MEMBERSHIP TERMS OF USE


Last Updated April 16th, 2025.

This document, referred to as the "Membership Terms of Use" or simply "Terms," governs the agreement between you, the subscriber ("Member," "you," or "your"), and Willow Oak Business Consulting Ltd., ("Company," "we," "us," or "our"). 

The purpose of these Terms is to set out the conditions under which you may access, use and participate in the membership services set out below (collectively, “Membership”) via our website at https://learn.willowandoakconsulting.com/products/communities/my-community, and its related domains (collectively, “Site”). It is your responsibility to carefully read these Terms prior to subscribing to the Membership. 

Acceptance of Terms. By clicking “I accept” at the time of joining the Membership, whether through purchasing online or completing the subscription process in any other way, you confirm that you have fully reviewed, understood and agree to be legally bound by these Terms. You further confirm that you are of legal age in your jurisdiction to enter into this Membership Agreement and accept these Terms.

By agreeing to these Terms, you also agree you have read, understood and agreed to be bound by our Privacy Policy which together, constitute the entire agreement between us.  Failing to abide by these Terms may result in the termination of your access to the Membership. 

PLEASE READ CAREFULLY.

SERVICES 

Membership Services
In exchange for the Fee (as set out below) we will provide the following services as part of the Membership: 


Members are guaranteed to receive a response within 2 business days.  

Delivery of Services and Communication
Upon your subscription and successful payment, you will be provided access to the Membership which is hosted on Thinkific and which is subject to change at our discretion.  Updates to the Membership will be posted within the platform from time to time and we may also notify you by email.  

Changes to the Services and Schedule
We reserve the right to add, remove, modify or discontinue any of the Membership services without prior notice to you. We will make reasonable efforts to uphold any schedule relating to the delivery of the services. In the event of any changes to the schedule, we will make reasonable efforts to provide notice to you. All notices will be provided through the Membership Platform and/or via email. 

Consent to Communication. By subscribing to our Membership, you agree to receive marketing and email communications from the Company, [including our newsletter] which you can unsubscribe to at any time. 

Fees, Payment Policies and Refunds

Membership Fees
The fee for the Membership is $50 CAD + GST charged monthly (the “Fee”). 


Term
The term of your Membership shall begin on the day you joined the Membership and shall continue until you cancel in accordance with our cancellation policy set out below, subject to any minimum term you agreed to at the time you joined. 

Pre-Authorized Payment Method

At the time you subscribe to the Membership, you will be required to provide a payment method (“Pre-Authorized Payment Method”) to satisfy your recurring payment obligations. By accepting these Terms, you expressly agree and authorize us to charge the recurring Fee to your Pre-authorized Payment Method as per your agreed billing cycle (ex. monthly, quarterly, annually) for the length of the term of your Membership. By subscribing and purchasing the Membership, you acknowledge that the Membership has recurring payment features and accept responsibility for all of your recurring payment obligations. 

Subscription Auto-Renewal
YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW AT THE END OF YOUR BILLING CYCLE UNLESS YOU CANCEL IN WRITING BEFORE THE RENEWAL DATE, AS SET OUT IN OUR CANCELLATION POLICY BELOW. We will provide you at least  30 days’  notice by email before your subscription automatically renews. If you do not want to renew, you may cancel your subscription in accordance with our cancellation policies and procedures. If the Fee has increased, you will be provided notice of our Fee increase at that time and your renewal constitutes your acceptance of any increase.

Updating Payment Information. It is your responsibility to ensure you keep your Pre-Authorized Payment Method up to date to avoid missed payments and continue your access to the Membership services. We may, in our sole discretion, adjust your billing cycle or subscription to account for missed or failed payments. 

