These Terms of Service ("Terms") form a legal agreement between Paranimo Limited, a company registered in England and Wales under company number 11992617, with its registered office at 28 Salisbury Road, Farnborough, England GU14 7AL ("we", "us", or "our") and any person or organisation that uses our platforms ("you" or "your"), whether as a Client, Business Customer, Service Provider, or someone authorised to use a Platform by a Business Customer.
By creating an account, accessing, or using our Platforms, you agree to these Terms.
These Terms are divided into five parts:
1.1 These Terms apply to all Users of our Platforms, including Clients, Business Customers, Service Providers and their authorised representatives. They govern access to and use of Paranimo and Matchifi.
1.2 Please read these Terms carefully. By creating an account, booking a session, or otherwise using our Platforms, you agree to be bound by them. Where access is provided to a person under 18 through a Business Customer (see clause 5.4), the Business Customer accepts these Terms in respect of the relevant Scheme.
2.1 In these Terms, the following terms have the following meanings:
Administrator: an employee or authorised representative of a Business Customer who is granted permissions to manage a Paranimo Limited platform through the Business Customer portal. Administrators may also use the Platform as Clients or Service Providers, in which case they are subject to the applicable terms for those user types.
Business Customer: an organisation that buys access to a Paranimo Limited Platform for its staff, students or customers, so that they may receive services from a Service Provider through the Platform.
Business Days: a day other than a Saturday, Sunday, or public holiday in England.
Client: any individual or organisation that purchases, books, or otherwise receives services from a Service Provider through a Paranimo or Matchifi Platform.
Confidential Information: any information of a confidential nature disclosed by one party to the other, whether in oral, written or electronic form, including business, technical and financial information, but excludes information that is (a) in the public domain other than through breach of this clause, (b) already in the receiving party's lawful possession, (c) lawfully obtained from a third party, or (d) independently developed without access to the disclosing party's information.
User/End user: any person or organisation that accesses or uses any of our Platforms in any capacity, including (without limitation) Clients, Business Customers, Service Providers, Administrators, and any individual authorised to act on behalf of a Business Customer.
Matchifi: our white label marketplace as a service platform, which connects Clients with independent Service Providers (such as, but not limited to, coaches, mentors, or other professionals).
Minor: a Client under the age of 18.
Paranimo: our mental-health platform that matches qualified therapists with therapy clients.
Paranimo Schools: a specialist Paranimo service providing access to counselling services delivered by appropriately qualified Service Providers to Clients aged 11–18 (and, where enabled by the relevant Scheme, 18+), typically accessed via a school, college, or education provider acting as a Business Customer.
Platform: the software, websites and mobile applications we provide, including Paranimo and Matchifi.
Reseller: a Business Customer who promotes or resells access to the Platform.
Scheme: a set of rules (for example price limits or usage allowances) created by a Business Customer inside the Platform.
Service Provider: A therapist using Paranimo, or an independent service provider that provides services through Matchifi (such as, but not limited to, coaches, mentors, or other professionals).
Terms: means these set of terms and conditions.
2.2 A word in the singular includes the plural and vice versa; headings are for convenience only and do not affect interpretation.
3.1 We operate a software platform that is made available under different product names, service configurations, domains, and branded environments, including: (a) Paranimo (including specialist services such as Paranimo Schools); and (b) Matchifi.
3.2 You may use one or both of these Platforms, provided you meet any relevant eligibility criteria and accept the applicable terms.
3.3 We are a technology provider only. We do not: (a) employ, supervise, or monitor Service Providers, or vet them beyond the checks expressly stated in these Terms (including any additional qualification or safeguarding requirements applicable to services for under-18s); (b) guarantee a specific therapeutic or commercial outcome; (c) provide, or hold ourselves out as providing, medical advice, diagnosis or treatment.
3.4 No professional–client relationship is created between you and us. All services are delivered by independent Service Providers under a direct arrangement between you and the Provider.
3.5 While we aim to maintain high platform standards, we do not warrant that the Platforms or any content on them will be accurate, complete, reliable, current, error-free, secure, or uninterrupted.
3.6 Service Providers operate independently and are not employees or representatives of the Platforms. We act as their disclosed agent in facilitating bookings and payments through the Platform. Full terms governing our relationship with Service Providers, including invoicing and compliance obligations, are set out in Part E: Service Provider Terms.
3.7 Platform structure, products and domains
3.7.1 Our services are delivered through a shared underlying technology platform.
3.7.2 We may present, market, and make available this platform under different product names, domains, subdomains, and branded environments, including (without limitation): (a) Paranimo, which may be accessed via domains such as mentalwellbeing.support; (b) Paranimo Schools, being a specialist service within Paranimo, which may be accessed via domains such as paranimoschools.support; and (c) Matchifi, which may be accessed via domains such as matchifi.co.uk.
3.7.3 These products, domains, subdomains, and branded environments: (a) represent different configurations, use cases, and user experiences of the same underlying platform; and (b) do not constitute separate legal platforms, contracting entities, or standalone services for the purposes of these Terms.
3.7.4 References in these Terms to the "Platform" include any version, configuration, product, domain, subdomain, or branded instance of our software made available to you.
4.1 The Platforms are not designed for emergencies or crisis intervention, nor is our team trained in crisis prevention.
4.2 If you feel unsafe or believe someone is at risk you must: (a) call 999; or (b) go to your nearest Accident & Emergency department; or (c) call NHS 111.
4.3 If you are suicidal or considering harming yourself or others, please consider using the resources suggested by the NHS (https://www.nhs.uk/conditions/Suicide/).
4.4 The Platforms are not monitored 24 hours a day and should never be relied on as your sole source of support.
4.5 You must report any suspected abuse or neglect through the appropriate channels, comply with all legal obligations relating to mandatory reporting, maintain appropriate professional boundaries at all times, and remain alert to potential safeguarding concerns and respond appropriately.
4.6 Any information or advice received through the Platforms is not a substitute for assessment by a qualified medical professional.
4.7 For under-18 users accessing the Platform through Paranimo Schools, safeguarding concerns are handled through the school's Designated Safeguarding Lead as the primary safeguarding authority, with the independent Service Provider acting as clinical first responder and Paranimo providing a Safeguarding Point of Contact to coordinate and escalate. See the Safeguarding Policy.
5.1 You must: (a) be at least 18 years old, unless access is provided through a Paranimo Schools approved Scheme that expressly permits users under 18 and provides appropriately qualified Service Providers; (b) have the legal capacity to enter a contract in your jurisdiction; and (c) provide accurate, current and complete registration information.
5.2 We may ask you at any time to verify your identity or eligibility and may suspend access until verification is complete.
5.3 You are solely responsible for all activities conducted through your account, whether authorised by you or not, until you have notified us of a security breach and we have had a reasonable opportunity to secure the account.
5.4 Under-18 users and contracting party. Where a Client is under 18, access is provided through a Business Customer (for example, a school or college) under a Paranimo Schools Scheme. In these cases: (a) the Business Customer is the contracting party in respect of the Scheme and accepts these Terms on behalf of the Scheme; (b) the under-18 Client accesses the Platform as a permitted user under the Scheme and is not required to accept the liability-related provisions of these Terms in their own right; and (c) the Business Customer is responsible for ensuring that appropriate consents, parental or guardian notices, and safeguarding processes are in place in accordance with applicable law and its own policies.
5.5 Under-18 consent, competency and supervision (Paranimo Schools)
5.5.1 Before an under-18 Client can be invited to access counselling services through a Paranimo Schools Scheme, the relevant Business Customer must complete a mandatory safeguarding confirmation in the Platform, on a per-child basis. The confirmation required depends on the young person's age:
(a) Aged 16 or 17: the Business Customer confirms that the young person has consented (a 16- or 17-year-old may consent to their own treatment in their own right). Parental consent is not required.
(b) Under 16: the Business Customer must confirm one of the following (mutually exclusive; exactly one is required): (i) parental consent has been obtained from a person holding parental responsibility; or (ii) a Gillick competence assessment has been completed and evidence can be provided on request. A parent/guardian email is required for under-16 students.
This confirmation is a mandatory, enforced step: the invitation cannot be submitted unless the applicable confirmation is made, and the selection is recorded per child. The Business Customer is responsible for the underlying consent or competence assessment and the related safeguarding arrangements. (In Scotland, the equivalent of Gillick competence is the "sufficient understanding" test under section 2(4) of the Age of Legal Capacity (Scotland) Act 1991.)
5.5.2 Responsibility for determining whether a Minor is suitable, capable and competent to use the Platform rests with the relevant Business Customer and/or the parent, guardian, teacher or other responsible adult who has introduced or permitted the Minor to use the Platform.
5.5.3 Paranimo Limited: (a) verifies that Service Providers delivering Paranimo Schools services hold the qualifications and safeguarding credentials required under clause 38.5, but does not itself assess, monitor or supervise an individual Minor's competency, maturity or use of the Platform; (b) does not act in loco parentis and does not replace the role of parents, guardians, schools, or safeguarding authorities; and (c) to the extent permitted by law, is not responsible for a Business Customer's or responsible adult's failure to assess, supervise or support a Minor's use of the Platform.
5.5.4 Nothing in this clause limits or excludes any duty of care that arises as a matter of law in connection with the provision of counselling services to children, or any liability that cannot be limited or excluded under applicable law (see clause 10.5).
6.1 You must use the Platforms lawfully and respectfully at all times. In particular, you must: (a) comply with all applicable laws and regulations; (b) respect the intellectual property, privacy, and publicity rights of others; (c) provide accurate information and keep your user profile up to date; and (d) interact respectfully with other users and our staff.
