TERMS & CONDITIONS OF SERVICE
Effective Date: 1 March 2026 | Last Updated: 1 March 2026
1. LEGAL MENTIONS & PARTIES
These Terms and Conditions ("Terms") constitute a legally binding agreement between:
1.1. The Provider: WHISPERING WAVES S.à r.l.-S., a simplified limited liability company (société à responsabilité limitée simplifiée) incorporated and existing under the laws of the Grand Duchy of Luxembourg.
Registered Office: Vianden, Luxembourg.
RCS Luxembourg: B296208.
VAT ID: Pending Registration.
Contact Email: office@taoydynamics.com. (Hereinafter referred to as "The Company", "We", "The Practitioner", or "The Consultant").
1.2. Service Designation: "TAOY Dynamics" is a proprietary service framework and trade name operated exclusively by Whispering Waves S.à r.l.-S. All legal protections, indemnifications, and limitations of liability afforded to the Company under these Terms apply in full to all activities conducted under the TAOY Dynamics designation.
1.3. The Client
1.3.1. Definition: The "Client" is any natural person (acting for personal or professional purposes) or legal entity that engages the Company for relational dynamics, self-actualization, behavioral refinement, and somatic consulting services.
1.3.2. Warranty of Capacity: By initiating a booking, paying a deposit, or submitting an application for The Foundation Sequence (Tier I), The Integration Protocol (Tier II), or The Retainer Mandate (Tier III), the Client warrants that they:
Are at least 21 years of age;
Possess the full legal and mental capacity to enter into a binding contractual agreement under Luxembourgish law;
Are not under any form of legal guardianship, judicial protection, or any form of restricted autonomy that would invalidate their informed consent to enter into an asymmetric authority dynamic.
1.3.3. Professional Standing: If the Client is entering this agreement on behalf of a legal entity (e.g., a corporation or firm), they warrant they have the explicit authority to bind that entity to these Terms.
1.3.4. Identification: The Company reserves the right to request a valid government-issued photo ID to verify the Client’s identity and age prior to the commencement of any TAOY Dynamics protocol.
1.3.5. Warranty of Fitness & Disclosure: The Client warrants and represents that they are in a state of physical and mental health compatible with the intense nature of somatic and directive protocols. Specifically, the Client acknowledges that:
Medical Transparency: They have a duty to disclose any cardiovascular conditions, respiratory issues, chronic pain, or psychiatric diagnoses that could be impacted by somatic stress or directive authority.
No Contraindications: They are not participating against the advice of a medical doctor or mental health professional.
Ongoing Duty: This warranty is a "continuous representation." If the Client’s health status changes at any point during the engagement, they are contractually obligated to inform the Practitioner immediately.
1.4. Acceptance of Terms: By submitting an application, booking a session, or paying a deposit/retainer, the Client acknowledges having read, understood, and accepted these Terms in their entirety. These Terms supersede any previous verbal or written communications.
1.5. Formation of Contract: The contract is deemed formed only upon the Company’s written confirmation of the Client’s booking or application. No obligation exists for the Company to provide services until such confirmation and the required financial commitment (as defined in Section 6) are received.
2. NATURE OF THE ASYMMETRIC DYNAMIC
2.1. Professional Framework & Model Definition
2.1.1. Asymmetric Nature: The Service is a specialized form of somatic and relational consulting characterized by an Asymmetric Authority Model. The Client acknowledges that this is not a collaborative, peer-based, or egalitarian coaching model.
2.1.2. Intentionality & Value: The Client acknowledges and accepts that the functional value of the TAOY DYNAMICS model is derived specifically from this imbalance of authority. By engaging the Company, the Client temporarily elects to bypass the peer-based consulting/coaching model for the duration of the professional engagement, in favor of the Directive/Yielding relational structure required for self-actualization, Somatic Calibration, and Behavioral Refinement protocols.
