1. Introduction

1.1 Coherent Healthcare Ltd (”Coherent” or “Coherent Healthcare”) is a limited liability company registered in England and Wales, number 15067010. Coherent’s registered office address is 71-75 Shelton Street, Covent Garden, London WC2H 9JQ.

1.2 Coherent works with healthcare and wellness professionals and businesses registered with them (”Merchants”). Merchants sell to consumers who purchase, or intend to purchase, goods or services from them (”Customers”).

1.3 For Merchants, Coherent provides different services focused on helping Merchants save money and operate more efficiently. One such service allows Merchants to take payments directly from their Customers (“Services”).

1.4  In these terms and conditions, reference to “we” or “us” is a reference to Coherent. ”You” means the Customer or the Merchant, as the context requires.

1.5 Coherent operates the website www.coherenthealthcare.com, which allows Merchants to offer Services to Customers through Coherent. The Services are provided via application, https://app.coherenthealthcare.com, or any other platform that Coherent may use to provide its services (together, the “Site”).

1.6 The purpose of the Site is to: provide the Services for Merchants to offer to Customers, and provide any other products or services offered by Coherent from time to time that we are affiliated with, as well as to provide any other products or services offered by Coherent from time to time.

1.7 Customers should refer to the Merchant for details of any terms and conditions associated with your payment.

1.8 By accessing or using the Site through any means, you are agreeing to be bound by these terms and conditions which govern use of the Services and the Site (the “Terms & Conditions”) together with our Privacy Notice available at www.coherenthealthcare.com/privacy-policy, which sets out how we process the personal data we collect from you and how we use cookies.

1.9  We can make changes to these Terms & Conditions and/or to the way we operate the Site from time to time and will take reasonable steps to bring any material changes to your attention. If you do not agree to these Terms & Conditions or to any changes made to them, you must not use, and must cease using, the Site.

2. Access to and use of the Site

2.1 We do not guarantee that the Site, or any content on it, will always be available or be uninterrupted. Access to the Site is permitted on a temporary basis and we may need to suspend access to the Site, or any part of it, without notice where we are required to do so by any related amendment, re-enactment, subordinate legislation and regulations (”Applicable Law”) or where the Site is unavailable through no fault of our own. In other circumstances we will give you reasonable notice by posting such notice on the Site before it will be unavailable. 

2.2 We will not be liable to you if, for any reason (other than our negligence, breach of contract, willful default or fraud), the Site is unavailable at any time or for any period.

2.3 You are responsible for making all arrangements necessary for you to have access to the Site.

2.4 Where the Services are being accessed from any website other than the Site, you agree to comply with both these Terms & Conditions and any terms of use relating to the third party website. Where there is a difference between these Terms & Conditions and those of any other website operating the Site, these Terms & Conditions will prevail.

2.5 You will not access or use the Site except for their intended purpose and will not attempt to:

1. gain unauthorised access to, make unauthorised alterations to, or introduce any kind of malicious code to the Site or Coherent by any means;

2. reverse engineer or decompile (whether in whole or part) the Site or any software available through the Site;

3. make copies, modify, reproduce, transmit, alter or distribute all or any part of the Site or any material or information contained in them, other than as permitted by law;

4. use the Site for any purpose that is unlawful under any Applicable Law;

5. use the Site to commit any act of fraud;

6. use the Site to simulate communications from us or another service or entity in order to collect identity information, authentication credentials, or other information (“phishing”); or

7. use the Site in any manner that disrupts their operation.

2.6 You will not disguise or interfere in any way with the IP address of the computer you are using to access the Site or otherwise take steps to prevent us from correctly identifying the actual IP address of the computer you are using whilst accessing the Site.

2.7 The Site may contain hyperlinks or references to third party websites. Any such hyperlinks or references are provided for your information and convenience only. We have no control over third party websites and accept no legal responsibility for any content, material or information contained in them. The display of any hyperlink and reference to any third party website does not mean that we endorse that third party's website, products or services. Your use of a third party site will be governed by the terms and conditions of that third party site.