6.2 You must not: (a) upload, transmit or introduce any viruses, malware, ransomware or other harmful code to the Platforms; (b) probe, scan, test, bypass or interfere with any system or network security related to the Platforms; (c) share your login credentials with others or use someone else's account without permission; (d) unless required for an Administrator role or Business Customer operations, create multiple accounts; (e) impersonate another person, misrepresent your identity, or provide false or misleading information; (f) collect data from the Platforms (including by scraping, harvesting, or using automated tools) without our written permission; (g) send spam, unauthorised promotions, or other unsolicited communications via the Platforms; or (h) harass, threaten, defame, abuse, discriminate against or intimidate any other user or member of staff.
6.3 We may investigate suspected misuse, suspend or restrict access, remove offending content, and report unlawful conduct to authorities. We also reserve the right to take legal action to recover any losses or damages.
6.4 Purpose of in-platform messaging. Any messaging or chat function on the Platform is provided for practical booking and coordination purposes only (for example, arranging, confirming or rescheduling sessions). It is not a therapeutic, clinical or counselling channel, is not monitored in real time, and must not be used for therapeutic disclosure, clinical communication, or any urgent or crisis matter (see clause 4). Using messaging for therapeutic or crisis purposes is a misuse of the Platform.
6.5 Conduct towards our staff and community. We expect all users to interact respectfully with our staff, Service Providers, Business Customers and other users. We do not tolerate abusive, threatening, harassing, demeaning or persistently hostile or disruptive behaviour. Where a user engages in such behaviour, we may, at our sole discretion and without prior warning, take any of the following steps, whether in response to a single serious incident or to repeated conduct: issue a warning; restrict, limit or suspend the user's access to all or part of the Platform; remove or withhold messaging or other features; or permanently close the user's account. Our staff are entitled to end any interaction that becomes abusive or hostile, and we may decline to provide further support through a given channel. Nothing in this clause requires us to act in any particular case, and a decision not to act on one occasion does not waive our right to act on another. This clause does not affect a user's right to make a genuine complaint through the channels in clause 13, and we will not treat the making of a bona fide complaint, in itself, as a breach of this clause.
7.1 Access to the Platforms is provided on a temporary basis and at our discretion. We may suspend, withdraw, or modify all or part of the Platforms at any time without notice. We are not liable for any unavailability unless otherwise agreed in writing.
7.2 To use the Platforms effectively, you must have a stable internet connection and use a modern web browser with cookies and JavaScript enabled. We are not responsible for issues caused by unsupported or outdated configurations.
7.3 You are responsible for keeping your login credentials secure and must not share access with anyone else. You must promptly notify us of any suspected security breaches. We recommend using up-to-date antivirus software and securing your internet connection, especially when accessing the Platform in public or shared environments.
7.4 We may monitor usage for security and compliance. If we detect unauthorised use, we may suspend or terminate access and take appropriate legal or technical steps.
7.5 Support is available Monday to Friday, 9:00am–5:00pm UK time. We aim to respond within 1 Business Day, but do not guarantee specific response times. Out-of-hours support is discretionary.
7.6 Email support can be reached at support@paranimo.co.uk.
7.7 We aim for 99.9% availability, excluding planned or emergency maintenance. We will try to give notice of planned downtime. We are not responsible for outages caused by third-party services, internet failures, or your own devices.
7.8 If your usage of the Platform is excessive or disrupts other users, we may ask you to adjust usage, upgrade your plan, or agree alternative terms.
8.1 By using the Platforms, you agree that we may contact you via your registered email address or phone number for the following purposes: (a) service updates, maintenance notifications, and technical issues; (b) account security matters and verification requirements; (c) terms and policy changes requiring your attention; (d) payment and billing matters; (e) platform improvements and feature updates; (f) support and assistance related to your account usage; and (g) compliance and regulatory matters.
8.2 You may opt out of non-essential communications by contacting support@paranimo.co.uk, but essential service and security communications will continue.
9.1 All intellectual property rights in and to the Platforms (including all software, source code, databases, algorithms, user-interface design, text, graphics, documentation, training materials, analytics, trade marks and branding) are owned by us or our licensors. These rights are protected by copyright, trade mark and other applicable laws worldwide.
9.2 We grant you a non-exclusive, non-transferable, revocable licence to access and use the Platforms solely for their intended purposes and in accordance with these Terms. No rights are granted to you other than those expressly stated in this clause.
9.3 You must not: (a) copy, reproduce, modify, adapt, translate or create derivative works from the Platforms; (b) disassemble, de-compile, reverse-engineer or attempt to discover the source code, architecture or underlying algorithms; (c) remove, alter or obscure any copyright, trade mark or other proprietary notices; (d) use any automated methods (including bots, scrapers or scripts) to access, extract or interact with the Platforms; or (e) use our trade marks, logos or branding without our prior written consent.
9.4 You retain ownership of any content you upload or post to the Platforms. However, by doing so, you grant us a non-exclusive, royalty-free, worldwide and perpetual licence to use, host, store, reproduce, display, adapt, and share that content for the purpose of operating, improving and promoting the Platforms (including in marketing materials and case studies). You confirm that you have all necessary rights to upload and licence such content.
9.5 We may feature user profiles, testimonials, and Business Customer logos in marketing or promotional materials (including our website and proposals). You grant us a royalty-free licence to use your name, logo and public-facing profile for these purposes, unless you notify us otherwise in writing.
9.6 If you submit any feedback, suggestions, or ideas for improving the Platforms, you agree that all such input is provided on a non-confidential basis and becomes our exclusive property. You assign to us all rights in such feedback and waive any moral rights you may have. We may use your suggestions without compensation or attribution.
9.7 The Platforms may contain links to or content from third-party websites or services. These are provided for information only, and we do not control, endorse, or accept responsibility for any third-party content. You use third-party resources at your own risk.
9.8 Third-party terms (including Stripe). Where the Platforms integrate with third-party services (including payment processors such as Stripe), those third parties may impose their own terms and policies and may update them from time to time. Your continued use of the relevant third-party service may require you to accept updated third-party terms.
9.9 Matching and recommendations. The methods by which we match, rank, recommend, surface or order Service Providers, Clients, search results and content on the Platforms (the "Matching Process") are confidential and proprietary to us. We may design, operate, tune, change, reorder, suspend or withdraw the Matching Process, in whole or in part, at our sole discretion and without notice. We do not guarantee to any Service Provider any particular visibility, ranking position, search placement, number of matches, or volume of bookings or enquiries, and any such outcome may change as the Matching Process, the Platform or its user base changes. Nothing in these Terms entitles you to disclosure of, or access to, the workings of the Matching Process, and you must not attempt to probe, reverse-engineer or game it (see clause 9.3).
10.1 We provide the Platforms on an "as is" and "as available" basis. We do not guarantee continuous availability or error-free operation of the Platforms, and we do not warrant that the Platforms will meet your specific requirements or be free from bugs, viruses, or security vulnerabilities.
10.2 We will not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, loss of business, interruption to business, loss of business opportunity, or for any indirect or consequential loss arising out of or in connection with any contract between you and us, including but not limited to your use of the Platforms.
10.3 We will not be liable to you or any user for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with: (a) use of, or inability to use, the Platforms, or reliance on any content displayed on the Platforms; (b) technical issues, including compatibility with your device or internet connection, or failures arising from your internet or device; (c) loss of profits, sales, business, revenue, anticipated savings, business opportunity, goodwill, or reputation; (d) business interruption, missed opportunities, or indirect, consequential, or special losses; (e) the quality, suitability, outcomes, or effectiveness of services provided by Service Providers, including therapeutic or commercial results; (f) the professional competence, qualifications, actions, omissions, or misconduct of any Service Provider, or the accuracy or completeness of their profile; (g) any failure by you to provide relevant information to a Service Provider, to follow reasonable instructions, or to engage safely with services; or (h) any indirect or consequential loss or damage.
10.4 Our total liability to you for all other losses arising out of or in connection with the contract between you and us under these Terms and in connection with the Platforms, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited: (a) where you are a consumer, to directly foreseeable loss; and (b) where you are a Business Customer, to the greater of (i) £1,000 and (ii) the total fees paid by you to us in the 12 months immediately preceding the event giving rise to the claim.
10.5 Nothing in these Terms seeks to limit or exclude our liability for: (a) death or personal injury caused by our negligence (including that of our employees, agents or subcontractors); (b) fraud or fraudulent misrepresentation; or (c) any other matter in respect of which liability cannot be excluded or restricted by law.
10.6 Except as expressly stated in these Terms, we exclude all conditions, warranties, representations or other terms which may otherwise be implied by law, custom or practice, including but not limited to those relating to satisfactory quality, fitness for a particular purpose, or the use of reasonable care and skill.
10.7 You acknowledge and accept that: (a) you are responsible for assessing the suitability of any Service Provider; (b) interruptions may occur due to maintenance or technical issues; (c) you are responsible for securing and backing up your own data; and (d) we may modify, add, or remove features from the Platform at our discretion.
10.8 Use by Minors (Paranimo Schools). To the extent permitted by law, and without prejudice to the other provisions of this clause 10, where the Platform is used by a Minor (including under Paranimo Schools), Paranimo Limited shall not be liable for: (a) any determination by a Business Customer or responsible adult of whether the Minor is suitable, competent or capable of using the Platform; (b) any failure by a Business Customer, parent, guardian, teacher or other responsible adult to appropriately assess, supervise or support the Minor's use of the Platform; or (c) any misuse of the Platform by a Minor.