3. THE DIRECTIVE AUTHORITY
3.1. Methodological Framework & Authority Grant: The Client voluntarily enters into a professional relational structure where the Consultant is granted Temporary Directive Authority for the duration of the professional engagement. This delegation is an essential functional methodology and pedagogical tool used to maintain the relational dynamic in order to facilitate the goals established during the application process for The Foundation Sequence (Tier I), subsequent Tiers, and throughout the entirety of the contracted engagement. The Client acknowledges and agrees that the Consultant’s exercise of this authority—specifically the Management Lead—constitutes a core deliverable of the contracted Service.
3.2. Management Lead & Technical Execution: In alignment with the TAOY DYNAMICS model, the Consultant’s role as the Directive Authority includes the following professional responsibilities:
A. Narrative Direction: The Consultant is responsible for building the session narrative based on mutually agreed elements and determining the trajectory to ensure the desired somatic or behavioral goal is reached.
B. Technical Mastery: The Consultant is responsible for the professional application of all tools and methods. The Consultant warrants that all "Somatic Implements" are mastered, optimally timed, and used with the highest regard for efficiency and physical and emotional safety. The use of such implements is governed by the specific consent parameters in the Private Participant Agreement.
C. Real-Time Calibration: The Consultant shall monitor and calibrate the Client’s internal and physical state in real-time, identifying disruptive behaviors and implementing the adjustments necessary to maintain the integrity of the "Container."
3.3. Scope & Continuity of Directive Influence: The Consultant’s authority is structured as a tiered delegation, activated during professional engagements and maintained through specified protocols.
A. Active Session Authority: During a formal "Consulting Session," the Consultant’s authority is strictly and temporarily activated. This influence encompasses five specialized proprietary domains:
Postural & Spatial Positioning
Somatic & Sensory Focus
Verbal & Linguistic Conduct
Cognitive & Attentional Management
Protocol & Ritual Adherence The specific methods and pedagogical applications within these domains remain the Proprietary Intellectual Property of the Company.
B. Extended Protocol Authority: Outside of active sessions, for Clients engaged in Tiers I, II, or III, the Consultant’s authority extends to the oversight of agreed-upon Behavioral Anchors, Reporting Requirements, and Relational Mandates.
This extended authority is auxiliary and designed to maintain the somatic and behavioral trajectory between sessions.
C. Non-Interference & Sovereignty: Notwithstanding the above, the Consultant’s authority is functionally limited to the scope of the TAOY DYNAMICS model. It does not extend to the Client’s fundamental legal, financial, or medical decisions, nor does it supersede the Client’s professional obligations to third parties or their fundamental human rights. The Client remains the ultimate sovereign over their external life.
3.4. Operational Mandate (Technical Execution): Subject to the Client’s Retained Rights (Section 5.4), the Consultant is granted the authority to govern the operational execution of the engagement. This mandate includes:
A. Technical Command: The right to issue direct instructions, set tasks, and manage the sequence of the engagement to achieve stated objectives.
B. Methodological Autonomy: The authority to implement techniques from the agreed-upon "Somatic Palette" without requiring per-incident approval.
C. Dynamic Maintenance: The right to enforce the "Yielding" requirement to ensure efficacy, provided such enforcement does not violate established boundaries.
D. Objective Stewardship: The responsibility to lead the Client utilizing the power differential as a tool for professional transformation.
E. Situational Decision-Making: The right to make real-time adjustments to flow, rhythm, and focus based on the Consultant’s professional assessment.
4. THE YIELDING PARTICIPANT
4.1. Contractual Designation: Within the professional relational structure, the Client assumes the role of the Yielding Participant. Assuming this role is an essential functional and pedagogical requirement of the TAOY DYNAMICS model. It is defined as the intentional, voluntary, and temporary delegation of the Client’s directive authority—specifically the suspension of executive decision-making regarding the immediate management of the relational dynamic, the session narrative, the technical application of tools, the oversight of structural and physical safety protocols, and the real-time calibration of their somatic and behavioral state. This delegation remains in effect for the duration of each formal session and throughout the active period of any contracted Tiered Sequence (Tier I, II, or III).
