rights in and to the Services, Content and Marks.
3. Our IP Rights, Content and Marks are protected by copyright and trademark laws (and various other intellectual property rights and unfair competition laws) and treaties in the United Kingdom and around the world. Except as set out in this clause or elsewhere in our Terms and Conditions, no part of the Services and no IP Rights, Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any purpose whatsoever, without our express prior written permission.
4. If you wish to make any use of the Services, Content, or Marks other than as set out in this clause or elsewhere in our Terms and Conditions, you can contact us via https://apathnotchosen.com/contact/
5. Notwithstanding clause 5.3, you may redistribute any of our social media posts on Instagram in electronic form to any person, firm, company or other organisation.
6. If we ever grant you the permission to post, reproduce, or publicly display any part of our Services or Content, you must identify us as the owners or licensors of the Services, Content, or Marks and ensure that any copyright or proprietary notice appears or is visible on posting, reproducing, or displaying our Content.
7. Any breach of these IP Rights will constitute a material breach of our Terms and Conditions.
Your submissions and contributions
1. Please review this clause and the “PROHIBITED ACTIVITIES” clause carefully prior to using our Services to understand the (a) rights you give us and (b) obligations you have when you post or upload any content through the Services.
2. By directly sending us any question, comment, suggestion, idea, feedback, or other information about the Services (“Submissions“), you agree to assign to us all intellectual property rights howsoever arising in such Submission. You agree that we shall own this Submission and be entitled to its unrestricted use and dissemination for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you.
3. The Services may invite you to chat, contribute to, or participate in social media posts and/or other functionality during which you may create, submit, post, display, transmit, publish, distribute, or broadcast content and materials to us or through the Services, including but not limited to text, writings, video, audio, photographs, music, graphics, comments, reviews, suggestions, personal information, or other material (“Contributions”). Any Submission that is publicly posted shall also be treated as a Contribution.
4. You understand that Contributions may be viewable by other users of the Services and possibly through third-party websites. As such, any Contributions you transmit may be treated as non-confidential and non-proprietary.
5. We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Services. You are solely responsible for your Contributions to the Services and you expressly agree to exonerate us from any and all responsibility and liability, and will indemnify and keep us indemnified for and against any legal action against us regarding your Contributions.
6. By posting any Contributions to any part of the Services or making Contributions accessible to the Services by linking your account from the Services to any of your social networking accounts, you automatically grant us an unrestricted, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide right, and license to: use, copy, reproduce, distribute, sell, resell, publish, broadcast, retitle, store, cache, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part), and exploit your Contributions (including, without limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, to prepare derivative works of, or incorporate into other works, your Contributions, and to sub-license the licenses granted in this clause 6. Our use and distribution may occur in any media formats and through any media channels.
7. This license will apply to any form, media, or technology now known or developed after the date of these Terms and Conditions, and includes our use of your name, company name, franchise name, organisation name, as applicable, and any of the trademarks, service marks, trade names, logos, and personal and/or commercial images you provide.
8. You hereby represent and warrant that:
  1. you waive all your moral rights in your content to the maximum extent permitted by applicable law to any and all Submission and/or Contribution; and,
  2. all other moral rights in your content have not otherwise been asserted in your Contributions or have been waived to the maximum extent permitted by applicable law.