Responsibility for assessing a Minor's suitability to use the Platform and for supervising their use rests with the relevant Business Customer and/or responsible adult. For the avoidance of doubt, this clause does not limit or exclude liability for death or personal injury caused by our negligence, or any other liability that cannot be excluded under applicable law (see clause 10.5).
11.1 If you are a Client, you may close your account at any time by emailing support@paranimo.co.uk. Account closure will be actioned within 60 days: your profile and user-facing account records are removed and anonymised, and your profile media is permanently deleted. As described in our Privacy Policy, a restricted, encrypted record linking you to your session history is retained for a defined period (by default 7 years, or until age 25 where the Client was under 18 on a school or family scheme) for clinical-continuity, insurance, liability and complaint-handling purposes, alongside records we are legally required to keep (such as invoice records, retained for 7 years); it is then permanently destroyed. If you have any upcoming bookings, you must either attend them or cancel in line with the cancellation policy.
11.2 If you are a Business Customer, please refer to Part D.
11.3 If you are a Service Provider, please refer to Part E.
11.4 We may suspend or terminate your account immediately if: (a) you seriously or repeatedly breach these Terms and do not remedy the breach within 30 days of us notifying you (we may choose to terminate sooner at our discretion); (b) you fail to pay any fees within seven days of the due date; (c) you become insolvent, enter administration or liquidation, or propose an arrangement with creditors; (d) a receiver or similar is appointed over your assets or business; (e) there is a change of control (for Business Customers); (f) you act abusively, aggressively, or dishonestly towards our staff, partners, or other users (at our sole discretion); (g) you engage in fraud, provide false documents, or misuse the Platform; (h) you cause or attempt to cause serious system disruption or breach of security; or (i) you fail to cooperate in a way that significantly affects our ability to provide the Platform.
11.5 Upon termination of your account: (a) your access will be suspended or permanently deleted, and you will not be able to use the Platform or make bookings; (b) any licences granted to you by us will end immediately; (c) we will cancel any future bookings and, if appropriate, process refunds; (d) all outstanding payments will be due immediately and we may recover legal costs if enforcement action is needed; (e) your account data will be removed and anonymised in accordance with our retention policy; certain records are retained for defined periods — including the restricted encrypted record described in clause 11.1 (and, on Business Customer termination, clause 29.6) and records required for legal, tax, regulatory, insurance, liability or complaint-handling purposes — and are then deleted or destroyed; (f) if you are part of a Business Customer Scheme, the handling of your account on termination of that Business Customer is governed by clause 29.6.
12.1 Each party agrees to: (a) keep the other's Confidential Information secret; (b) use it only for the purposes of performing these Terms; and (c) disclose it only to those of its employees, officers, advisers or subcontractors who need to know it and who are bound by equivalent obligations of confidentiality.
12.2 A party may disclose Confidential Information if required by law, court order or a regulatory authority, provided it gives the other party advance notice (where lawful) and cooperates in seeking confidential treatment.
13.1 We shall process your personal data in accordance with our obligations under the Data Protection Act 2018, the UK GDPR (the retained EU law version of the General Data Protection Regulation (EU) 2016/679 as it applies in the UK), and the Data (Use and Access) Act 2025.
13.2 Categories of data we process (note: payment information such as bank/card details are processed by Stripe): (a) Clients: email, optional display name, booking records, payment status, communications; (b) Service Providers: name, email, profile information (photos, videos, biography), professional documentation (as required by Paranimo and/or the Business Customer), booking and payment status; (c) Business Customers: organisation details, billing information, scheme configuration, usage analytics (aggregated); (d) Administrators: Business Customer employees/representatives with admin portal access. We process business email, name and admin permissions. If Administrators also use the Platform as Clients or Service Providers, standard privacy protections apply to their use.
13.3 As controller of the Platform, we do not process: (a) your reasons for seeking services; (b) session content (sessions delivered through the Platform are not recorded); (c) clinical notes or treatment information; or (d) health data beyond what is necessarily revealed by your use of the Platform.
Because Paranimo is a mental health platform, limited information we process as controller (such as the fact that you have booked a counselling session) may indirectly reveal information relating to health, which is treated as special category data. Our lawful bases for any such processing, and for any safeguarding-related data, are set out in our Privacy Policy.
13.3A Customer-created questionnaires and forms. The Platform provides tools that allow a Business Customer or Service Provider to create and send their own questionnaires, intake forms or assessments and to collect responses (which they may choose to make clinical in nature, for example a standardised screening questionnaire). Where they do so, the Business Customer or Service Provider is the independent Data Controller for the questionnaire and its responses (including any special category data it contains), is responsible for the lawful basis, Article 9 condition, transparency and necessity of that collection, and decides what to ask. Paranimo acts only as a processor of that data on their documented instructions and does not determine its content. Paranimo's processor obligations are set out in clause 13.3B (and, for schools, in the Schools Data Protection Arrangement).
13.3B Data processing terms (Article 28). This clause applies wherever Paranimo processes personal data on your behalf as a processor rather than as a controller — including (i) questionnaire, intake-form and assessment responses you collect using the Platform's tools (clause 13.3A), and (ii) safeguarding flags, notes and related records (for schools, governed in addition by the Schools Data Protection Arrangement). It applies whether you are a Business Customer or a Service Provider, and it forms the written processor contract required by Article 28(3) UK GDPR. You are the controller of that data; you determine its content and purposes and are responsible for the lawful basis, Article 9 condition where relevant, transparency and necessity of what you collect. By accepting these Terms you agree these processor terms; no separate signed agreement is required.
In respect of that data, Paranimo shall: (a) process it only on your documented instructions (these Terms and your configuration and use of the Platform being such instructions), unless required by law, in which case it will inform you where lawful to do so; (b) ensure persons authorised to process it are bound by confidentiality; (c) implement appropriate technical and organisational security measures (Article 32), including encryption in transit and at rest, access controls restricting the data to you and your authorised users, and MFA on administrative access; (d) not engage another processor (sub-processor) without general written authorisation; you authorise the sub-processors listed in our Privacy Policy / sub-processor list, and we will give notice of intended changes and an opportunity to object, and impose equivalent data-protection terms on them; (e) taking into account the nature of the processing, assist you by appropriate technical and organisational measures, insofar as possible, to respond to data subject rights requests (including access, rectification, erasure, portability and objection) — the Platform provides tools enabling you to view, export and delete an individual respondent's data and to delete responses; (f) assist you in ensuring compliance with your obligations under Articles 32–36 (security, breach notification, data protection impact assessments and prior consultation), taking into account the information available to Paranimo; (g) notify you without undue delay on becoming aware of a personal data breach affecting the data; (h) at your choice, delete or return the data at the end of the provision of the relevant services, and delete existing copies unless storage is required by law; and (i) make available to you the information necessary to demonstrate compliance with this clause and allow for and contribute to audits, including inspections, conducted by you or an auditor you mandate.
Paranimo does not sell this data or use it for its own purposes, and does not determine what you collect. You must not use the Platform's tools to collect personal data for which you do not have a lawful basis, and you are responsible for the content and lawfulness of what you choose to collect.
13.4 For more information on how we process and store personal data, please see our Privacy Policy.
13.5 You must not share another user's personal data obtained through the Platform except as lawfully permitted or required.
13.6 Roles of the parties (Data Controller / Joint Controller) (a) Platform processing (Paranimo as controller). In providing and operating the Platform (including user registration, authentication, hosting, security, access controls, matching, messaging, bookings, payments facilitation, invoicing, platform analytics, fraud prevention and support), Paranimo Limited acts as an independent Data Controller and determines the purposes and means of processing. (b) Business Customer processing (Business Customer as controller). Where a Business Customer processes personal data outside the Platform (for example, in its own HR, CRM, case management, safeguarding systems, internal records, or off-platform communications), the Business Customer acts as an independent Data Controller for that processing. (c) Limited joint controllership (where applicable). To the extent a Business Customer uses administrative features of the Platform to make decisions about access, eligibility, permissions, usage/funding limits, onboarding requirements or safeguarding for users within its Scheme, and Paranimo also determines purposes and means for the same processing within the Platform, the parties are joint controllers for that limited processing only ("Joint Processing" — essentially scheme-administration data such as a user's eligibility, access, and the fact that the user has booked or attended sessions). For all other processing each party is an independent controller. By accepting these Terms, the Business Customer agrees the allocation of responsibilities for the Joint Processing set out in clause 13.6A, which constitutes the arrangement required by Article 26 UK GDPR; the essence of it is made available to users via our Privacy Policy. No separate signed arrangement is required. (d) Service Providers (independent controllers). Service Providers are independent Data Controllers for professional or service-delivery records they create or maintain outside the Platform (for example clinical notes, professional records, or other records required by their regulator or insurer). Paranimo Limited does not access or store such materials.
