General Terms and Conditions

Article 1: Definitions

Innerleaps

Bas ter Haar Romenij

Koningin Wilhelminaplein 454

1062KS Amsterdam, Netherlands

Chamber of Commerce: 98136925

VAT: NL005312293B57

Email: info@innerleaps.nl

1.1 Innerleaps: the sole proprietorship Innerleaps, registered with the Dutch Chamber of Commerce under number 98136925, acting as the service provider under these Terms.
1.2 Client: the legal entity that enters into an Agreement with Innerleaps for the delivery of training services. The Client is the employer that offers the training program to its employees.
1.3 Participant: the individual employee of the Client who takes part in the training program.
1.4 Agreement: the written agreement between Innerleaps and the Client governing the delivery of services, of which these Terms form an integral part.
1.5 Masterclass: the introductory session delivered by Innerleaps to introduce the training program to prospective Participants, during and after which Participants may register for the training.
1.6 Training: the full Innerleaps brain training program delivered to Participants as a series of workshops following the Masterclass.
1.7 Registration Deadline: the close of the registration window, being 5 working days after the Masterclass, at which the number of registered Participants is fixed.
1.8 Self-Declaration: the voluntary-participation statement each Participant accepts at registration, confirming that participation is voluntary and at their own responsibility. The Self-Declaration records only acceptance and contains no health data.
1.9 Terms: these General Terms and Conditions.
1.10 Data Processing Agreement: the separate written agreement between Innerleaps and the Client governing the processing of personal data of Participants, concluded alongside these Terms.

Article 2: Applicability

2.1 These Terms apply to all offers, quotations, Agreements and services provided by Innerleaps to the Client.
2.2 Any deviating conditions of the Client are explicitly rejected unless Innerleaps has accepted them in writing.
2.3 These Terms also apply to any follow-up agreements with the Client.
2.4 If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions remain in full force and effect.
2.5 These Terms are provided to the Client before or at the moment of signing the Agreement and are available at all times on the Innerleaps website under General Terms and Conditions.

Article 3: Offers and Agreements

3.1 All offers made by Innerleaps are without obligation unless explicitly stated otherwise in writing.
3.2 An Agreement is concluded at the moment the Client signs the Agreement or confirms acceptance in writing, including by email.
3.3 By signing or accepting the Agreement, the Client agrees to the price and scope of the services as described in the Agreement and to these Terms.
3.4 Innerleaps reserves the right to refuse an assignment without stating reasons.

Article 4: Services

4.1 Innerleaps delivers the training program as described in the Agreement. This includes the Masterclass and, where applicable, the full training program delivered as a series of workshops.
4.2 The Masterclass is provided free of charge provided the training program subsequently takes place, subject to Article 6.
4.3 Innerleaps delivers services either in person or online, depending on what has been agreed with the Client. Innerleaps may engage qualified freelance trainers to deliver sessions on its behalf. The specific trainer may vary per assignment. Innerleaps remains fully responsible for the quality and delivery of all services regardless of who delivers them. All freelance trainers engaged by Innerleaps are contractually bound to confidentiality and data protection obligations equivalent to those applicable to Innerleaps under these Terms and the Data Processing Agreement, before being permitted to deliver any sessions. In the event that a scheduled trainer is unexpectedly unavailable, Innerleaps will arrange an alternative trainer or schedule an additional session to ensure the full program is delivered as agreed. No financial compensation will be provided in such cases.
4.4 Innerleaps will make every effort to deliver the services with due care and in accordance with the standards that may reasonably be expected of a professional in this field.
4.5 The Client is responsible for creating the conditions necessary for the successful delivery of the training, including communicating the program to employees, facilitating Participant registration, and ensuring employees can attend scheduled workshops. If the Client's failure to meet these obligations results in one or more workshops not being delivered as planned, Innerleaps' delivery obligation is considered fulfilled for those workshops and no refund applies.
4.6 The training program is a professional development and wellbeing intervention. It is not a form of healthcare, medical treatment or psychotherapy, and Innerleaps is not a healthcare provider. The program is designed for healthy, working employees. The Client offers the program to employees who are fit for work and is responsible for directing it to suitable participants, and each Participant accepts the Self-Declaration at registration confirming that they take part voluntarily and on their own responsibility and will consult their general practitioner if they have health concerns that could make participation unwise. If during the training program a Participant discloses or displays signs of acute mental health distress, Innerleaps may refer that Participant to appropriate professional support and, where appropriate, discontinue their participation. Such referral does not constitute a breach of contract. Innerleaps does not assume any duty of care with respect to the physical or mental health of Participants beyond delivering the program with reasonable professional skill, and is not liable for the mental or physical health outcomes of Participants.
4.7 The Client agrees not to directly engage, hire, or contract any trainer introduced by Innerleaps in the context of an Agreement, whether as an employee, contractor, or in any other capacity, for a period of 12 months following the end of the Agreement in which that trainer was introduced. A breach of this clause entitles Innerleaps to claim a fixed compensation of €30,000 per trainer engaged in breach of this clause, without prejudice to Innerleaps' right to claim additional damages where actual loss exceeds this amount.