Failed Payments.   If an attempt to charge the Fee to your Pre-Authorized Payment Method is unsuccessful,  we will make at least 1 more additional attempt to collect payment via your Pre-authorized Payment Method. If we cannot collect payment, we will restrict your access to the Membership services and your access shall remain restricted until all outstanding amounts owing to us are paid in full. If payment continues to be unsuccessful after sixty (60) days, your Membership shall be permanently cancelled and we reserve all legal rights to pursue the outstanding amounts owing to us, including submitting your unpaid account to a collection agency to collect payment on our behalf.

Refund policy 

Due to the digital nature of the Membership and the instant access you receive when you subscribe, we do not provide refunds. However, if you believe you have been charged any amount in error, please contact us at [email protected] with details of the charge so we can confirm whether a refund is appropriate. 


Chargebacks

You agree to provide us fourteen (14) days’ notice to rectify any issues directly with us before submitting and attempting a chargeback with your financial institution or any third-party payment processor we use to process payment. We reserve the right to present proof of your access and use of the Membership, and any of your communication (e.g. texts, emails, messages on social media) with us and our record of your acceptance of these Terms to any third party investigating the dispute. 

Cancellation Policy and How to Cancel
If you wish to cancel your Membership before your next scheduled billing date (subject to any minimum term you agreed to at the time you joined), you must do so at least 15 days before the recurring charge for payment of the Fee is scheduled. You can cancel your subscription at any time (subject to any minimum term you agreed to when you joined) through the account settings in your Membership account or by contacting us at [email protected] with the subject line: “MEMBERSHIP CANCELLATION”. If you cancel through your account settings, the effective date of cancellation shall be the date on which you complete cancellation of your subscription through your account. If you reach out to our team via email, the effective date shall be the earlier of five (5) days from the date the email was sent or the date on which we process your cancellation. If you cancel your Membership with less than the minimum notice period,  you agree that you will be charged for the next month, and your cancellation will take effect the following month. Should this occur, you will have access to the Membership for that billing cycle and your Membership will terminate at the end of that billing cycle. 

By checking the box on the checkout page confirming your agreement to these Terms, you also confirm you have given your clear, affirmative consent to your agreement with these automatic renewal and billing terms, our cancellation policy, and that you understand how to cancel before your card is charged before it is billed again.

Access to Services after Cancellation
You will continue to have access to Membership until the end of your current billing cycle if your cancellation is processed prior to the next billing cycle, otherwise your access to the Membership will be revoked on the cancellation effective date. 

Termination by Company
We reserve the right to terminate your Membership for reasons including, but not limited to, violations of these Membership Terms, misuse of our intellectual property, failure to pay applicable fees, or any conduct that, in our sole discretion, is deemed harmful to the Company, other members, or participants. If we decide to terminate your membership, we will notify you of this decision via email. 

No Access Following Termination by Company
If we terminate your Membership as a result of your violation of the Terms, we shall immediately revoke your access to the Membership and you will not be provided a refund.

Promotions, Discounts, and Bonuses
From time to time, we may offer additional promotions or discounts related to the Membership to new or existing customers. Not all promotions or discounts will be made available to existing members. We reserve the right to determine who is eligible for promotions or discounts and modify or discontinue any promotions or discounts at any time.

Trial Offers
If you subscribe to the Membership under a trial offer or promotion, whether free or discounted, you understand that the trial must be used within the specified time frame of the said trial or promotion. You may be required to have a Pre-Authorized Payment Method on file to initiate a trial and in this case, if you do not cancel before your trial period ends, your trial subscription will be automatically renewed and converted to a paid Membership and your Pre-authorized Payment Method will be charged in accordance with these Membership Terms, unless you cancel your subscription before the expiry of your trial term. You can cancel your subscription by going to the settings in your Membership account, or you can contact us directly at [email protected].