13.6A Allocation of responsibilities for Joint Processing (Article 26). For the Joint Processing described in clause 13.6(c), the parties' responsibilities are allocated as follows: (a) Transparency. Paranimo provides platform-level privacy information via its Privacy Policy, including the essence of this allocation. The Business Customer provides its users with privacy information appropriate to its relationship with them, including informing them that the Business Customer's administrators can see scheme-administration data — such as the fact that a user has booked or attended sessions — but not session content. (b) Lawful basis. Each party is responsible for ensuring a lawful basis (and, for special category data, an Article 9 condition) for the processing whose purposes and means it determines. (c) Data subject rights. Paranimo is the point of contact for requests concerning personal data held within the Platform; each party handles requests relating to data within its control and assists the other as reasonably needed to meet statutory time limits. In accordance with Article 26(3), a data subject may exercise their rights against either party. (d) Security. Each party is responsible for appropriate technical and organisational measures for the systems and data within its control. Paranimo is responsible for the security of the Platform; the Business Customer is responsible for controlling which of its staff hold administrator access, limiting that access to those who need it, and for the security of its own systems and credentials. (e) Breaches. Each party will notify the other without undue delay on becoming aware of a personal data breach affecting the Joint Processing, in time to enable the other to meet its own obligations. (f) Records, DPIAs, transfers and processors. Each party maintains its own Article 30 record, engages its own processors under Article 28-compliant terms, and is responsible for transfer mechanisms for processing it controls; the parties cooperate where a DPIA is required for the Joint Processing. Paranimo's platform transfers are addressed in its Privacy Policy. (g) Liability between the parties. A data subject may claim against either joint controller for the whole of any damage (Article 82). As between the parties, each bears liability to the extent the loss results from its own breach of data protection law or of this allocation, and a party that has paid in full may recover the other's corresponding share. This is without prejudice to the limits in clause 10.
13.6B Children's data (Schools and other under-18 Schemes). Where the data subjects include users under 18: (a) access for an under-18 user is provided only after the school has obtained parental consent or completed a Gillick competence assessment (clause 5.5), so the school knowingly enrols each such user and the fact of participation is known to it from the outset; (b) the school's administrators can see scheme-administration data for the school's students (including that a student has booked or attended sessions) to provide booking support and coordinate safeguarding, but cannot see session content, recordings, notes or communications (clause 33.1A), and in-platform messaging is disabled for under-18 users (clause 19.4.7); (c) the school, through its Designated Safeguarding Lead and senior leadership, is responsible for granting administrator access only to staff with a legitimate need and for treating students' counselling participation as confidential pastoral information; (d) the school is responsible for age-appropriate transparency to students (and, where appropriate, parents/guardians) about who can see scheme-administration data; and (e) safeguarding records are governed by the Schools Data Protection Arrangement.
13.7 No controller–processor relationship unless agreed. Paranimo Limited does not act as a data processor for Business Customers unless expressly agreed in a separate written agreement.
13.8 Data subject rights and cooperation. Where responsibilities overlap (including in joint controllership situations), Paranimo Limited and the relevant Business Customer will cooperate reasonably to support responses to data subject rights requests and regulatory enquiries.
13.9 Privacy Policy. Further details of our processing, including categories of data, recipients, international transfers and retention, are set out in our Privacy Policy.
14.1 How to make a complaint. If you have any issues or concerns in connection with the Services, you may contact us as follows: (a) for technical issues relating to the Platforms (including booking or payment problems), please contact our support team at support@paranimo.co.uk; (b) for billing issues, please contact support@paranimo.co.uk; (c) if your complaint relates to the conduct or service of an individual Service Provider, you should raise your concern directly with the Service Provider in the first instance. If the issue is not resolved, you may: i. contact the Business Customer responsible for managing the relevant scheme (if applicable); or ii. escalate the matter to the Service Provider's professional regulatory or oversight body, where applicable.
14.2 Disputes between users: (a) We are not a party to the contractual relationship between Clients and Service Providers, and we do not provide dispute resolution services in relation to their conduct or the outcomes of their services. (b) You should attempt to resolve service-related issues directly with the other party involved (e.g. Service Provider or Client). If the issue remains unresolved and relates to a Business Customer scheme, you may escalate the matter to that Business Customer. (c) We may, at our discretion, assist with resolving booking or payment-related issues that arise through the Platforms, provided you have first taken reasonable steps to resolve the matter with the other party. (d) Any assistance we provide will be based on the information available to us, and we will not be responsible for resolving or determining professional or therapeutic disputes.
14.3 Disputes with us. Before initiating legal proceedings in connection with any dispute you may have with us, you agree to follow the pre-action process set out below: (a) you must notify us of the dispute in writing, clearly setting out the nature and basis of your concern, by emailing support@paranimo.co.uk within 14 days of becoming aware of the issue; (b) you must engage in good faith discussions with our customer support team to attempt to resolve the matter; (c) if the matter remains unresolved after 30 days, you may request that it be escalated to a senior manager within our organisation; (d) you may not commence legal proceedings unless at least 60 days have passed since your original written notice and the dispute remains unresolved, unless we have otherwise agreed in writing.
14.4 Urgent relief. Nothing in this clause prevents us from taking immediate steps to protect our intellectual property rights, suspend access to the Platforms, or take emergency action to protect our business or other users.
15.1 Where an event outside our control occurs, this is a force majeure event and includes, but isn't limited to, storm, fire, earthquake, an act of God, a natural disaster, a failure of electricity or power supplies, epidemic, pandemic, government rules, regulations or guidance, or a failure of a third-party supplier to do as they're contracted to do.
15.2 Where a force majeure event occurs, we are excused from performance under these Terms, and we won't be liable to you for our failure to perform. We'll use our reasonable efforts to continue our obligations under these Terms as soon as we're able to after the force majeure event has stopped.
15.3 However, where a force majeure event continues for a continuous period of 30 days, either party may terminate their contract formed by these Terms on giving the other 5 Business Days' written notice.
16.1 Nothing in these Terms is intended to exclude or restrict your statutory rights under consumer protection legislation, including the Consumer Rights Act 2015.
16.2 If you purchase services as a consumer, you may have a right to cancel in accordance with the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.
16.3 Any digital content made available to you must comply with applicable legal standards, but we do not guarantee any particular outcome.
16.4 Cancellation and the cooling-off period. Where you book a session as a consumer, you have a statutory right to cancel within 14 days of booking under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013. However, by booking a session scheduled to take place within that 14-day period and confirming the booking, you request that the service begins during the cancellation period and acknowledge that: (a) once a session has been fully performed, you lose the right to cancel that session under those Regulations; and (b) if you cancel before a session takes place, you may be charged for any part of the service already supplied, and the Service Provider's cancellation policy under clause 20 (Paranimo) or clause 25 (Matchifi) may apply.
This clause does not affect your other statutory rights, including under the Consumer Rights Act 2015.
17.1 No waiver. If we delay in enforcing these Terms, we can still enforce them later.
17.2 Assignment. These Terms are personal to you and so you cannot assign, transfer, or sub-license any rights or obligations under them to anyone else. We have the right to assign, transfer, or delegate any of our rights and obligations under these Terms without your consent. If we do this, we will notify you by email or by posting a notice on our website.
17.3 Third party rights. No third parties are provided with any rights under these Terms, and the Contracts (Rights of Third Parties) Act 1999 does not apply.
17.4 Severance. If any part of these Terms is or becomes invalid, illegal or unenforceable, it is deemed to be deleted, and the rest of these Terms shall remain in full force and effect.
17.5 Notices. Either party may give notice to the other party by sending an email to the last email address notified to the other party. Time of delivery is deemed to be the time of transmission. This shall not apply to the delivery of legal proceedings.
17.6 Entire agreement. These Terms (together with any documents expressly referred to in them) constitute the entire agreement between you and us in relation to the Platforms and their subject matter and supersede and extinguish all prior and contemporaneous agreements, arrangements, understandings, statements, warranties, representations, and communications between you and us, whether oral, written, or electronic, relating to that subject matter. From the effective date, these Terms replace and supersede all previous versions of our terms and conditions and apply to all ongoing and future use of the Platforms.
17.6.1 No reliance. You acknowledge that, in entering into these Terms, you do not rely on and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not expressly set out in these Terms or in any document expressly referred to in them. Nothing in this clause limits or excludes any liability for fraud or fraudulent misrepresentation.
17.7 Order of precedence. If there is any conflict or inconsistency between the Parts of these Terms, the following order of precedence applies (in descending order): (a) Part D (Business Customer Terms) for Business Customers and their Administrators when acting in that capacity; (b) Part E (Service Provider Terms) for Service Providers; (c) Part B (Paranimo Client Terms) and Part C (Matchifi Client Terms), as applicable to the Platform being used; (d) Part A (General Terms).
If there is any conflict between these Terms and any other document referred to in them, these Terms shall prevail, unless that other document expressly states that it takes precedence over these Terms. Nothing in this order of precedence operates to exclude or restrict your statutory rights as a consumer (see clause 16.1).
17.8 Variations. No variation of these Terms is effective unless it is: (a) set out in writing and confirmed by us (including by email from an authorised representative); or (b) published by us as an updated version of these Terms and notified to you in accordance with clause 8.1(c).
Your continued use of the Platforms after such notification constitutes acceptance of the updated Terms.
17.9 Governing law and jurisdiction. These Terms are governed by the laws of England and Wales, and disputes shall be subject to the exclusive jurisdiction of the English courts.
This Part B applies only when you use Paranimo to find a therapist service provider.
19.1 Paranimo is an online platform that connects you with independent therapists (service providers) who provide therapeutic services.
19.2 You acknowledge that we provide software functionality only and do not offer, supervise, or monitor therapeutic services. Service Providers are independent professionals, and we do not guarantee therapeutic outcomes or qualifications, although we may conduct limited verification. You are responsible for assessing a Service Provider's suitability for your needs.
19.3 Therapeutic relationships, session content, and results are solely between you and your chosen Service Provider. You should seek immediate support from qualified medical professionals if you are in crisis or experiencing mental health deterioration.
19.4 Paranimo Schools (services for Clients aged 11–18)
19.4.1 Paranimo Schools provides access to counselling services delivered by independent Service Providers who are trained and qualified to work with Clients aged 11–18.