4.2. Performance of the Role (The "Release" Protocols): To ensure the efficacy of the Service and fulfill the Obligation of Means (obligation de moyens), the Client agrees to the following:
A. Management Release: The Client shall adhere strictly to the established relational dynamic and framework. The Client focuses exclusively on experiencing, responding to, and inhabiting the calibration provided by the Consultant.
B. Technical Selection & Agency: The Client’s authority is exercised through the pre-selection of the "palette" of tools and methods. The Client acknowledges that while they may change this palette at any time to ensure comfort and agency, the technical execution and timing of these tools remain the sole domain of the Consultant.
C. Calibration Release: The Client commits to following and integrating behavioral corrections provided in real-time. The Client acknowledges that the Consultant will identify and monitor disruptive behaviors and implement the corrections necessary to maintain the integrity of the "Container."
4.3. Requirements of Presence & Authenticity: The Client is required to be mentally present and personally authentic. While the Client is liberated from "social performance" and hypervigilance, they must remain responsive to the Consultant's directives. Any attempt to "perform," "game," or negotiate the dynamic during an active session constitutes a breach of the Yielding Participant’s duties.
4.4. Extended Yielding Obligation (The Continuity Clause): Outside of active sessions, for Clients engaged in The Foundation Sequence (Tier I), The Integration Protocol (Tier II), or The Retainer Mandate (Tier III), the role of the Yielding Participant is extended to ensure the continuity of the behavioral and somatic trajectory. This obligation includes:
A. Adherence to Behavioral Anchors: The Client agrees to maintain and prioritize the behavioral protocols and "Anchors" established by the Consultant between active sessions.
B. Reporting Compliance: The Client is contractually obligated to fulfill all Reporting Requirements and Relational Mandates as directed, providing truthful and timely updates to the Consultant.
C. Sustained Deference: The Client acknowledges that the Management Release remains active regarding specifically delegated life or behavioral domains as defined in their individual Tiered Protocol. Failure to adhere to these extended requirements constitutes a material breach and may lead to the suspension of the Service.
4.5. Retention of External Sovereignty
4.5.1. Boundary of Delegation: The Client acknowledges that the delegation of authority is a functional tool limited strictly to the professional protocols of TAOY DYNAMICS. Notwithstanding the Management Release, the Client at no point surrenders their legal standing, their right to physical and psychological integrity, or their fundamental human rights.
4.5.2. External Life Autonomy: The Consultant’s directive influence does not extend to the Client’s fundamental legal, financial, or medical decisions, nor does it supersede the Client’s professional obligations to third parties. The Client remains the ultimate sovereign over their external life and personhood.
4.5.3. Revocability: This role and its associated delegations are immediately and absolutely revocable at any time via the Safety & Stop Protocol (Section 5).
4.6. Reciprocal Confidentiality & Discretion:
4.6.1. Privacy Mandate: The Client is contractually obligated to maintain the absolute privacy of the Practitioner’s identity, private location, and specific proprietary protocols.
4.6.2. Prohibition of Recording: The Client is strictly prohibited from recording (audio, video, or photography) any portion of a session or digital interaction. Any breach will be treated as a violation of trade secrets and will result in immediate termination without refund.
5. SAFETY, SOVEREIGNTY, & REVOCATION PROTOCOLS
5.1. The Absolute Right of Revocation
Notwithstanding the Directive Authority granted to the Consultant—including the Management Lead, Technical Execution, Somatic/Behavioral Calibration, and the oversight of safety integrity—the Client retains the unalienable right to terminate the professional engagement or revoke the delegated authority at any moment, without prior notice. This right of revocation applies both within active sessions and during the extended periods of Tiered Protocols.
5.2. Immediate Deactivation of the "Yielder" Role
The Client may, at their sole discretion, remove themselves from the Asymmetric Relational Dynamic and the Yielding Participant role at any time. Upon revocation:
A. Rescission of Authority: The Management Release is immediately rescinded, and the Client resumes full executive decision-making and personal oversight.