INTELLECTUAL PROPERTY AND GRANT OF LIMITED LICENSE


Intellectual Property Ownership
As part of the Membership, you may gain access to our intellectual property, including but not limited to, certain marks, works, resources and content (collectively the “Membership Content”). All Membership Content is protected by copyright and exclusively owned by the Company unless stated otherwise. The Company retains all rights, title and interests in the Membership Content as well as all related Company intellectual property. By agreeing to these Terms, you understand and agree that you may not modify, sell, repurpose, share, distribute or otherwise use the Membership Content except in accordance with the limited licensing rights granted to you under these Terms. Under no circumstance is any ownership in the Membership Content or related Company intellectual property conveyed to you or any third-party  by subscribing to the Membership.  


Grant of License

By joining the Membership,  you are granted a limited, non-exclusive, non-transferable, revocable to use the Membership for personal use and for use in your business only. As part of this license, you may modify, copy, edit, print, and adapt the Membership Content for use in your business and to support your business activities. 


For clarity, and as a condition of your limited license you may not: (i) re-sell, distribute or trade your access or passwords to access the Membership Content; (ii) share the Membership Content with anyone else; (iii) republish any of the Membership Content in whole or in part; (iv) resell or distribute any of the Membership Content or related materials; (v) use the Membership Content in whole or in part as “inspiration” or make minor changes to any part or whole of your purchases for resale, sharing or distribution as your own work; (vi) claim ownership or use over any of the Membership Content; (vii) grant any rights to the Membership Content to any third party; or (viii) use Membership Content or Company intellectual property for any illegal or unlawful purpose(s).


Violations and Indemnity

We take violations and infringement of our intellectual property rights seriously. We expressly reserve the right to take whatever legal steps necessary to protect and defend our intellectual property rights, and violators may be prosecuted to the fullest extent permissible by law. You agree to indemnify, defend and hold us harmless for any and all damages, costs and expenses, including legal fees, arising from your misuse of our intellectual property and our enforcement of our rights. If it is determined that you have breached the limited license granted to you under these Terms, this will be considered infringement of our intellectual property rights and we specifically reserve the right immediately revoke your access to the Membership and invoice you for any licenses you have sent to others, seek damages, an injunction, and/or any such other available legal remedy, in our sole discretion.

Privacy and Confidentiality

Privacy
By agreeing to these Terms and continuing to use the Company’s services, you also consent to the collection, use, and handling of your personal information as described in our Privacy Policy. This policy outlines your rights regarding your data and our commitment to transparency and privacy compliance. By agreeing to these Terms and continuing to use our services, you consent to the collection, use, and handling of your personal information as detailed in our Privacy Policy. 

Confidentiality and Member Privacy
By agreeing to these Terms, you agree to respect the privacy and confidentiality of fellow members and refraining from disclosing, sharing, or distributing their information outside the community without their explicit consent. Failure to meet your privacy and confidentiality obligations may result in immediate suspension or termination of your Membership, at our sole discretion.

We recommend not sharing any sensitive or confidential information with us or fellow members inside the Membership. Unauthorized reproduction, sharing, or distribution of any member’s personal information or contributions outside the Company’s community is strictly prohibited. While we value your privacy, we provide no guarantee that information shared with other members will remain private. By sharing in these spaces, you acknowledge the risk that your information could become public.

Limitation of Liability for Community Interactions
The Company is not liable for any member's actions that breach privacy or confidentiality. Although we enforce guidelines to promote a safe environment, we cannot monitor every interaction. You are responsible for your content and for respecting others’ privacy, and we discourage sharing of any personal or sensitive information without careful consideration.

Testimonials
By submitting  any review or testimonial on any public platform or within the Membership (“Testimonial”) you grant us a non-exclusive, royalty-free, perpetual, worldwide license to use the Testimonial to market and promote the Company, Membership and other services. This includes incorporating your Testimonials into our website, social media channels, marketing materials, and other promotional efforts. When you provide a Testimonial you consent to the use of your name, photograph, and any other information disclosed with your Testimonial. 