19.4.2 Where a Client is under 18, access to Paranimo Schools is typically arranged through a school, college, or other education provider acting as a Business Customer.
19.4.3 Sessions delivered through Paranimo Schools are counselling services only and do not constitute medical treatment, diagnosis, or crisis intervention.
19.4.4 Paranimo Limited does not act in loco parentis and does not replace the role of parents, guardians, schools, or safeguarding authorities.
19.4.5 Additional safeguarding procedures, eligibility checks, consent requirements (including the per-child consent or Gillick-competence confirmation described in clause 5.5.1), and information-sharing obligations may apply to under-18 Clients, as determined by the relevant Business Customer and applicable law.
19.4.6 Responsibility for Minor suitability and Platform use. Where a Client aged 11–17 accesses Paranimo Schools, the responsibility for assessing and determining that Client's suitability, readiness, and competence to use the Platform rests with the Business Customer and/or the parent, guardian, teacher, or other responsible adult who has arranged or permitted access. To the extent permitted by law, Paranimo Limited: (a) does not assess or guarantee a Minor's ability to understand, engage with, or benefit from the Platform; (b) does not supervise or monitor a Minor's use of the Platform; and (c) is not liable for issues arising from a Business Customer's or responsible adult's failure to assess or supervise a Minor's use of the Platform, or from a Minor's misuse of the Platform.
This clause is subject to clauses 5.5.4 and 10.5 and does not limit or exclude any liability that cannot be excluded under applicable law.
19.4.7 Messaging disabled for under-18s. In-platform messaging is disabled for under-18 users. Booking and coordination for Paranimo Schools take place through the Platform's booking functions and, where applicable, the Business Customer. No private messaging channel is provided between an under-18 Client and a Service Provider.
20.1 Each Service Provider determines their own standard session length (minimum 30 minutes, maximum 120 minutes) and their cancellation-notice period (between 6 and 48 hours) unless a Business Customer specifies different rules within an approved Scheme.
20.2 You may cancel or reschedule a session through the Platform, subject to the Service Provider's policy, or, where applicable, a platform-wide policy set by a Business Customer.
20.3 If the Service Provider cancels or fails to attend, you will receive a full refund and may leave a public review where applicable.
20.4 If you cancel within the notice period, the fee is non-refundable unless the Service Provider agrees otherwise.
20.5 You should reschedule rather than cancel where possible, and respect the Service Provider's or Business Customer's cancellation policy.
21.1 Fees are clearly displayed before you confirm a booking and include VAT where applicable, unless the session is funded by a Scheme, in which case you will only see the number of funded sessions remaining.
21.2 For self-funded or Scheme-funded sessions, prices are set by the relevant Business Customer. These prices will not change for already-booked or Scheme-funded sessions.
21.3 For private sessions, Service Providers set their own prices.
21.4 Payment is taken when you confirm the booking unless the session is funded by a Scheme.
21.5 All payments are processed securely through Stripe. See clause 9.8 (Third-party terms (including Stripe)).
21.6 You are responsible for ensuring that your payment information is accurate and up to date.
22.1 You must: (a) provide accurate information to your Service Provider; (b) attend sessions in a private, distraction-free environment; (c) have a stable internet connection and suitable device; (d) treat your Service Provider with respect and courtesy; (e) attend sessions on time; (f) seek immediate medical help if your condition deteriorates or you feel unsafe; (g) assess your own readiness to engage with therapy; (h) give honest, appropriate feedback to your Service Provider; and (i) update your profile information as needed; pseudonyms are acceptable if appropriate.
22.2 You may end the therapeutic relationship at any time, but cancellation fees may apply to booked sessions.
22.3 You have the right to: (a) switch Service Providers at any time, subject to any booking rules or cancellation policies; (b) discontinue use of Paranimo at any time, subject to any cancellation charges; (c) choose what information to include in your profile and update it at any time; (d) have your session and profile information shared only with the Service Provider you book, and only with your consent; and (e) contact the appropriate professional or regulatory body if you have concerns about a Service Provider's conduct.
This Part C applies only when you use the Matchifi Platform to seek services from a service provider.
24.1 Matchifi is a platform that connects you with independent Service Providers (for example coaches, mentors, consultants, or other professionals) who offer a range of personal or professional services.
24.2 You acknowledge that we provide software functionality only and do not deliver, supervise, or monitor the services offered by Service Providers. Service Providers are independent professionals, and we do not guarantee outcomes or qualifications, although we may conduct limited verification. You are responsible for assessing whether a Service Provider is suitable for your needs.
24.3 Service relationships and outcomes are solely between you and your chosen Service Provider. We do not define the scope of the services, nor do we provide advice, oversight or liability in relation to service quality.
25.1 Each Service Provider sets their standard session length, cancellation-notice period and rescheduling policy, except where you access Matchifi via a Business Customer's white-label platform, in which case the Business Customer's policies for that platform will prevail.
25.2 You may cancel or reschedule a session through the Platform, subject to the Service Provider's policy.
25.3 If the Service Provider cancels or fails to attend a session, you will receive a full refund and may leave a public review.
25.4 If you cancel within the notice period, the fee is non-refundable unless the Service Provider agrees otherwise.
25.5 If you purchase a session package (e.g. four x one-hour sessions), all sessions must be used within 30 days of purchase. Unused sessions do not roll over and are non-refundable unless otherwise required by law.
25.6 You should reschedule rather than cancel where possible and respect the Service Provider's cancellation policy.
26.1 Fees are clearly displayed before you confirm a booking.
26.2 Payment methods may include upfront payment, post-pay, subscription, or package models depending on the Service Provider or Business Customer platform setting.
26.3 All payments are processed securely through Stripe. See clause 9.8 (Third-party terms (including Stripe)).
26.4 Where you use post-pay, the system will attempt to collect payment after each session. We are not responsible for recovering unpaid fees from Clients.
26.5 You are responsible for ensuring that your payment information is accurate and up to date.
27.1 You agree to: (a) assess your own readiness to engage with a Service Provider; (b) provide accurate information to your Service Provider (pseudonyms are acceptable if appropriate); (c) attend sessions in a timely and present state; (d) reschedule rather than cancel where possible; (e) follow all reasonable instructions given by the Service Provider; and (f) give honest and appropriate feedback.
27.2 You may end the relationship with a Service Provider at any time, but cancellation fees may apply to booked sessions.
27.3 You have the right to: (a) switch Service Providers at any time, subject to any booking rules or cancellation policies; (b) discontinue use of Matchifi at any time, subject to any cancellation charges; (c) choose what information to include in your profile and update it at any time; and (d) have your session and profile information shared only with the Service Provider you book, and only with your consent.
This Part D applies only when you use Paranimo and/or Matchifi as a Business Customer.
28.1 Each Platform (Paranimo/Matchifi) has different product tiers with different capabilities and features. Some Platform functionality may only be available to Business Customers with the appropriate access tier or under a separate written agreement with us.
28.2 Business Customers are granted non-exclusive rights to promote or resell access to the Platform and related services, in accordance with the reseller conditions set out in clause 33.3 and subject always to these Terms.
29.1 Access to the Platform is provided on: (a) a rolling monthly basis with 30 days' written notice of cancellation; or (b) an annual basis, renewing automatically for a further 12 months unless cancelled in writing at least 60 days before the renewal date.
Contract duration is determined during sign up. (Note: if a separate written agreement is agreed, the duration of that agreement applies.)
29.2 Fees may increase annually in line with the UK Retail Price Index (minimum 2% and maximum 10%) or with 30 days' written notice for monthly contracts.
29.3 Failed or late payments may result in suspension of access and will accrue interest at 4% per annum above the Bank of England base rate (or 4% per annum if the base rate is below 0%), accruing daily until paid in full.
29.4 We may change our pricing or available features with notice, taking effect on renewal or after 30 days for monthly contracts.
29.5 We may suspend or terminate access for breach of these Terms or failure to pay.
29.6 Effect of termination on accounts and data. On termination of a Business Customer (the partner record that triggers the deletion process): (a) the profiles, login credentials and user-facing account records of all Service Provider, Client and Administrator accounts owned by or created under that Business Customer are removed and anonymised. This applies in the same way across all products (Paranimo, Paranimo Schools and Matchifi); (b) a restricted clinical and insurance record retains a link between the relevant individuals and their associated session data, so that sessions between a Service Provider and a Client can be traced after an account is closed, for clinical-continuity, insurance, liability and complaint-handling purposes. That retained record constitutes pseudonymised personal data, remains subject to data-protection law, and is held only for as long as necessary for those purposes and for any period required by law (for example, invoice and payment records retained for seven years). Where the Client was under 18, that retained record is kept until the individual reaches the age of 25; (c) any safeguarding data for which a school or Service Provider is the controller is handled in accordance with the controller's instructions under the Schools Data Protection Arrangement, rather than anonymised by us; (d) reseller status ends automatically on termination of your Business Customer access; and (e) we may otherwise retain or delete data in accordance with our Privacy Policy and the Data Retention Schedule.
30.1 Platform managed service/subscription pricing and payment schedule may vary depending upon the platform product tier being used. If you exceed any applicable feature or usage caps on your product tier, your subscription may be automatically upgraded and we will notify you of the applicable fee adjustment. You can downgrade at any time only when using the platform on a rolling monthly basis. For annual contracts, you can downgrade at renewal (see clause 29.1).