2.8 We do not guarantee that the Site will be secure or free from bugs or viruses.

2.9 You are responsible for configuring your information technology, computer programmes and platform in order to access the Site. You should use your own virus protection software.

3. Services

3.1 Coherent will provide you with Service, or arrange the relevant Services for you via a third party, subject to the terms and conditions set out in these Terms & Conditions. 

3.2 By making an application to use or receive any of the Services via the Site, you agree and confirm:

1. all the information you have provided to us is accurate and correct and you are the recipient of the relevant Services or are otherwise authorised on behalf of the recipient to provide the information to us;

2. you can enter into a legally binding agreement with us;

3. you will only use the Site for the purposes envisaged by these Terms & Conditions, or other agreement applicable to the Services;

4. you have provided a current address, telephone number and email address and will notify us immediately if your contact details change;

5. you are over 18 years of age and under 80 years of age and capable of taking responsibility for your own actions;

6. you hold a current account at a UK bank or building society.

3.3 To apply, register or pay for Services on our Site you must:

1. choose the Service;

2. provide personal information, including your name, date of birth, billing and mailing address, email address, telephone number, debit card details and/or, if applicable, bank account details;

3. provide personal information for use in conducting identity checks (in some instances including your passport details and/or a recent utility bill);

4. provide all other information needed for KYB purposes and tick all boxes prompted on the Site;

5. provide your standard Terms and Conditions, including your booking, cancelation and refund policy.

3.4 You must provide us with all information requested during the application, registration or payment process to enable us or any third parties we work with to comply with all laws, regulations, rules and regulatory guidance applicable to the relevant Services, including Know Your Business requirements that may be required by Us or the 3rd parties we work with in order to deliver the Services to you.

3.5 We reserve the right, in our sole discretion, to refuse to provide any of the Services to you.

3.6 Upon receipt of your application for the relevant Services, Coherent shall:

1. assess your application for the relevant Services; and

2. issue a decision to grant or deny your application for the relevant Services.

3.7 The decision to grant an application for the relevant Services is final and at the sole discretion of Coherent.

3.8 Provided you meet our eligibility criteria set out in paragraph 3.2 above, we will provide you with a user account which allows you to access all information regarding your use of certain products, including payments made and yet to be paid to us on the Site, and allows Coherent to populate forms with your information on record for future purchases (your ”Coherent Account”).

3.9 When you create a Coherent Account, you will be asked to set a password. You agree to keep your password and Coherent Account information strictly confidential and you must not disclose them to any third party. You agree to protect them in the same way as you would details of your bank account or your bank cards. Any failure to do so will be at your sole risk and expense.

3.10 You agree that we are entitled to assume all correspondence, orders, transfers and instructions made by reference to your password and Coherent Account, and that all correspondence and instructions posted by us via your Coherent Account have been received by you. We will not be liable for any loss that you might suffer through following such instructions whether by you or another person. You agree to inform us immediately (via the site, by email or by telephone) if you know or suspect that any of your account information or password has been compromised or are being misused so that we may suspend your account.

3.11 We have the right to disable your Coherent Account or password at any time if, in our reasonable opinion, you have failed to comply with any material provisions of these Terms & Conditions.

3.12 You agree to inform us as soon as possible if any information provided by you or contained in your Coherent Account changes (including your clinic Terms and Conditions) and/or if you become aware of any errors with respect to your Coherent Account and/or if you lose access to your Coherent Account for any reason whatsoever.

3.13 Although we make reasonable efforts to update the information on the Site, we make no promises that the content on the Site is accurate, complete or up to date.

3.14 We do not provide any medical advice, diagnosis or treatment ourselves. Any material on the Site is for informational and educational purposes only. We have not reviewed or tested any of the material on the Site for factual accuracy.

3.15 By using the Service, you also agree to the terms established by any third party providers. Relevant third-party terms can be accessed here and here, which you agree to when using Coherent.