9. You grant to us the full right to bring an action for infringement of the rights licensed under this clause 6.
10. You are responsible for what you post or upload. By sending us Submissions and/or posting Contributions through any part of the Services or making Contributions accessible through the Services by linking your account through the Services to any of your social networking accounts, you represent and warrant that:
  1. you have read and agree with our “PROHIBITED ACTIVITIES” and will not post, send, publish, upload, or transmit through the Services any Submission nor post any Contribution that is, or could be construed as:
    1. false, inaccurate, deceitful, misleading, libelous, slanderous or maliciously false;
    2. obscene or indecent;
    3. infringing any copyright, moral right, database right, trade mark right, design right, right in passing off or other intellectual property right;
    4. infringing any right of confidence, right of privacy or right under data protection legislation;
    5. containing any negligent statement;
    6. constituting an incitement to commit a crime, instructions for the commission of a crime or the promotion of criminal activity;
    7. any contempt of any court or in breach of any court order;
    8. a breach of racial or religious hatred or discrimination legislation;
    9. blasphemous;
    10. in breach of official secrets legislation;
    11. in breach of any contractual obligation owed to any person;
    12. depicting violence in an explicit, graphic or gratuitous manner;
    13. pornographic, lewd, suggestive or sexually explicit;
    14. consisting of or contain any instructions, advice or other information which may be acted upon and could, if acted upon, cause illness, injury or death, or any other loss or damage;
    15. constituting spam;
    16. being offensive, deceptive, fraudulent, threatening, abusive, harassing, anti-social, menacing, hateful, discriminatory or inflammatory;
    17. causing annoyance, inconvenience or needless anxiety to any person;
    18. violating the privacy or publicity rights of any third party; and/or,
    19. otherwise, objectionable (as determined by us in our sole and exclusive discretion); and,
  2. that any such Submissions and/or Contributions:
    1. are true, accurate, current, complete and non-misleading in all respects; and, separately,
    2. are original to you or that you have all necessary licenses, rights, consents, releases, and permissions to submit such Submissions and/or Contributions, and, that you have full authority to grant to us, and hereby authorise and grant to us, the above-mentioned rights in relation to your Submissions and/or Contributions in any manner contemplated by the Services; and/or,
    3. do not constitute confidential information.
11. You are solely responsible for your Submissions and/or Contributions and you expressly agree to reimburse us for any and all losses that we may suffer because of your breach of:
  1. These Terms and Conditions;
  2. any third party’s intellectual property rights; and/or,
  3. applicable law.
12. Although we have no obligation to monitor any Contributions, we shall have the right to remove or edit any Contributions at any time without notice if in our reasonable opinion we consider such Contributions harmful or in breach of these Terms and Conditions. If we remove or edit any such Contributions, we may also suspend or disable your account and report you to any relevant authority.
13. Without prejudice to our other rights under these Terms and Conditions, if you breach any provision of these Terms and Conditions in any way, or if we reasonably suspect that you have breached these Terms and Conditions in any way, we may delete, unpublish or edit any or all of your content.
SOCIAL MEDIA

As part of the functionality of the Services, you may link online accounts you have with third-party service providers (each such account, a “Third-Party Account”) as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account to our website and/or our Instagram account.
You represent and warrant that you are entitled to disclose your Third-Party Account login information to us and/or grant us access to your Third-Party Account, without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account, and without obligating us to pay any fees or making us subject to any usage limitations imposed by the third-party service provider of your Third-Party Account.
By linking your account with us any of our Services, you understand that:
1. we may access, make available, and store (if applicable) any content that you have provided to and stored in your Third-Party Account (the “Social Network Content”) so that it is available on and through the Services; and,
2. we may submit to and receive from your Third-Party Account additional information to the extent you are notified when you link your account with the Third-Party Account.
Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your account on the Services. Please note that if a Third-Party Account or associated service becomes unavailable or our access to such Third-Party Account is terminated by the third-party service provider, then Social Network Content may no longer be available on and through the Services.
You represent and warrant that your relationship with the third-party service providers associated with your Third-Party Account is governed solely by your agreement(s) with such third-party service providers. You will keep us fully indemnified on an on-going basis for any and all legal action whatsoever in relation to your relationship with the third-party service providers associated with your Third-Party Account.
You warrant and represent that your content will comply with these Terms and Conditions.
We make no effort to review any Social Network Content for any purpose, including but not limited to, for accuracy, legality, or non-infringement, and we are not responsible for any Social Network Content.

USER REPRESENTATIONS AND WARRANTIES
1. By using the Services, you represent and warrant that:
  1. any and all information you submit will be true, accurate, current, and complete;
  2. you will maintain the accuracy of such information and promptly update such registration information as, where and when necessary;
  3. you have the legal capacity and you agree to comply with these Terms and Conditions for yourself and for and on behalf of another organisation or entity;
  4. you are not a minor in the jurisdiction in which you reside, or if a minor, you have received parental permission to use the Services;
  5. you will not access the Services through automated or non-human means, whether through a bot, script, or otherwise;
  6. you will not use the Services for any illegal or unauthorized purpose; and/or,
  7. your use of the Services will not violate any applicable law or regulation.