30.2 All payments are processed securely via Stripe at checkout or through your Business Customer account. Stripe will automatically attempt to collect payment at the time of purchase, renewal, or subscription billing date. Once payment is successful, Stripe issues an invoice for your records. Where Stripe is used to process payments under these Terms, your use of Stripe's payment services is subject to the Stripe Services Agreement (https://stripe.com/gb/legal/ssa) and related terms and policies (as updated by Stripe from time to time).
30.3 If payment cannot be taken automatically, Stripe will still issue an invoice marked as unpaid and will notify you to update your payment details. You must update your details promptly and pay the outstanding amount within seven (7) days of the invoice date.
30.4 Business Customers must ensure that their payment information (including BACS and card details) is accurate and kept up to date at all times to avoid disruption of service.
30.5 Fees for any additional services such as onboarding, configuration, or custom integrations will be agreed separately in writing.
30.6 All fees are exclusive of VAT, which will be added at the prevailing rate.
30.7 Details of contract duration, renewal, fee changes, and consequences for late or non-payment are set out in clause 29.
31.1 Business Customers may set their own counselling session prices within the administrative features for each Scheme, provided that each price is at or above the base cost price set by Paranimo Limited. The base cost price may change from time to time and will be communicated in advance.
31.2 The difference between the base cost price and the session price set by the Business Customer represents the Business Customer's commission or margin. This amount is payable to the Business Customer for each completed session booked through the Platform.
31.3 Paranimo Limited will process all payments through Stripe. The base cost price will be deducted and paid to Paranimo Limited, and the remaining commission amount will be automatically allocated to the Business Customer.
31.4 Commission amounts are calculated monthly in arrears based on the number of sessions completed during the relevant month. Commission payments are typically made within ten (10) Business Days of month-end, unless otherwise agreed in writing.
31.5 If a refund is issued to a Client, the corresponding commission for that session will be reversed or deducted from the next commission payment.
32.1 Session types. Business Customers and/or Service Providers (as determined by the relevant Platform configuration) may create and offer session types through the Matchifi Platform, including (without limitation): (a) time-based sessions (such as hourly or multi-hour sessions); (b) day-rate sessions; (c) packages and subscriptions; and (d) project-based services (also referred to as "Custom Projects"), where a Service Provider delivers work priced and paid for as a defined project rather than by time or duration.
Booking fees (sessions)
32.2 Standard booking fee (all sessions). A booking fee of £1.50 + VAT is charged for each session booked through the Matchifi Platform and covers sessions of up to two (2) hours (120 minutes), whether delivered online or in person.
32.3 Online session duration surcharge. Where an online session exceeds two (2) hours (120 minutes), an additional booking fee of £0.50 + VAT applies for each full hour beyond the initial two (2) hours, unless clause 32.4 (day-rate sessions) applies.
32.4 Day-rate sessions. Day-rate sessions are treated as a separate session type. The following booking fees apply: (a) a base booking fee of £1.50 + VAT per day-rate session; and (b) where the day-rate session is delivered online, an additional flat booking fee of £4.00 + VAT, representing the equivalent of a nine-hour online session.
No additional hourly booking fees apply to day-rate sessions.
32.5 In-person sessions. Where a session (including a day-rate session) is delivered in person, no hourly or day-rate surcharges apply. The booking fee is limited to £1.50 + VAT per session, regardless of duration.
32.6 Application of booking fees. Booking fees are charged per session booking, are non-refundable except where required by law, and are deducted and applied through the Platform in accordance with these Terms.
Pricing models and payment flows (sessions)
32.7 Service Provider–led pricing model. (a) Service Providers set their own session prices. (b) The Business Customer may apply a platform transaction commission rate (expressed as a percentage) to each completed session. (c) The Client pays the full session price through Stripe. (d) If the Service Provider is VAT-registered, the session price is deemed to include VAT. (e) The following deductions are applied in order: • the Stripe payment-processing fee; • the Matchifi booking fee (calculated in accordance with this clause 32); • any applicable VAT (if the Service Provider is VAT-registered); and • the Business Customer's transaction commission (calculated on the remaining amount after the above deductions). (f) The remaining balance is paid to the Service Provider.
32.8 Business Customer–led pricing model. (a) The Business Customer defines the session prices available on the Platform. (b) The Business Customer determines how each session fee is apportioned between itself and the Service Provider. (c) The Stripe payment-processing fee, the Matchifi booking fee (calculated in accordance with this clause 32) and any applicable VAT (if the Service Provider is VAT-registered) are deducted first, before the agreed revenue share is distributed.
Project-based sessions / Custom Projects
32.9 Project-based services (also referred to as "Custom Projects").
32.9.1 Project-based services are a session type in which work is priced and delivered as a defined project rather than by time or duration, and may be paid as a single payment or staged instalments (for example, a deposit followed by staged instalments).
32.9.2 Project platform fee (greater-of rule). For project-based services, the applicable Matchifi platform fee shall be the greater of: (a) the session-based booking fees that would have applied if the project had been delivered as individual sessions under clauses 32.2–32.6; or (b) 1.5% + VAT of the total project value.
32.9.3 Where clause 32.9.2(b) applies, the 1.5% + VAT fee shall be calculated proportionally across each instalment.
32.9.4 Deduction responsibility. Where the Business Customer has configured any commission, transaction fee, revenue share, margin, or other entitlement in respect of the project-based service, the applicable project platform fee (calculated under clause 32.9.2) and Stripe payment-processing fees shall be deducted from the Business Customer's commission or revenue share.
32.9.5 Where the Business Customer has not configured any commission, transaction fee, revenue share, margin, or other entitlement in respect of the project-based service, the applicable project platform fee (calculated under clause 32.9.2) and Stripe payment-processing fees shall instead be deducted from the Service Provider's project fee.
32.9.6 The applicable project platform fee is applied automatically at the time each instalment is processed through Stripe and replaces all Matchifi per-session booking fees for that project transaction.
Fee responsibility, VAT and settlement
32.10 Fee responsibility and deduction order (clarification). For the avoidance of doubt, where a Business Customer has configured any commission, transaction fee, revenue share, margin, or other entitlement in respect of sessions, projects, subscriptions, packages, listing fees, or any other chargeable activity on the Platform: (a) all applicable platform fees (including booking fees, project platform fees, listing-related platform fees, or any other Platform charges); and (b) all third-party payment-processing fees (including Stripe fees), shall be deducted from the Business Customer's commission or revenue share, unless expressly stated otherwise in these Terms.
Only the remaining balance constitutes the Business Customer's revenue.
32.11 VAT on Business Customer commission. Where a Business Customer is registered for VAT, any VAT that is chargeable on its commission, transaction fee, revenue share, margin, or other entitlement shall be accounted for and paid by the Business Customer out of its own commission.
Paranimo Limited does not charge, collect, or account for VAT on Business Customer commission. The Business Customer is solely responsible for determining whether VAT applies to its commission and for complying with its own VAT invoicing and reporting obligations.
For the avoidance of doubt: (a) VAT charged by Paranimo Limited applies only to Paranimo Limited's platform fees and services; (b) VAT charged by a Service Provider applies only to the Service Provider's supply of services to Clients; and (c) VAT on Business Customer commission, where applicable, is the responsibility of the Business Customer and is deducted from its own commission.
32.12 Payment facilitation and settlement. Paranimo Limited facilitates all payments through Stripe. Commission or revenue share due to the Business Customer is calculated monthly in arrears and is normally paid within ten (10) Business Days of month-end, unless otherwise agreed in writing.
32.13 Payment model configuration. Business Customers may configure which payment models (including upfront, post-pay, subscription, or package models) Service Providers may offer within their Scheme.
32.14 Refunds. If a refund is issued to a Client, the corresponding Business Customer commission or revenue share for that session, project payment, subscription, package, or listing fee transaction (as applicable) will be reversed or deducted from the next payment cycle.
32.15 Packages and free sessions. (a) Where sessions are sold or offered as part of a package, booking fees are calculated and applied on a per-session basis in accordance with this clause 32. (b) Where a session is offered free of charge to a Client, the applicable booking fee remains payable and shall be borne by the Business Customer unless otherwise agreed in writing.
32.16 Provider listing fee subscriptions (optional). (a) Business Customers may configure the Matchifi Platform to charge Service Providers a recurring Listing Fee Subscription (for example, a monthly fee to list their services on the Business Customer's white-label platform). (b) The Business Customer sets the Listing Fee Subscription amount (for example, £10 per Service Provider per month). (c) Paranimo Limited facilitates collection of these payments through Stripe. From each Listing Fee Subscription payment: (i) Stripe's payment-processing fee; and (ii) a Matchifi platform fee equal to ten per cent (10%) of the Listing Fee Subscription amount, will be deducted before the remaining balance is paid to the Business Customer. (d) Listing Fee Subscriptions are processed subject to Stripe's terms and conditions. It is the Business Customer's responsibility to ensure that any Listing Fee Subscriptions are lawful and appropriately disclosed to Service Providers.
33.1 Depending on your access tier and agreement with us, Business Customers may receive access to certain Platform configuration features, such as: (a) branding and white-labelling options; (b) user access management and scheme controls, including tools for adding/removing users and setting usage/funding limits; (c) customer support features, including the cancellation, rescheduling and booking of sessions for users; (d) configurable matching terms; (e) booking parameters, cancellation policy settings, and payment method configurations; (f) Service Provider onboarding tools; (g) usage reports, analytics, and audit data; and (h) optional integrations such as Single Sign-On at our discretion.