B. Cessation of Protocols: All directive somatic and behavioral protocols cease instantly.
C. State Transition: The dynamic transitions from the Asymmetric Model to an Egalitarian State, followed by a mandatory de-escalation and integration sequence to ensure the Client is somatically grounded.
5.3. Communication Thresholds & Activation Signals
To ensure clarity, psychological safety, and somatic grounding, the Company utilizes a standardized signaling system. These signals define the boundaries of the "Container" and manage the Client's state in real-time:
Activation/Deactivation Markers: The formal transition into and out of the Asymmetric Relational Dynamic is marked by a specific verbal or somatic anchor (the "Marker").
The Entry Marker: Informs the Client that the Directive Authority is now active and the Yielding Participant role has officially commenced.
The Exit Marker: Informs the Client that the Directive Authority is deactivated and they have returned to a sovereign, Egalitarian State.
LEVEL 1 (Adjustment Signal): A communication from the Client indicating they are approaching a sensory or psychological threshold. The Consultant will maintain the trajectory but adjust the technical application to ensure integration.
LEVEL 2 (Absolute Revocation Signal): A communication from the Client indicating the immediate and total revocation of the Consultant's authority. Upon this signal, all protocols stop instantly, and the Exit Marker is triggered.
5.4. Physical & Psychological Integrity (The Client’s Retained Rights)
The Client’s right to physical and psychological safety is absolute. Notwithstanding the Directive Authority of the Consultant, the Client retains the following explicit rights to govern the parameters of their participation:
A. Integrity of Person: The right to be free from any form of non-consensual psychological or physical harm and to have all established Somatic and Behavioral Boundaries respected as defined in the Private Participant Agreement.
B. Boundary & Parameter Modification: The right to update, restrict, modify, or expand both Somatic (physical) and Behavioral (conduct-based) boundaries at any time.
C. Tool & Methodology Agency: The right to modify, update, or restrict the selection of technical tools and methodologies (the "Somatic Palette") utilized within the engagement.
D. Dynamic Intensity Control: The right to adjust or restrict the Operational Intensity, frequency, or depth of the Directive/Yielding dynamic based on their current capacity for integration and nervous system regulation.
E. Absolute Communication: The right to have all safety and threshold signals acknowledged and implemented immediately, without negotiation or delay.
5.5. Shared Responsibility for Safety
Safety is a collaborative duty. The Client is contractually obligated to use the mandated signals (Level 1 or Level 2) if a personal limit or boundary threshold is reached. Failure to utilize these signals constitutes a breach of the Client’s duty to their own well-being.
5.6. Professional Integrity & Protocol Adherence
The efficacy of the engagement relies on the Consultant’s Directive Authority. The Client acknowledges that the following standards are non-negotiable:
A. Integrity of the Directive: The Client is required to follow all established protocols and instructions without subversion or "shortcut" attempts. Disregard for the Consultant’s rules is a material breach of the professional container.
B. Mutual Respect: The Consultant will not tolerate verbal abuse, derogatory behavior, or any conduct that undermines the Consultant's professional standing or personhood.
C. Non-Direction: The Client shall not attempt to "direct" the Consultant or negotiate terms while the Entry Marker is active, except through established safety signals (Level 1/2).
D. Documentation & Privacy: The recording of audio, video, or still imagery by the Client is strictly prohibited. Unless explicitly agreed upon in writing for integration purposes, all active sessions are "off-record." All technical markers, signals, and sequences utilized are the Intellectual Property and proprietary Trade Secrets of the Company.
5.7. Prohibited Conduct (The "Hard Red Lines")
The following actions result in the immediate, permanent, and non-refundable termination of the engagement:
A. Prohibition of Sexual Acts: This is a non-sexual service. The solicitation or performance of physical sexual acts (including but not limited to intercourse, manual stimulation, or any exchange of sexual fluids) is strictly prohibited. Any attempt to engage in a "physical sexual act" constitutes a terminal breach.