4. Fees

4.1 No fees are payable by you to use the Site. 

4.2 For Merchants, certain fees will be payable to Coherent and its affiliates for their roles in arranging and providing the Services, and administering the Site. Such fees will be set out in a separate Pricing Schedule, which you will review and approve prior to onboarding.

5. Intellectual property

5.1 Coherent is the owner or the licensee of all intellectual property rights in the Site and in the material published on it. These works are protected by copyright laws and all such rights are reserved.

5.2 Coherent and the Coherent logo are trade marks of Coherent Healthcare Limited. Coherent Healthcare Limited is the sole owner of the same. You will not make any unauthorised use of the Coherent trade marks and any unauthorised use can result in legal action being taken against you.

5.3 www.coherenthealthcare.com is the uniform resource locator ("URL") of Coherent Healthcare Limited. You will not make any use of www.coherenthealthcare.com “URL” (or any other URL owned by us) on another website or digital platform without our prior written consent.

5.4 Coherent owns all rights in any price data and related content on the Site. Your registration and use of our Site does not transfer any rights to the content and related intellectual property rights contained in our Site. Except as otherwise permitted by law, you agree not to monitor, use or copy our web pages or any content on the Site, including without limitation, any price data without our prior consent. Any unauthorised use or reproduction can be prosecuted.

5.5 Any data licensed to Coherent from third parties is provided for use on the Site only and may not be used for any commercial purposes without the consent of such third parties.

6. Our liability to you

6.1 Nothing in these Terms & Conditions excludes or limits either our, or your, liability for fraud (including fraudulent misrepresentation or concealment), breach of contract, wilful default, negligence or any other liability which cannot be lawfully excluded or limited (including any liability with respect to death and personal injury resulting from our negligence, or that of our employees, agents or subcontractors).

6.2 We can’t guarantee that this Site will be:

1. compatible with all or any hardware and software which you use;

2. available all the time or at any specific time; or

3. accurate and up to date.

6.3 Any liability arising out of a breach of these Terms & Conditions will be limited to any loss or damage that is a reasonably foreseeable consequence of such a breach and which arises directly from the actions of the defaulting party. Neither party shall be liable for any loss of profits, sales business or revenue.

6.4 We will not be liable to you for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty or otherwise, arising under or in connection with:

1. any goods or services provided directly by the Merchant;

2. any acts of the Merchant;

3. any Services advertised via Coherent;

4. your use of, or inability to use, the Site and/or the Services; or

5. your use of or reliance on any content displayed on the Site,

 except where such liability arises as a result of our breach of contract, negligence or fault.

6.5 We will not be liable for any loss or damage that you may suffer because of any abnormal or unforeseeable circumstances outside our reasonable control which would have been unavoidable despite all efforts to the contrary, for example, delays or failures caused by problems with another system or network, any breakdown or failure of transmission, communication, data processing or computer facilities, mechanical breakdown, an act of state or government, war, riot or terrorism, any act of God, the suspension of any market, postal or other strikes or similar industrial action or any prevention from or hindrance in obtaining any materials, energy or other supplies necessary for the performance of our obligations under these Terms & Conditions.

6.6 We use industry standard techniques to protect our Site from viruses and attacks but cannot guarantee that our Site will be free from viruses or other malicious software. We will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that infects your computer equipment, computer programs, data or other proprietary material due to your use of our Site or to your downloading of any content on it, or on any Site linked to it. You should use your own virus protection software.

6.7 Coherent’s total liability to you under or in connection with the Site shall be limited to £40.

6.8 No part of these Terms & Conditions are intended to constitute an exclusion of liability which cannot be excluded under English law.

7. Confidentiality

7.1 Coherent may disclose confidential information about our merchants to third parties we are contracted with in order to deliver our products and services, including Know Your Business requirements that may be required by law in order to deliver the Services to you.