Article 5: Participant Registration and Program Scope

5.1 The definitive number of Participants, and therefore the final scope and price of the Agreement, is determined at the Registration Deadline. Participants may register during the Masterclass and up to 5 working days thereafter, either via an Innerleaps registration form or, where the Client manages enrolment, via the Client, as further described in the Data Processing Agreement. The number of Participants registered at the Registration Deadline is the number invoiced, subject to the minimum number of chargeable Participants per group set out in Article 5.3 and up to the maximum capacity agreed in the Agreement. Registrations beyond that capacity are not invoiced and are placed on a waiting list for a future cohort. Regardless of the enrolment route, each Participant accepts the Self-Declaration and is made aware of the privacy notice at registration.
5.2 The price stated in the Agreement is based on the expected number of Participants. The final invoice reflects the number of Participants registered at the Registration Deadline, subject to the minimum number of chargeable Participants per group set out in Article 5.3 and up to the agreed maximum capacity, unless a fixed price has been agreed.
5.3 Because Innerleaps reserves trainers for each group in advance, a minimum number of chargeable Participants per group applies. This minimum, and the maximum capacity per group, are stated in the Agreement. A group may proceed with fewer Participants than this minimum, but in all cases at least the minimum number of Participants per group is invoiced.
5.4 Participation is based on each Participant's voluntary Self-Declaration that they take part on their own responsibility. The program is designed for healthy, working employees, and the Client is responsible for offering it to employees who are fit for work and for directing it to suitable participants. Innerleaps may, during the program, refer a Participant to professional support and discontinue their participation in accordance with Article 4.6; the payment obligation in such cases is governed by Article 6.4.

Article 6: Cancellation and Masterclass Fee

6.1 The Client may cancel a scheduled Masterclass free of charge provided cancellation is communicated to Innerleaps in writing at least 3 calendar days before the scheduled Masterclass date. If the Client cancels within 3 calendar days of the scheduled date, or if the Masterclass cannot take place as planned due to circumstances attributable to the Client, including but not limited to insufficient time being allocated to Innerleaps to deliver the Masterclass due to overrun in the Client's own program, the Client owes Innerleaps a cancellation fee of €1750. Cancellation of the Agreement itself prior to any Masterclass being scheduled remains free of charge.
6.2 A group proceeds regardless of the number of Participants registered at the Registration Deadline. Where fewer Participants register than the minimum number of chargeable Participants per group set out in Article 5.3, the group nonetheless proceeds and at least that minimum number per group is invoiced in accordance with Articles 5.3 and 6.4. Innerleaps may, at its discretion and in consultation with the Client, offer one additional Masterclass before the Registration Deadline to increase registrations; no more than 2 Masterclasses are delivered under a single Agreement. Where a group proceeds, no separate Masterclass fee is due under this Article; the Masterclass fee of €1750 applies only to cancellation of a Masterclass as set out in Article 6.1.
6.3 If the training proceeds following the Masterclass, no Masterclass fee is charged. The full agreed price for the training program is then due as specified in the Agreement.
6.4 The Client's payment obligation is based on the number of Participants registered at the Registration Deadline, subject to the minimum number of chargeable Participants per group set out in Article 5.3 and up to the agreed maximum capacity, regardless of whether registration took place via Innerleaps or via the Client. From the Registration Deadline, the agreed fee is due in full for each chargeable Participant, being at least the minimum number of Participants per group, regardless of whether a Participant subsequently completes the training, withdraws, misses workshops, or is discontinued under Article 4.6. No refunds will be provided in any of these circumstances.
6.5 If Innerleaps is required to cancel or reschedule a Masterclass, Innerleaps will notify the Client as soon as possible and will offer at least one alternative date within 30 days. No compensation is due in such cases.
6.6 Cancellation must always be communicated in writing to info@innerleaps.nl.