B. Unlawful Requests: The Consultant will not entertain, engage in, or be party to any illegal acts or requests that violate local, state, or federal laws.
C. Harassment: Persistent attempts to bypass professional boundaries or contact the Consultant through unauthorized channels.
5.8. Holistic Consultant Safety & Sovereignty
The Consultant’s "Directive Authority" is a functional role, not a waiver of the Consultant's personhood or rights.
A. Multi-Dimensional Safety: This right extends beyond the physical/emotional to include Reputational Safety (protection against defamation), Social/Legal Safety (freedom from behavior that implicates the Consultant in misconduct), and Sovereign Safety (autonomy over their own energy).
B. Professional Autonomy: The Consultant is never obligated to perform any action that violates their own ethics, safety, or professional standards, regardless of Client "will" or "desire."
C. Emergency Intervention: In the event of a medical or psychological crisis that exceeds the Consultant’s scope of practice, the Consultant is authorized to contact emergency services or the Client’s designated emergency contact. The Client’s right to privacy is temporarily superseded by the Consultant’s "Duty of Care" in life-threatening or high-risk situations.
5.9. Consultant’s Unilateral Rights of Termination
The Consultant is the sole arbiter of professional compatibility and retains the absolute and unalienable right to terminate the engagement.
A. Termination for Cause (Rescission): The Consultant may terminate immediately, without notice or refund liability, if the Client is unfit to continue, fails their "Shared Responsibility" for signaling, poses a threat, or violates the "Hard Boundaries."
B. Termination for Convenience (At-Will): The Consultant reserves the right to terminate at any time, for any reason or no reason. If the Consultant determines the partnership is no longer aligned with their professional capacity, the engagement will be dissolved.
C. Financial Settlement: In "At-Will" scenarios, a pro-rated refund for unearned fees may be issued at the Consultant's discretion. In "For Cause" scenarios, all fees are forfeited by the Client.
5.10. Capacity to Participate
The Client must be in a sober and lucid state to enter the Asymmetric Relational Dynamic. The use of mind-altering substances (alcohol, recreational drugs, or un-disclosed heavy sedatives) prior to or during a session is a material breach. The Consultant reserves the right to trigger the Exit Marker immediately if the Client’s capacity to provide "Dynamic Consent" is compromised.
5.11. Exclusivity of the Container
All sessions are strictly one-on-one. The presence of any third party (physical or digital) is prohibited unless explicitly authorized in writing by the Consultant.
6. FINANCIAL TERMS, CANCELLATION & RESCHEDULING
6.1. Tiered Fee Structure: Fees are determined by the selected Tier (I, II, or III) as outlined in the confirmed Booking Proposal. For the Foundation Sequence (Tier I), the standard engagement fee is €500.
6.2. Payment Schedule: Full payment must be cleared 48 hours prior to the Entry Marker of any session or the commencement of a Tiered Protocol. Access to the professional dynamic is contingent upon this financial commitment.
6.3. Cancellation & Refund Policy: To balance the Client’s need for flexibility with the Consultant’s intensive preparation and vetting process, the following refund structure applies:
A. Strategic Cancellation (72+ Hours Notice): If the Client cancels their engagement with at least 72 hours’ notice prior to the Entry Marker, they are eligible for an 80% refund of the total fee. The remaining €100 is retained by the Company as a non-refundable Administrative & Preparation Fee to cover the cost of application review, onboarding, and session design.
B. Last-Minute Cancellation (Under 72 Hours): Cancellations made with less than 72 hours’ notice, or "No-Shows," are strictly non-refundable. In this scenario, the Client forfeits 100% of the funds paid.
C. Forfeiture for Cause: As per Section 5.9, any termination resulting from a breach of the "Hard Boundaries," protocol subversion, or failure of mutual respect results in the immediate and total forfeiture of all remaining funds without exception.