7.2 Coherent and you will keep confidential and will not disclose to any other third party any information that is marked or otherwise indicated as being confidential, except information that any of us is bound to disclose under any Applicable Law or by order or request of any regulatory authority or by a court of law, or to our respective professional advisers for the purposes contemplated in these Terms & Conditions, or in our cases, where disclosure is necessary to exercise any of our rights or perform any of our obligations under these Terms & Conditions.

8. Termination

8.1 We can terminate your Coherent Account by notice in writing (which can include email) to you at any time in the event that:

1. you are in material breach of any term of these Terms & Conditions; and/or

2. you breach any term of any agreement in relation to the Services, any related agreement, or agreement in relation to another Coherent Service, to which you are a party; and/or

3. we suspect that you have used the Site, or intend to use the Site, for the purpose of an illegal activity; and/or

4. you are deemed either unable to pay your debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986; and/or

5. you apply for bankruptcy or become the subject of a bankruptcy petition or order.

8.2 You can terminate your Coherent Account by providing 30 calendar days' written notice by email to us at hello@coherenthealthcare.com, provided you have no outstanding payments at the time of your request.

8.3 Termination during the first 6 months may be subject to cancellation fees, as detailed in the Pricing Schedule.

8.4 On termination of the Agreement, all rights granted to you under the Agreement shall cease and you must immediately cease all activities authorised by the Agreement, including your use of the Services.

8.5 Any of these Terms & Conditions which are expressly or by implication are intended to come into or continue in force on or after termination shall remain in full force and effect.

8.6 Termination shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the Terms & Conditions which existed at or before the date of termination or expiry.

9. Linking

9.1 We can link to other websites which are not within our control. Once you have left our Site, we cannot be responsible for the content of other websites or for the protection and privacy of any information which you provide on these websites. Please note that these websites have their own privacy policies and website terms and conditions. We do not accept any responsibility or liability for these policies, nor do we endorse the content of these websites. Please check their privacy policies and their website terms and conditions when you visit them and before you submit any personal data to these websites.

9.2 You may link to this Site from another website without our consent in writing if you:

1. link only to the homepage of the Site at www.coherenthealthcare.com;

2. don’t create frames or any other border around the Site;

3. comply with all relevant laws and regulations on the website or platform you are linking from; and

4. don’t imply that we endorse or are associated with your (or any other) website, product or service.

9.3 You may not link to this Site from another website which contains inappropriate or distasteful content which reflects badly on us.

9.4 We reserve the right to withdraw linking permission without notice.

10. Complaints

10.1 We consider a complaint as being defined as an expression of dissatisfaction made by you in relation to any of the services we provide. In the event that you make a complaint, we will make every effort to rectify the problem as soon as practicably possible. If you have any complaint about this Site or any of the services we provide, you should contact our complaints department via hello@coherenthealthcare.com and we will try to resolve it as soon as possible.

11. General

11.1 The provisions of these Terms & Conditions are personal to you and you cannot assign or transfer any of your rights or obligations under these Terms.

11.2 We can assign our respective rights and obligations under these Terms & Conditions.

11.3 These Terms & Conditions are governed by English law and you can bring legal proceedings in respect of them and the Services in the English courts. If you live in Scotland you can bring legal proceedings in respect of the Services in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the Services in either the Northern Irish or the English courts.

11.4 If any provision of these Terms & Conditions is or becomes illegal, invalid or unenforceable that will not affect the legality, validity or enforceability of any other provision of these Terms & Conditions.

11.5 A person who is not a party to these Terms & Conditions has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms & Conditions.

11.6 These Terms & Conditions, together with the Privacy Notice apply however you decide to access the Site (including through the website or through any mobile device application).

11.7 Specifically in relation to Customers, nothing in these Terms & Conditions affects the liabilities, rights and obligations of you and the Merchant under the applicable terms between you and the Merchant.

11.8 If you have any questions about these Terms & Conditions, please contact our Customer Service team via www.coherenthealthcare.com or by email at hello@coherenthealthcare.com

11.9 These Terms & Conditions were last reviewed and updated on 8 April 2024.