Article 7: Payment

7.1 Payment of the full agreed amount is due prior to the commencement of the training program, unless otherwise agreed in writing. Innerleaps will issue the final invoice within 5 working days of the Registration Deadline. Payment is due within 14 days of the invoice date and in all cases before the first workshop commences.
7.2 Innerleaps reserves the right to issue a separate invoice for the Masterclass fee referred to in Article 6, where applicable. Such invoice is subject to the same payment terms as set out in Article 7.1.
7.3 If payment is not received within the agreed term, the Client is in default without further notice being required. From the date of default, statutory commercial interest (wettelijke handelsrente) as referred to in Article 6:119a of the Dutch Civil Code applies automatically on the outstanding amount. Innerleaps reserves the right to suspend delivery of services until payment has been received in full.
7.4 All prices are exclusive of VAT unless stated otherwise.
7.5 Innerleaps reserves the right to adjust prices for future Agreements. Prices agreed in a signed Agreement will not be amended during the term of that Agreement.

Article 8: Intellectual Property

8.1 All training materials, methodologies, tools, exercises and content developed or used by Innerleaps remain the intellectual property of Innerleaps at all times.
8.2 Participants may use training materials for personal application and may share them internally within the Client organisation.
8.3 Training materials may not be reproduced, published, sold, licensed or otherwise used for commercial purposes outside the Client organisation without the prior written consent of Innerleaps.
8.4 Nothing in this Article limits Innerleaps from freely using knowledge, insights and experience gained during the delivery of services, provided no confidential information of the Client is disclosed.

Article 9: Confidentiality

9.1 Innerleaps treats all information shared by the Client and its employees in the context of the training program as confidential. This includes organisational information, internal challenges, team dynamics and any other information that is reasonably understood to be confidential in nature. This obligation applies to all persons acting on behalf of Innerleaps, including its owner, any employees, freelance trainers, and other subcontractors engaged in the delivery of services.
9.2 Innerleaps will not disclose such information to third parties without the prior written consent of the Client, except where required by law or court order.
9.3 Innerleaps may publicly reference the Client by name as a customer and may state aggregated, anonymised impact results from the training program for marketing and professional purposes, including percentage-based changes in wellbeing and productivity metrics and ROI figures, provided such results are based on a minimum of 8 persons in the training group measured on a pre/post basis. Underlying salary data, absolute figures and individual information will never be disclosed publicly. This right is subject to any specific arrangements agreed in the Data Processing Agreement between the parties.
9.4 The Client agrees to treat information about Innerleaps' pricing as confidential and will not share it with third parties without Innerleaps' prior written consent. Innerleaps' methodology and working practices may be shared freely.
9.5 Confidentiality obligations survive termination of the Agreement for a period of 5 years.

Article 10: Data Processing and Privacy

10.1 In the context of delivering the training program, Innerleaps processes personal data of the Client's employees, including health-related data collected via the impact measurement surveys. A Data Processing Agreement is always concluded between the parties alongside these Terms. These Terms do not take effect without a signed Data Processing Agreement being in place.
10.2 Innerleaps processes personal data in accordance with the General Data Protection Regulation (GDPR) and applicable Dutch data protection legislation.
10.3 Innerleaps' privacy notice, which describes how personal data is collected, processed and protected, is available on the Innerleaps website. A link to the privacy notice can be found in the footer of the website. By entering into an Agreement with Innerleaps, the Client confirms that it has read and understood the privacy notice.
10.4 The Client is responsible for informing its employees about the data collection and processing that takes place in the context of the training program, in accordance with the obligations set out in the Data Processing Agreement. Where the Client manages enrolment, the Client also presents the privacy notice reference and the Self-Declaration to employees on Innerleaps' behalf, as set out in the Data Processing Agreement.