DISCLAIMERS AND LIMIT OF LIABILITY

Disclaimer
The Company and its representatives do not provide any financial, legal, medical or other professional advice as part of the Membership. All services and Membership Content is for informational and educational purposes only. If you require specific professional advice or assistance, you should seek out the expertise of a qualified expert.  

No Guarantees; Testimonial Disclaimer
While we may reference certain results, outcomes or situations within the Membership or on our Site, you understand and acknowledge that we make no guarantee as to the accuracy of any third-party statements or the likelihood of success for you as a result of any statements or testimonials contained on our Site. The testimonials, statements or opinions presented on our Site are the results of the individuals who provided them and the results and experiences of each individual may vary. The testimonials used on our Site may not represent and does not guarantee the same or similar result or experience of others who participate in the Membership. All testimonials provided on our Site were voluntarily provided without payment or in exchange for any compensation unless expressly indicated otherwise.


Recommendations and/or Affiliate Disclaimer
From time to time, we might make recommendations or provide special offerings, discount codes or promote other businesses within the Membership. You understand and agree that we are not responsible, nor liable, should you decide to utilize any products or services from a recommended company or vendor, and any such decision to do so is wholly voluntary and outside the scope of the Membership. 


If we have any material relationship with any products, services, or companies (including but not limited to affiliate relationships where the company may earn commission or receive other value if you purchase through these links), such material relationship will be disclosed on or near the link to each identifying it as an “affiliate” link. Those marked with “affiliate link” means that we are an affiliate of the business, and will receive financial or other compensation should you make a purchase through our provided affiliate link.  


Technology Disclaimer 
We make reasonable efforts to provide you with modern, reliable technology, software, and platforms from which to access our Site and Membership. In the event of a technological failure, you accept and acknowledge that we are not in any way responsible or liable for said failure and any resulting damages to you or your business. While we will make reasonable efforts to support you, some technological issues are outside our control, and you may need to access support from a third-party provider. We do not warrant that the Site will be functional, uninterrupted, correct, complete, appropriate, or error-free, that defects will be corrected, or that any part of the Site are free of viruses or other harmful components. We do not warrant or make any representations regarding the use or the results of the use of our Site, Membership or related materials, or on third-party websites in terms of their correctness, accuracy, timeliness, reliability, or otherwise.


Use of Artificial Intelligence Disclaimer

We may use artificial intelligence (“AI”)  to create content and resources for our Site. Our Site and related materials may contain the use of AI technologies including, but not limited to, AI-generated text, graphics, images, and/or audio. We confirm AI technology was used as a tool by us to supplement, enhance, and make suggestions to our content, and not as a replacement for our own thoughts, ideas and final materials. We further confirm that the content and resources, opinions and final products, whether offered for free or as part of the Membership Content, are wholly human and original to us. We retain sole copyright ownership over such content.


Accuracy of Information 
While we are committed to providing you with accurate and up-to-date information about the Membership across our website and other platforms, there may, from time to time, be information that is inaccurate or that may not be current. We reserve the right to correct any errors, inaccuracies, or omissions at any time without prior notice. These corrections may relate to product descriptions, pricing, promotions, and availability of the Membership or related services. 

Limitation of Liability
Company, its agents, representatives and its affiliates will not be liable for any direct, indirect, incidental, punitive, or consequential damages arising from your purchase, participation in, and/or use of the Membership services. This includes damages for loss of profits, use, goodwill, data, or other intangible losses, whether based on contract, tort, negligence, or any other legal theory, even if we have been advised of the possibility of such damages. In the event  Company is found liable, damages shall be limited to the greater of (a) the total Fee paid by you in the 12 months preceding the claim, or (b) $600 CAD + GST, except where such limitations are not permitted by law.

Indemnification
You agree to indemnify and hold the Company, its directors, officers, employees, affiliates, and agents harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your use of the Membership, your violation of these Terms, or your violation of any rights of another, including third-party intellectual property rights. This duty to indemnify will survive the termination of your Membership. 