33.1A Scope of Administrator visibility and support. Administrators may view and manage only those users who join, or are introduced to, the Platform through their own Scheme or partner platform, together with the data necessary to administer that Scheme (such as user identity and contact details, scheme eligibility and access, and booking and attendance status). Administrators may carry out basic support for those users — for example, booking, rescheduling or cancelling sessions, managing access, and handling first-line queries — using the features made available to them. Administrators cannot access users, data or schemes belonging to any other Business Customer or partner, and must not access or use user data except as necessary to administer and support their own Scheme. Administrators do not have access to session content, recordings, clinical notes, or private communications between Clients and Service Providers.
33.2 You may market the Platform in your own name and earn revenue from resale, provided that: (a) you use our branding or materials only with our prior written consent; (b) you ensure each End-User you introduce accepts our standard user terms before gaining access; (c) you do not promise service levels, features, or pricing beyond those we publish; and (d) you remain responsible for first-line support to the End-Users you have introduced.
33.3 Reseller obligations and restrictions. You must: (a) comply with all applicable laws and regulations (including data-protection, anti-bribery, export-control and tax requirements); (b) not pledge our credit, give warranties or representations on our behalf, or commit us to any contract; (c) not use the Platform for any unlawful, misleading or infringing activity; (d) not assign or transfer your reseller rights without our prior written consent; (e) maintain accurate records of all End-Users you introduce and provide them to us on request; and (f) indemnify us for any losses, damages or claims arising from your resale activities or breach of these Terms.
33.4 You act as an independent party. Nothing in these Terms creates a partnership, joint venture or employment relationship between you and us.
33.5 We may suspend or revoke reseller rights if these Terms are breached or where we consider it necessary to protect the integrity or reputation of the Platform.
34.1 Business Customers are responsible for administering their Schemes and maintaining oversight of all users and representatives.
34.2 This includes responsibility for: (a) verifying each user's eligibility to access the Platform and ensuring user details are accurate, current, and securely managed; (b) setting, communicating, and enforcing appropriate usage limits; (c) promptly removing users who are no longer eligible or whose access should be withdrawn; (d) paying all fees, charges, or other costs that arise under the Scheme, including those incurred by or on behalf of its users; (e) establishing clear escalation procedures for users; (f) providing alternative support options for complex or high-risk cases; (g) maintaining relationships with relevant professional or regulatory bodies where relevant; (h) regularly reviewing and updating safeguarding policies and procedures where relevant; (i) designating a safeguarding lead or point of contact within the organisation where relevant; (j) ensuring that staff and representatives receive appropriate safeguarding training where relevant; (k) ensuring any required data-sharing agreements are in place for safeguarding purposes; and (l) informing us promptly of any serious safeguarding incidents or breaches related to Platform use.
34.3 Where we enable you and/or your customers to fund sessions on behalf of your users, you are responsible for: (a) choosing whether to cover full or partial costs; (b) ensuring users are informed of relevant limits and funding terms; (c) ensuring accurate, lawful transfer of user data under your scheme, including obtaining all necessary consents; (d) understanding that access to the Platform for scheme users depends on both our ongoing agreement with you and your discretion as a Business Customer; and (e) accepting that outstanding charges remain payable even after scheme termination.
34A.1 Preconditions for deletion. A Scheme may only be deleted once all of the following conditions are met: (a) all members of the Scheme have been disabled; (b) all bookings and sessions under the Scheme have been resolved, whether by completion or cancellation, so that none remain booked or scheduled; and (c) all payments relating to the Scheme have been completed, with none pending, queued or otherwise outstanding.
Until all of these conditions are met, the Scheme cannot be deleted.
34A.2 Winding a Scheme down. Before a Scheme can be closed, you are responsible for disabling the Scheme's members in advance, and for ensuring that any booked or scheduled sessions are completed or cancelled and that any associated payments are completed, so that the conditions in clause 34A.1 are satisfied.
34A.3 System enforcement. These preconditions are enforced by the Platform. The Platform will not permit a Scheme to be deleted while it has any members that have not been disabled, any booked or scheduled sessions, or any pending or queued payments. This control applies to all users with the ability to delete Schemes, including Paranimo Limited's own administrators.
34A.4 Relationship to account deletion. Scheme deletion is separate from the deletion of user accounts. A Scheme is a payment- and booking-control object; deleting a Scheme does not by itself remove or anonymise Service Provider, Client or Administrator accounts. The removal and anonymisation of accounts is triggered by termination of the Business Customer and is governed by clause 29.6. Deletion of a Scheme also does not affect your obligation to pay any outstanding charges (see clause 34.3(e)), our data-retention obligations and the handling of user data (see clause 29.6 and the Privacy Policy), or, in the case of Paranimo Schools, the relevant school's continuing safeguarding responsibilities.
35.1 This Part E applies when you use the Platform as a Service Provider, whether on Paranimo or Matchifi.
35.2 Service Providers operate as independent contractors. Nothing in these Terms creates any employment, worker, partnership, joint venture, or agency relationship (other than as expressly stated for payment facilitation).
35.3 We act solely as your disclosed agent for the limited purpose of facilitating bookings, invoicing and payments through the Platform.
35.4 You are the principal in all arrangements with Clients. No professional–client relationship is created between you and Paranimo Limited.
35.5 You are solely responsible for the services you provide, including their quality, legality, professional standard, content and outcomes.
35.6 You may set your own terms for your services with Clients (for example, by adding them to your profile) and agree those directly with the Client. Any such terms are a matter between you and the Client; Paranimo is not a party to them. They must not conflict with these Terms, and in the event of conflict these Terms prevail as between you and Paranimo. For the avoidance of doubt, this right concerns the terms on which you deliver your services; it does not permit you to take payment for Platform-facilitated sessions otherwise than through the Platform (see clause 35.7).
35.7 Payment through the Platform. All sessions that are booked, arranged or facilitated through the Platform must be paid for through the Platform's booking and payment system. You must not invoice, request, or accept payment directly from a Client (or from a Business Customer) for any session that was booked, arranged or facilitated through the Platform, nor encourage or arrange for a Client to pay for such a session outside the Platform. This requirement is necessary for our role as your disclosed agent, for correct invoicing and VAT treatment, and for the integrity of Business Customer schemes. It applies in addition to, and does not limit, the non-circumvention obligation in clause 38.4. Nothing in this clause prevents you from providing services to your own clients, obtained independently of the Platform, on whatever terms you arrange with them.
36.1 You may create and manage session types within the functionality permitted by the relevant Platform and any applicable Business Customer Scheme.
36.2 Session types may include (without limitation) fixed-price sessions, day rates, packages, subscriptions, post-pay sessions and project-based pricing, subject to Platform configuration.
36.3 The Platform or relevant Business Customer may impose minimum or maximum session lengths, permitted payment types, or other configuration limits from time to time.
36.4 Unless overridden by a Business Customer Scheme or Platform-wide policy, you may set your own cancellation, rescheduling and grace-period rules.
36.5 You must: (a) deliver services with reasonable skill, care and professionalism; (b) attend and conduct sessions at the agreed time; (c) provide services in a safe, private and appropriate environment; (d) give reasonable notice where cancellation is unavoidable; (e) comply with all safeguarding, technical and operational requirements of the Platform or relevant Business Customer.
36.6 You must decline or discontinue work where you are not suitably qualified, experienced or competent to meet a Client's needs.
36.7 You must not use information obtained through the Platform for any purpose other than delivering services in accordance with these Terms.
36.7A You may collect and process the Client information you reasonably need to deliver your services and to meet your professional, regulatory and safeguarding obligations (for example, intake information, contact details, and risk or safeguarding information). In respect of that information, and of any professional or clinical records you create, you act as an independent Data Controller (see the Privacy Policy), and you are responsible for handling it in accordance with the Data Protection Act 2018 and UK GDPR, including providing Clients with appropriate privacy information, keeping the information secure, using it only for those purposes, and retaining and disposing of it in line with your professional requirements. This is separate from, and additional to, the information made available to you through the Platform, which remains subject to clause 36.7.
36.8 You accept self-billing invoices raised on your behalf in accordance with clause 37.
37.1 General
37.1.1 Service Providers may offer payment models permitted by the Platform, including: (a) single-session pricing; (b) multi-session packages; (c) subscription models; (d) post-pay arrangements; (e) project-based pricing (where enabled).
37.1.2 All payments are processed through Stripe in accordance with clause 9.8.
37.1.3 You are responsible for maintaining an active and verified Stripe account in order to receive payouts.
37.1.4 Payout timing is subject to Stripe's settlement processes.
37.1.5 Per-Platform fees. Paranimo's own fee for facilitating services — whether expressed as a commission, a transaction fee, a booking fee or a margin — is set separately for each Platform and differs between them. In summary: on the Paranimo Platform, a £5 per-session commission (or a lower legacy rate where applicable) (clause 37.2.1A); on Paranimo Schools, a variable margin above the therapist minimum, which may include reseller commission (clause 37.2.4); and on Matchifi, a per-session booking fee (and other configured fees) (clauses 32 and 37.4). The applicable fee for each Platform is as set out in this clause 37 and the relevant Part D provisions, or as otherwise notified to you, and may be varied on reasonable notice.
37.2 Paranimo platform Service Providers
37.2.1 Where you provide services via the Paranimo Platform: (a) Sessions may be funded as follows: (i) Business Customer-funded sessions — paid at a fixed base rate per completed session (currently £40, subject to change on notice), with Paranimo's commission as set out in 37.2.1A; (ii) Self-funded sessions under a Business Customer Scheme — paid at the same fixed base rate (currently £40, subject to change on notice); (iii) Private sessions — you set your own price, and Paranimo Limited deducts its commission (see 37.2.1A) and Stripe processing fees before payout; (iv) Paranimo Schools sessions — paid at a fixed rate per completed session (a minimum of £45 to you), with Paranimo's commission as set out in 37.2.1A.