D. Waiver of the Right of Withdrawal (Droit de Rétractation): In accordance with Article L. 222-10 of the Luxembourg Consumer Code, by booking the Service and paying the required fees, the Client provides their express prior consent for the Company to begin the performance of the service immediately (specifically the Vetting, Application Review, and Onboarding sequences). The Client acknowledges and explicitly agrees that they waive their 14-day right of withdrawal once the Company has initiated the vetting process or once the service has been fully performed. The Client accepts that the €100 Administrative & Preparation Fee is earned by the Company upon the initiation of these internal technical protocols.
6.4. Rescheduling Protocols: The Company prioritizes the continuity of the behavioral and somatic work.
A. Standard Rescheduling: Requests to reschedule are permitted with a minimum of 72 hours’ notice. The rescheduled engagement must occur within 15 calendar days of the original date.
B. Last-Minute Emergencies: Should a Client need to reschedule within the 72-hour window, they are contractually obligated to notify the Consultant as soon as possible.
C. One-Time Courtesy: A "one-time" rescheduling exception for a last-minute emergency may be granted at the Consultant’s sole discretion. Subsequent rescheduling requests will be treated as a cancellation (Section 6.3.B).
6.5. Late Arrivals: To protect the integrity of the professional schedule, sessions will terminate at the scheduled time regardless of the Client's arrival. Arrivals exceeding 20 minutes past the scheduled start time will be treated as a No-Show, resulting in the forfeiture of the session fee.
7. INTELLECTUAL PROPERTY & PROPRIETARY METHODOLOGY
7.1. Proprietary Methodology & Ownership
The Client acknowledges and agrees that the TAOY Dynamics framework is the exclusive Intellectual Property and Trade Secret of the Company. This protection encompasses the entirety of the service architecture, specifically:
The Application Protocol: The specific vetting, onboarding, and intake sequences.
The Sessions Protocol: The proprietary internal architecture, timing, transitions, and specific sequence of active consulting engagements.
The Tiered Protocol Structure: The unique architecture of Tiers I, II, and III.
The Relational Dynamic Protocol: The specific mechanics of the Asymmetric Authority Model.
The Technical Somatic Palette: The selection, timing, and application of somatic tools.
Behavioral & Somatic Methodology: The underlying theory and execution of the work.
Linguistic "Anchors": All proprietary verbal cues, directives, and linguistic structures.
Reporting Requirements Protocol: The specific data-tracking and feedback loops used between sessions.
7.2. Limited License to Experience The Client is granted a personal, non-exclusive, and non-transferable license to experience these protocols. This license is strictly for personal development and does not grant any right to:
Replicate, teach, or coach the TAOY Dynamics methods to third parties.
Commercialize the methodology or any of its individual components.
Use the "TAOY Dynamics" or "Whispering Waves" branding for any personal or professional gain.
7.3. Protection of Trade Secrets Under the Luxembourg Law of 26 June 2019, the technical sequences, "Sessions Protocol," and psychological "stacking" of these methods are protected Trade Secrets. Any attempt to "reverse-engineer," record, or document the methodology for the purpose of creating a competing service is a material breach and will be subject to legal injunction and damages.
8. PROFESSIONAL DISCLAIMER & LIMITATIONS OF LIABILITY
8.1. Nature of Service (Structural Maintenance & System Optimization) The Client acknowledges that TAOY Dynamics is a specialized paramedical consulting service. The Consultant’s role is strictly limited to the maintenance of the Structural Container and the Asymmetric Authority Dynamic required for the execution of the following protocols:
A. Professional Framework: The Consultant provides a structured environment for Self-Actualization, Somatic Calibration, and Behavioral Refinement. These are functional, non-clinical protocols for the exploration of internal facets and nervous system regulation.
B. Absence of Clinical Relationship: The engagement is a professional consulting dynamic. The Consultant is not a "Médecin," "Psychologue diplômé," or "Psychothérapeute" as defined by the laws of the Grand Duchy of Luxembourg.