Dispute Resolution
The parties agree to first attempt resolution through good-faith negotiations. If an agreement cannot be reached within 30 days, the parties agree to submit the dispute to mediation through an agreed-upon third party or an online dispute resolution platform before resorting to litigation. The parties shall equally share any costs associate with mediation or online dispute resolution. If the matter proceeds to litigation, each party shall be responsible for their own costs. 

Governing Law, Jurisdiction; Legal Fees
These Terms are governed by and interpreted in accordance with the laws of British Columbia and the federal laws of CANADA where applicable. Any disputes arising directly or indirectly from this Agreement will be submitted and heard exclusively in the courts of British Columbia. 


Severability
If any of the provisions of these Terms are found to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not, to the extent permitted by law, in any way be affected and will remain enforceable.


Waiver
The failure by us to exercise or enforce any right or provision of this Terms shall not operate as a waiver of such right or provision. Any waiver of these Terms by us must be expressly set out in writing.


Email Notices

For direct communication, including billing changes, subscription updates, and general service announcements, the Company will send notices to the email address associated with your membership account. These notices are considered effective when received. For routine inquiries, including questions about your Membership, billing adjustments, or cancellation requests please send an email to: [email protected]. 


Website Notices

The Company reserves the right to post updates or changes to membership offerings, company policies, and other significant announcements on our website. Such notices become effective at the time of posting and are accessible to all members.


Formal Legal Notices

For formal legal communications, including but not limited to legal proceedings or official disputes, notices must be sent to Willow Oak Business Consulting Ltd., via registered mail at the following address:
Willow Oak Business Consulting Ltd
4754 Cannery Crescent, Delta BC, Canada, V4K 3Y9

Formal legal shall be deemed effective upon the Company's actual receipt of the mail. 

Force Majeure
We strive to ensure uninterrupted access to our Membership, however, certain events beyond our control may occasionally impact service availability. These events are called "force majeure events," and exempt us from liability for interruptions or delays caused by such occurrences.

Examples of force majeure events include, but are not limited to: internet failures or significant service disruptions; cybersecurity breaches such as viruses, malware, or hacking that hinder our ability to deliver services; government actions or restrictions, including lockdowns, that impede digital operations or access; disruptions from suppliers or partners affecting content availability; natural disasters, pandemics, war, acts of God, and unforeseen regulatory changes impacting the digital, e-commerce, or online education sectors.

In the event of a force majeure, we will (i) promptly notify our members of the issue and its anticipated effect on our services; (ii) take all reasonable steps to restore services and maintain quality as quickly as possible; and (iii) temporarily adjust our offerings or policies, if necessary, to minimize disruption for our members.

Disruption of Membership Services
If circumstances outside of our control prevent us from continuing to provide membership services or content, the Company reserves the right to terminate your Membership immediately. In such cases, we will aim to notify members promptly and clearly through the email address linked to your account and/or via an announcement on our Site. Following service discontinuation, we will evaluate the possibility of offering prorated refunds for prepaid membership fees covering the remaining portion of the billing cycle or membership term, in alignment with our refund policy at that time. However, we disclaim responsibility for any damages, losses, or claims resulting from the termination your Membership.  

Headings
The headings used throughout these Terms are intended for ease of use and should not be relied on to interpret the agreement's provisions.

Changes to Terms 

We reserve the right to update and change these Terms at any time and it is your responsibility to review these Terms periodically. You can review the most current version of our Terms at any time by visiting this page. If you continue to use the Membership after we make changes, you agree to the changes. In the event we make any substantive (major) changes to these Terms, you will be notified and given an opportunity to cancel  your Membership should you not wish to accept the changes to the Terms. 


All Rights Reserved

All rights not expressly set out and granted in these Terms are expressly reserved by us. 


Full Agreement
You acknowledge that these Terms, together with our Privacy Policy constitute the full agreement relating to your use of the Membership. 


If you have any questions about these Membership Terms, please do not hesitate to email us at [email protected].