37.2.1A Paranimo commission. Paranimo's commission on the Paranimo Platform is a fee of £5 per completed session, except that: (a) certain older accounts operate on a legacy commission of 12.5% of the session price, as recorded in the Platform; where a legacy rate applies and is lower than £5, we will honour the lower rate; and (b) for scheme-funded sessions, the minimum economics are £40 to you and £5 to Paranimo, i.e. a minimum of £45 per completed session.
37.2.1B Session duration surcharge (Paranimo and Paranimo Schools). The applicable per-session commission or fee covers a session of up to two (2) hours (120 minutes). For each additional hour, or part of an hour, beyond the first two (2) hours, the fee increases by £0.50. By way of illustration: a session of up to two hours is charged at the base fee; a three-hour session at the base fee plus £0.50; a four-hour session at the base fee plus £1.00. This surcharge is in addition to the base commission or fee for the relevant product, and does not affect the Service Provider's own session price or payout. (The equivalent surcharge for the Matchifi Platform is set out in clause 32.3.)
37.2.2 Applicable commission, transaction fees or fixed rates may be varied on reasonable notice.
37.2.3 Scheme-funded session payments are calculated monthly in arrears unless otherwise agreed.
37.2.4 Paranimo Schools commission. For Paranimo Schools sessions, you receive a minimum of £45 per completed session. The amount retained by Paranimo above that minimum is variable, is set in the configuration for each scheme, and may include a commission payable to a reseller or partner involved in that scheme. The applicable amounts for a scheme are as configured and notified for that scheme.
37.2.5 Custom Projects (Paranimo). Where custom projects (project-based services) are enabled on the Paranimo Platform, the project fee is the greater of: (a) the per-session commission that would have applied had the project been delivered as individual sessions (including the duration surcharge in clause 37.2.1B); or (b) 1.5% + VAT of the total project value — calculated and applied on the same basis as the Matchifi project platform fee in clause 32.9 (including proportional application across instalments). Custom projects are not offered on Paranimo Schools.
37.3 Matchifi platform Service Providers
37.3.1 Business Customers may operate either: (a) a Service Provider-led pricing model; or (b) a Business Customer-led pricing model.
37.3.2 Under the Service Provider-led model: (a) you set your session price; (b) the Business Customer may apply a commission percentage; (c) Stripe processing fees and Matchifi booking fees are deducted from the Business Customer's commission; (d) you receive your session price minus the Business Customer's commission (where applicable).
37.3.3 Under the Business Customer-led model: (a) the Business Customer sets the session price and revenue split; (b) Stripe processing fees and Matchifi booking fees are deducted before the revenue split is applied; (c) you receive the share defined by the Business Customer.
37.3.4 Where you are VAT-registered, VAT must be included within your session price and accounted for in accordance with applicable law.
37.4 Booking Fees (Matchifi)
37.4.1 Booking fees are charged in accordance with Part D, clause 32.
37.4.2 Booking fees do not form part of your payout unless expressly stated otherwise in these Terms.
37.5 Project-Based Pricing (Matchifi)
37.5.1 Where Project-Based Pricing is enabled under Part D, clause 32.9: (a) You may set: (i) a total project price; (ii) a project duration; (iii) a staged payment plan.
37.5.2 The applicable Project Booking Fee shall be determined in accordance with Part D, clause 32.9.
37.5.3 Where a Business Customer has configured a commission or revenue share: (a) the Project Booking Fee; and (b) Stripe processing fees are deducted from the Business Customer's commission and do not reduce your payout.
37.5.4 Where no commission or revenue share is configured: (a) the Project Booking Fee; and (b) Stripe processing fees are deducted from your project fee.
37.5.5 All project payments are facilitated through Stripe.
37.6 Self-Billing and Invoicing
This clause is a self-billing agreement for the purposes of HMRC's VAT self-billing requirements. By accepting these Terms on enrolment, you (the "Supplier") and Paranimo Limited (the "Self-Biller") agree to the self-billing arrangement set out below. No separate signature is required; your acceptance of these Terms constitutes your agreement to self-billing.
37.6.1 Agreement to self-billing. You agree that: (a) Paranimo Limited may issue self-billed invoices on your behalf in respect of the services you supply to Clients through the Platform, for the duration of this arrangement; (b) invoices to Clients will designate you as Principal and Paranimo Limited as Agent; (c) you will accept invoices raised by Paranimo on your behalf until this arrangement expires or is terminated; (d) you will not raise your own sales invoices for the services covered by this arrangement; and (e) this self-billing arrangement continues until terminated in writing.
37.6.2 VAT status and your obligations. You must tell us, on enrolment and whenever it changes, whether you are VAT-registered and (if so) your VAT registration number. You must notify us immediately if you change your VAT registration number, cease to be VAT-registered, become VAT-registered, or transfer your business as a going concern. You will not be entitled to recover VAT shown on a self-billed invoice as input tax where the invoice is incorrect because you failed to notify such a change.
37.6.3 VAT treatment. Where you are VAT-registered, self-billed invoices will show the required VAT particulars and you remain responsible for accounting to HMRC for the VAT shown. Where you are not VAT-registered, no VAT will be shown.
37.6.4 Invoice particulars. Each self-billed invoice will include the particulars required by HMRC, including the legend "SELF-BILLING"; your name, address and (where applicable) VAT number; Paranimo's name, address and VAT number; the invoice date and number; a description, quantity and value of the services; and the VAT rate and amount where applicable. Invoices reflect completed sessions and the rates and deductions set out in this Part E (including platform/transaction fees, Stripe processing fees, and any Business Customer commission or revenue share), and are made available to you electronically through the Platform and/or Stripe.
37.6.5 Duration, review and termination. This arrangement takes effect on enrolment and continues for the period during which you provide services through the Platform, subject to review at intervals not exceeding 12 months (or as HMRC requires). Either party may terminate the self-billing arrangement on written notice, after which Paranimo will cease issuing self-billed invoices and you resume responsibility for your own invoicing for subsequent supplies. The arrangement terminates automatically if you cease to supply services through the Platform or if your account is terminated under these Terms.
37.6.6 Records. Records of self-billed invoices are retained for 7 years in line with our Data Retention Schedule.
37.7 Listing Fee Subscriptions (Matchifi)
37.7.1 Where a Business Customer has enabled a Listing Fee Subscription: (a) you may be required to pay a recurring listing fee; (b) the Business Customer sets the subscription amount; (c) from each payment, a 10% Matchifi platform fee and Stripe processing fees will be deducted before the remaining balance is paid to the Business Customer; (d) you will be notified before any Listing Fee Subscription is charged.
38.1 You must maintain all qualifications, licences, registrations and insurance required to deliver your services.
38.2 You must notify Paranimo Limited and any relevant Business Customer of any material change affecting your eligibility or professional standing within five (5) working days. If a change means you are no longer a member of a relevant professional body or no longer hold appropriate insurance, you must not provide services through the Platform until that membership and insurance are reinstated.
38.3 You confirm that you are suitably qualified and competent to provide the services listed on your profile.
38.4 You must not solicit or continue providing services to a Client introduced via the Platform outside the Platform for a period of six (6) months following your last engagement with that Client through the Platform.
38.5 Where providing services through Paranimo Schools, you must hold appropriate qualifications and safeguarding credentials to work with Clients aged 11–18 and provide any requested documentation.
38.6 On the Paranimo Platform, you must offer a new Client a free introductory call before their first paid session, so that both you and the Client can decide whether to proceed. This does not apply to Paranimo Schools (where access is arranged through the Business Customer) or to Matchifi.
39.1 Service Providers onboarded directly by Paranimo Limited may terminate their account at any time by written notice.
39.2 Before leaving the Platform, you must: (a) remove future availability; (b) complete or cancel existing bookings in accordance with policy; (c) issue refunds where required.
39.3 We may suspend or terminate your access immediately where: (a) you materially breach these Terms; (b) you fail to deliver services to a reasonable standard; (c) you engage in misconduct, dishonesty or unsafe practice; (d) you provide false or misleading information; (e) continued access poses legal, safeguarding or reputational risk.
39.4 On termination: (a) all licences granted to you cease immediately; (b) access to the Platform will be revoked; (c) outstanding payments will be settled in accordance with these Terms; (d) we may retain data as required by law (and, where your account is removed as part of a Business Customer termination, your account is handled in accordance with clause 29.6).
39.5 Termination does not affect accrued rights or outstanding payment obligations.
40.1 We may make an optional advertising service ("Paranimo Ads") available to Service Providers, allowing you to run advertisements promoting your services that link to your Profile.
40.2 Paranimo Ads is governed by a separate Paranimo Advertiser Agreement, which you accept once at enrolment. It is opt-in and is not bundled into, or a condition of, these Terms or your base provider relationship. You are not required to use Paranimo Ads.
40.3 Any advertising Wallet top-ups are one-off, pre-paid payments made independently of your base provider subscription or fees, and are governed by the Advertiser Agreement.
40.4 In the event of any conflict between these Terms and the Advertiser Agreement in relation to Paranimo Ads, the Advertiser Agreement prevails.
40.5 Where you were onboarded through a partner organisation, the partner remains your commercial counterparty for your base provider relationship, but Paranimo provides Paranimo Ads under the Advertiser Agreement. Partner-specific variations may apply as set out in that Agreement.