C. Exclusion of Pathological Treatment: The Company does not diagnose, treat, or provide remediation for physical or mental health disorders. The Service is a specialized dynamic engagement and is not a substitute for medical diagnosis or psychiatric treatment.
8.2. Warranty of Capacity & Functional Fitness The Client warrants that they possess the psychological and physical capacity required to inhabit the Yielding Participant role and fulfill the active transition from management to following.
A. Mandatory Disclosure: The Client has an ongoing contractual duty to disclose any cardiovascular, respiratory, or psychiatric contraindications. Failure to provide complete medical transparency constitutes a material breach and voids all Company liability.
B. Clinical Instability: This is not a crisis intervention service. Clients experiencing acute psychological distress or clinical instability are contractually obligated to seek licensed medical or psychiatric care prior to entering the dynamic.
8.3. Informed Assumption of Risk & Somatic Agency By initiating the Entry Marker, the Client acknowledges and accepts that the suspension of self-management and the transition into a Yielding Participant role involves inherent somatic and psychological stressors.
A. Intentional Intensity: The Client acknowledges that the Asymmetric Relational Model is designed to produce controlled physiological and psychological stressors. The Client recognizes that these protocols are intended to challenge existing nervous system thresholds and behavioral patterns to facilitate calibration.
B. Methodological Assumption of Risk: The Client voluntarily assumes all risks—physical and psychological—associated with the Asymmetric Relational Model, its methodological framework and protocols, as well as the technical application of the Somatic Palette, Behavioral Protocols, and Session Structure.
C. Risk-Aware Participation: The Client acknowledges that no dynamic involving physical or psychological intensity can be entirely without risk. By entering this agreement, the Client affirms they have the requisite resilience and capacity to engage with the Consultant’s directives and the structural stressors of the framework.
D. Resilience & Active Yielding: The Client affirms they possess the psychological and somatic resilience required for the dynamic. The Client accepts that the experience of "Yielding" is an active choice that carries inherent sensory and emotional weight.
E. Threshold Sovereignty & Monitoring: While the Consultant maintains the structural integrity of the container and monitors for signs of systemic distress, the Client remains the primary and sovereign arbiter of their own safety.
F. Mandated Signaling: The Client is contractually obligated to utilize the Level 1/2 Safety Signals (Section 5.3) immediately upon reaching a physical or psychological limit. Failure to utilize these signals constitutes a waiver of the Consultant’s liability regarding threshold exceedance.
8.4. Limitation of Liability & Financial Indemnification To the maximum extent permitted under Luxembourgish law:
A. Liability Cap: The Company’s total liability for any claim shall not exceed the total amount actually paid by the Client for the specific engagement giving rise to said claim.
B. Exclusion of Indirect Damages: The Company shall not be liable for any indirect, incidental, or "moral" damages, including but not limited to emotional distress, loss of professional reputation, or loss of earnings.
C. Indemnification: The Client agrees to indemnify the Company against any third-party claims resulting from the Client’s own breach of these Terms or non-disclosure of medical status.
9. DATA PRIVACY & GDPR COMPLIANCE (CNPD)
9. 1 Data Controller & Regulatory Framework Whispering Waves S.à r.l.-S. (the "Company") acts as the Data Controller. All data processing is executed in strict accordance with the General Data Protection Regulation (EU) 2016/679 (GDPR) and the Luxembourg Law of 1 August 2018.
9.2. Granular Data Collection (Technical & Somatic Datasets) Given the high-intensity nature of the Structural Container, the Company processes extensive, granular datasets required for the technical integrity of the dynamic and the systemic safety of the Client. This includes:
A. Identification & Capacity Data: Legal name, contact details, and proof of age to establish the legal capacity for high-intensity somatic engagement.
B. Special Category Health Data: Comprehensive disclosures regarding cardiovascular, respiratory, and psychiatric status required for mandatory safety vetting.