2. If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right, without any notice to you, to suspend or terminate your any and all current or future use of the Services (or any portion thereof).
BOOK
1. We make every effort to display as accurately as possible the colors, features, specifications, and details of the Book available via the Services. However, we do not guarantee that the colors, features, specifications, and details of the Book will be accurate, complete, reliable, current, or free of other errors, and your electronic display may not accurately reflect the actual colors and details of the Book.
2. The Book is subject to availability, and we cannot guarantee that it will be in stock with any third-party book provider.
3. We reserve the right to discontinue the Book at any time for any reason.
THIRD PARTY WEBSITES

The Services may contain (or the Website may provide) links to other websites (“Third-Party Websites“).
Such Third-Party Websites and the content they contain are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third-Party Websites accessed through the Services or any content posted on, available through, or installed from the Services, including the content, accuracy, offensiveness, opinions, reliability, privacy practices, or other policies of or contained in the Third-Party Websites or their Content.
Inclusion of, linking to, any Third-Party Websites or the content they contain does not imply approval or endorsement thereof by us. If you decide to leave the Services and access the Third-Party Websites or use the content of any Third-Party Websites, you do so at your own risk, and you should be aware these Terms and Conditions no longer govern.
You should review the applicable terms and policies of relevant third-party websites, including but not limited to privacy and data gathering practices, of any website to which you navigate from the Services.
Any purchases you make through Third-Party Websites will be through other websites and from other companies, and we take no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party.
PURCHASES
1. You can only purchase the Book via a third-party book supplier. We are not able to accept any form of payment for the Book.
PROHIBITED ACTIVITIES
1. You may not access or use the Services for any purpose other than that for which we make the Services available. The Services may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.
2. As a user of the Services, you agree not to:
  1. do anything that interferes with the normal use of our Services;
  2. make any unauthorized use of the Services;
  3. make use of the Services in a manner inconsistent with any applicable laws or regulations;
  4. interfere with, disrupt, or create an undue burden on the Services or the networks or services connected to the Services impose an unreasonably large load on our website resources (including bandwidth, storage capacity and processing capacity);
  5. use our Website in any way or take any action that causes, or may cause, damage to the website or impairment of the performance, availability, accessibility, integrity or security of the website;
  6. circumvent, disable, or otherwise interfere, or attempt, seek or procure the doing so, with any authentication or security systems or processes on or relating to our Website (including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Services and/or the Content);
  7. use our Website in any way that is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity;
  8. trick, defraud, impersonate or mislead any person;
  9. engage in unauthorized framing of or linking to the Services;
  10. probe, scan or test the vulnerability of our Website without our permission;
  11. use our Website to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, trojan horse, worm, keystroke logger, rootkit or other malicious computer software;
  12. access or otherwise interact with our Website using any robot, spider or other automated means, except for the purpose of search engine indexing;
  13. conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to our Website without our express written consent;
  14. use data collected from our website for any direct marketing activity (including without limitation collecting email addresses by electronic or other means for the purpose of sending unsolicited email, and/or direct mailing);
  15. to harass, annoy, intimidate, abuse, harm or threaten to do so to any person in connection with your engagement with, of by virtue of your use of, the Services;
  16. disparage, tarnish, or otherwise harm, in our opinion, us and/or the Services;
  17. use our Website except by means of our public interfaces;
  18. use the Services as part of any effort to compete with us or otherwise use the Services and/or the Content for any revenue-generating endeavour or commercial enterprise; and/or,
  19. except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Services.
Limitations and exclusions of liability
1. Nothing in these Terms and Conditions will:
  1. limit or exclude any liability for death or personal injury resulting from negligence;
  2. limit or exclude any liability for fraud or fraudulent misrepresentation;
  3. limit any liabilities in any way that is not permitted under applicable law; or
  4. exclude any liabilities that may not be excluded under applicable law.
2. The limitations and exclusions of liability set out in this clause 13 and elsewhere in these Terms and Conditions:
  1. are subject to clause 13.1; and
  2. govern all liabilities howsoever arising under these Terms and Conditions or relating to the subject matter of these Terms and Conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these Terms and Conditions.