Article 11: Liability

11.1 Innerleaps is liable for direct damages suffered by the Client that are the direct result of a demonstrable shortcoming attributable to Innerleaps, subject to the limitations set out in this Article.
11.2 Innerleaps' total liability for direct damages is limited to the amount paid out under its professional liability insurance policy for the relevant claim. Where the insurance does not provide coverage for a specific claim, liability is limited to the total fee paid by the Client under the Agreement to which the claim relates.
11.3 Innerleaps holds professional liability insurance through Hiscox with coverage of up to €250,000 per claim and per year for professional liability and up to €100,000 for cyber and data incidents. Policy details are available upon request.
11.4 Innerleaps is not liable for indirect or consequential damages, including but not limited to loss of profits, loss of data, reputational damage or business interruption.
11.5 Innerleaps is not liable for damages resulting from inaccurate or incomplete information provided by the Client or its employees.
11.6 The training program is a professional development and wellbeing intervention and not a form of healthcare, and Innerleaps gives no medical advice. Innerleaps is not liable for any decision by a Participant to take part in the program.
11.7 Any claim for damages must be submitted to Innerleaps in writing within 6 months of the Client becoming aware of the damage, failing which the right to compensation lapses.
11.8 Innerleaps accepts no liability for any physical, psychological, professional or other personal outcomes experienced by Participants in connection with the training program, including but not limited to stress-related illness, burnout, re-experiencing of trauma, or aggravation of pre-existing physical or mental health conditions. The training program is a professional development and wellbeing intervention, not a form of healthcare or medical treatment, and does not replace professional medical or psychological care. The Client, as employer, is responsible for the occupational health and wellbeing of its employees and warrants that it offers the program to employees who are fit for work and directs it to suitable participants who are able to take part in a voluntary professional development program. The Client is responsible for ensuring that Participants are made aware, prior to their participation, of the nature of the program and that individual outcomes may vary. Any claim by a Participant arising from their participation in the program is a matter between the Participant and their employer.
11.9 The Client indemnifies and holds Innerleaps harmless against any claim, action or demand brought by a Participant or any third party arising out of or in connection with a Participant's participation in the program, including claims relating to the health, wellbeing or personal outcomes of a Participant, except to the extent that the claim results directly from Innerleaps' own wilful misconduct or gross negligence. This indemnification includes reasonable legal costs incurred by Innerleaps in defending such a claim.

Article 12: Force Majeure

12.1 Innerleaps is not liable for any failure to perform its obligations where such failure is the result of circumstances beyond its reasonable control, including but not limited to illness, natural disasters, government measures or disruption of essential infrastructure.
12.2 In the event of force majeure, Innerleaps will inform the Client as soon as possible and will make every effort to reschedule affected workshops within a reasonable timeframe.
12.3 If force majeure continues for more than 60 days, either party may terminate the Agreement in writing without owing compensation to the other party. In such case, Innerleaps will refund any amounts paid for services not yet delivered, calculated pro rata based on the number of workshops delivered relative to the total number of workshops agreed.

Article 13: Complaints

13.1 The Client must report any complaints regarding the services provided by Innerleaps in writing to info@innerleaps.nl within the duration of the training program and up to 14 days after the final workshop of the program has been delivered, failing which the right to complain lapses.
13.2 Innerleaps will acknowledge receipt of the complaint within 5 working days and will invite the Client for a telephone consultation to discuss the complaint and work towards a resolution.
13.3 Innerleaps will aim to resolve complaints within 30 days of receipt. Where this is not possible, the Client will be informed of the expected timeline.
13.4 Submitting a complaint does not suspend the Client's payment obligations.

Article 14: Term and Duration

14.1 Each Agreement specifies its own term. These Terms remain applicable for the full duration of the Agreement and for any follow-up agreements concluded between the parties.
14.2 Obligations that by their nature survive termination, including confidentiality, intellectual property, liability, indemnification and data protection obligations, remain in full force after the Agreement ends.

Article 15: Amendments

15.1 Innerleaps reserves the right to amend these Terms. The Client will be informed of any amendments at least 30 days before they take effect.
15.2 If the Client does not accept the amended Terms, the Client may terminate the Agreement in writing before the amended Terms take effect. Continued use of Innerleaps' services after the effective date constitutes acceptance of the amended Terms.

Article 16: Governing Law and Disputes

16.1 These Terms and all Agreements concluded with Innerleaps are governed by Dutch law.
16.2 Any disputes arising from or in connection with these Terms or an Agreement will be submitted exclusively to the competent court in Amsterdam, the Netherlands.
16.3 Before submitting a dispute to court, parties will make every effort to resolve the matter amicably, including through the complaints procedure set out in Article 13.

Document Version: 2.1

Date: 25 September 2026

Prepared by: Innerleaps

Status: Published