C. Typology & Profile Assessment: Data regarding the Client’s personality, behavioral patterns, and "Yielder" typology used to calibrate the application of Directive Authority.
D. The Methodological Palette: The specific selection of somatic tools and behavioral protocols consented to by the Client.
E. Continuous State Tracking: Granular, ongoing professional notes documenting the Client’s Physical, Emotional, and Behavioral states during and between active sessions.
F. Boundary Architecture: Records of Absolute Somatic Contraindications and Fixed Behavioral Boundaries (encompassing emotional, technical, and methodological limits).
G. Response & Observation Logs: Systematic tracking of Client responses to directives, general observations, and feedback derived from "Reporting Requirements."
9.3. Lawful Basis for Processing The Company processes these datasets under the following legal grounds:
A. Explicit Consent (Art. 9.2.a): The Client provides explicit, written consent for the processing of health and behavioral data by signing the Private Participant Agreement (PPA).
B. Contractual Necessity (Art. 6.1.b): To maintain the integrity of the Asymmetrical Relational Dynamic and Structural Container and execute the Tiered Protocols.
C. Vital Interests (Art. 9.2.c): To monitor and ensure the physical and psychological safety of the Client during high-intensity calibration.
D. Legal Claims (Art. 9.2.f): The retention of comprehensive behavioral and emotional notes is essential for the establishment, exercise, or defense of potential professional liability claims.
9.4. Security, Confidentiality & Access
A. Technical Safeguards: All sensitive health, somatic, and behavioral data are stored in encrypted environments with restricted, multi-factor access. Data is stored within the European Economic Area (EEA) or in jurisdictions providing equivalent protections.
B. Consultant Access Only: Access to granular session notes and profile assessments is strictly limited to the Consultant.
C. Emergency Disclosure: Data is never shared for commercial purposes. Disclosure occurs only under a valid court order or in a life-threatening medical emergency.
9.5. Retention & The "Right to be Forgotten"
A. 10-Year Statutory Retention: Pursuant to Article 16 of the Luxembourg Commercial Code, all Client records—including the PPA, granular session notes, and all communication logs—are retained for a period of 10 years following the termination of the service.
B. Limitation of Erasure: The Company reserves the right to deny requests for data erasure if the data is required for the defense of potential professional liability claims or to comply with statutory commercial record-keeping obligations in the Grand Duchy of Luxembourg.
10. GENERAL PROVISIONS
10.1. Governing Law & Jurisdiction This Agreement, and all associated Private Participant Agreements (PPA), are governed by and construed in accordance with the laws of the Grand Duchy of Luxembourg. The Client and the Company (Whispering Waves S.à r.l.-S.) irrevocably agree that the courts of Luxembourg City shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the Service.
10.2. Force Majeure The Company shall not be liable for any failure or delay in the performance of its obligations under this Agreement if such failure or delay is caused by a Force Majeure event. This includes, but is not limited to: acts of God, natural disasters, health pandemics, government-mandated lockdowns, technical infrastructure failures beyond the Company's control, or civil unrest. In such events, the Company reserves the right to reschedule sessions or adjust the Structural Container to ensure safety.
10.3. Severability If any provision or part-provision of this Agreement is or becomes invalid, illegal, or unenforceable under Luxembourgish law, it shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this Agreement.
10.4. Entire Agreement These Terms & Conditions, the Tiered Protocols, and the signed Private Participant Agreement (PPA) constitute the entire agreement between the parties. It supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations, and understandings between them, whether written or oral, relating to its subject matter.
10.5. Amendments The Company reserves the right to amend these Terms & Conditions to reflect changes in methodology, NACE regulatory requirements, or Luxembourgish law. Clients will be notified of any material changes, and continued initiation of the Entry Marker following such notification constitutes acceptance of the updated Terms.
10.6. Language of the Agreement: > The parties acknowledge that this Agreement is drafted in the English language at their express request and confirm that they possess a sufficient mastery of the language to understand all technical and legal obligations contained herein.