3. To the extent that our Website and the Services on our Website are provided free of charge, we will not be liable for any loss or damage of any nature whatsoever.
4. We will not be liable to you in respect of any losses arising out of any event or events beyond our reasonable control.
5. We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.
6. We will not be liable to you in respect of any special, indirect or consequential loss or damage.
7. You accept that we have an interest in limiting the personal liability of our officers and representatives and, having regard to that interest, you acknowledge that we are a limited liability entity; you agree that you will not bring any claim personally against our officers or representatives in respect of any losses you suffer in connection with the Website, the Services or these Terms and Conditions (this will not, of course, limit or exclude the liability of the limited liability entity itself for the acts and omissions of our officers and representatives).
Breaches of these terms and conditions
1. Without prejudice to our other rights under these Terms and Conditions, if you breach these Terms and Conditions in any way, or if we reasonably suspect that you have breached these Terms and Conditions in any way, we may in our sole discretion:
  1. send you one or more formal warnings;
  2. temporarily suspend your access to our Website;
  3. permanently prohibit you from accessing our Website;
  4. block computers using your IP address from accessing our Website;
  5. contact any or all of your internet service providers and request that they block your access to our Website;
  6. commence legal action against you, whether for breach of contract or otherwise; and/or
  7. take any other such action as we in our sole and exclusive discretion deem appropriate without any obligation to account to you
Indemnity
1. You agree to defend, indemnify, keep indemnified and hold us harmless, including our affiliates, and all of our respective officers, agents, partners, and representatives, from and against any and all loss, damage, liability, claim or demand, howsoever arising, including all reasonable attorneys’ fees and expenses, made by any third party due to or arising out of:
  1. Submissions;
  2. Contributions;
  3. Social Media Content;
  4. use of the Services;
  5. any breach of these Terms and Conditions;
  6. any breach of your representations and warranties set out in these Terms and Conditions;
  7. your violation of the rights of a third party, including but not limited to their privacy and/or intellectual property rights; and/or,
  8. any overt harmful act toward any other user of the Services with whom you connected via the Services.
2. Notwithstanding the foregoing, we reserve the right, at your sole and exclusive expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and/or keep us indemnified, and you agree to fully cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
Term and termination
1. These Terms and Conditions shall remain in full force and effect while you use the Services.
2. We reserve the right, in our sole discretion and without notice or liability, to:
  1. deny any person or organisation access to and/or use of the Services; and/or,
  2. cancel terminate the Services at any time and on notice.
Variation
1. We may revise these Terms and Conditions from time to time as provided for in clause 1.
Miscellaneous
1. There is no joint venture, partnership, employment, or agency relationship created between you and us as a result of these Terms and Conditions or use of the Services.
2. You agree that these Terms and Conditions will not be construed against us by virtue of having drafted them.
3. You hereby waive any and all defenses you may have based on the electronic form of these Terms and Conditions and the lack of signing by the parties hereto to execute these Terms and Conditions.
4. Our failure to exercise or enforce any right or provision of these Terms and Conditions shall not operate as a waiver of such right or provision.
Assignment
1. You hereby agree that we may assign, transfer, sub-contract or otherwise deal with our rights and/or obligations under these Terms and Conditions.
2. You may not without our prior written consent assign, transfer, sub-contract or otherwise deal with any of your rights and/or obligations under these Terms and Conditions.
Severability
1. If any provision or part of a provision of these Terms and Conditions is determined by any court or other competent authority with jurisdiction to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms and Conditions and does not affect the validity and enforceability of any remaining provisions which shall continue with full force and effect.
Third party rights
1. A contract under these Terms and Conditions is for our benefit and your benefit, and is not intended to benefit or be enforceable by any third party.
2. The exercise of the parties’ rights under a contract under these Terms and Conditions is not subject to the consent of any third party.
Entire agreement
1. Subject to Clause 1, these Terms and Conditions, shall constitute the entire agreement between you and us in relation to your use of our Website and shall supersede all previous agreements between you and us in relation to your use of our Services.
Law and jurisdiction
1. These Terms and Conditions shall be governed by and construed in accordance with the law of England and Wales.
2. Any disputes relating to these Terms and Conditions shall be subject to the exclusive jurisdiction of the courts of England and Wales.