General Terms and Conditions

Effective Date: July 2, 2024
Version: 2.0

1. INTRODUCTION AND AGREEMENT TO TERMS

1.1 Introduction
Welcome to We, the publicly recognized brand identity of We Management OPC (WMO), which legally owns and operates multiple service brands, including Project Swim, Assist Cleaning., Astrominds, and Dayoh PH. By accessing or using our services, you acknowledge and agree to be bound by these General Terms and Conditions.

These General Terms and Conditions serve as a universal agreement applicable to all We clients. Each brand under We has its own Brand-Specific Terms and Conditions that govern the specific details of its services. By using any We service, you acknowledge that you are legally bound by both this General Agreement and the Brand-Specific Terms and Conditions for the service you engage in.

Each brand under We requires a signature upon registration for its Brand-Specific Terms and Conditions. However, failure to sign these terms does not exempt clients from being legally bound by this General Agreement, which remains enforceable.

You can access the Brand-Specific Terms and Conditions through the links below:

• Project Swim Terms and Conditions – View Here

• AST. Terms and Conditions – View Here

• Astrominds Terms and Conditions – View Here

• Dayoh PH – To be confirmed

2. DEFINITIONS

• We – The publicly recognized brand identity representing We Management OPC (WMO) and its legally owned and managed brands.

• Company ("We," "Us," "Our") – Refers to We Management OPC and all its subsidiaries, including Project Swim, Assist Cleaning., Astrominds, and Dayoh PH.

• Client ("You," "Your") – Refers to any individual or entity using our services, including enrollees, parents/guardians, and businesses.
  Independent Service Providers – Refers to the independent contractors coordinated by We Management OPC to perform Brand-Specific Services. Independent Service Providers operate solely as independent contractors and are not employees, agents, or representatives of We Management OPC. All services are performed independently by these contractors, and We Management OPC assumes no liability for their acts, omissions, errors, conduct, service outcomes, or performance.

• Coordination Role – Refers to the limited role of We Management OPC, operating under the public brand identity of We, in coordinating service engagements between clients and Independent Service Providers. This includes facilitating the assignment of Independent Service Providers, providing administrative support, coordinating service arrangements, and processing payments. We Management OPC does not directly render the services, supervise, control, or guarantee the performance, manner, or outcomes of the services performed by the Independent Service Providers, and assumes no liability arising from their acts, omissions, errors, or service outcomes.

• Parties – Refers to both We (We Management OPC) and the Client.

• Brand-Specific Services – Refers to individual services offered under Project Swim, Assist Cleaning., Astrominds, and Dayoh PH.

3. LEGAL ENFORCEMENT & WAIVERS

3.1 Binding Nature of Terms

• These General Terms and Conditions apply to all users, even if they do not sign the individual Brand-Specific Terms and Conditions. If a client does not sign a Brand-Specific Agreement, this General Agreement remains legally enforceable.

3.2 Priority of Terms

• The Brand-Specific Terms and Conditions take precedence over the General Terms and Conditions when a clause directly relates to a specific service.

• If a conflict exists, the Brand-Specific Terms shall apply only to that service.

• In all other cases, the General Terms and Conditions remain in full effect.

3.3 Retroactive Clause

• These General Terms and Conditions apply retroactively to all past, present, and future clients who have engaged with We services, whether or not they signed a prior agreement.

• Continued use of any We service on or after July 2, 2024, constitutes full acceptance of these terms.

• Clients who disagree with these terms must immediately cease using We services.

3.4 Acceptance of Terms

• By engaging in any We service, you:
  ✔ Acknowledge that you have read, understood, and agreed to these General Terms and Conditions.
  ✔ Agree to comply with any additional Brand-Specific Terms and Conditions.
  ✔ Understand that failure to sign a Brand-Specific Agreement does not exempt you from the obligations stated in this General Agreement.
  ✔ Accept that checking the acknowledgment box during online registration legally binds you to these terms.
  ✔ Waive any and all claims against We, We Management OPC, and its officers, directors, employees, agents, or service providers for any liabilities, damages, or disputes arising from service use.

4. GENERAL SERVICE TERMS & DISCLAIMERS

4.1 General Service Agreement
We provides supplementary services through its brands:

• Project Swim (Swimming Services)

• AST. (General Assistance Services)

• Astrominds (Tutoring Services)

• Dayoh PH (Travel Services)

• None of our services offer formal accreditation or certification from any governing bodies unless explicitly stated.

• Clients acknowledge that service providers operate as independent contractors and may not always hold professional licenses or certifications.

• While we strive for high-quality service, clients accept all risks associated with working with non-licensed professionals.

4.2 Service Coordination and Payment Facilitation

• We Management OPC, operating under the public brand identity of We, coordinates service engagements between clients and independent service providers (independent contractors) under its managed brands, including Project Swim, AST., and Astrominds. All service providers engaged through our platform operate as independent contractors and not as employees, agents, or representatives of We Management OPC.

• As defined under our Coordination Role, We Management OPC’s involvement is strictly limited to facilitating the assignment of Independent Service Providers, providing administrative support, coordinating service arrangements, and processing payments.

• Payments made through our platform are collected as part of our administrative coordination services. We Management OPC retains a coordination and administrative fee to cover operational, facilitation, and management costs, with the remaining balance remitted to the assigned independent contractor.

• We Management OPC does not directly render the services provided, does not supervise or control the manner or outcome of the services performed, and assumes no liability beyond service coordination, administrative facilitation, and payment processing.

5. LIABILITY WAIVER & INDEMNIFICATION

✔ No Guarantees: We does not guarantee specific outcomes from services. Clients assume full responsibility for participation.
✔ Assumption of Risk: Clients acknowledge that service participation involves risks, and We shall not be held liable for injuries, losses, or damages.
✔ Release of Liability: Clients waive claims against We, We Management OPC, and employees for any indirect, incidental, or consequential damages.
✔ Indemnification: Clients agree to defend, indemnify, and hold harmless We, its officers, employees, and agents from any claims, damages, or expenses arising from service use.

6. FORCE MAJEURE & DISPUTE RESOLUTION

6.1 Force Majeure Clause
We shall not be liable for delays or service failures due to causes beyond our control, including:

• Natural disasters

• Government regulations

• Pandemics

• Labor strikes

• Power failures

6.2 Governing Law & Jurisdiction

• This agreement shall be governed by the laws of the Republic of the Philippines.
  Any disputes shall be resolved under Philippine jurisdiction.

6.3 Mandatory Arbitration Clause

• Before pursuing legal action, parties must engage in arbitration under the Philippine Dispute Resolution Center, Inc. (PDRCI).
  The losing party in any dispute shall be responsible for all legal costs, including attorney fees and court expenses.

7. SEVERABILITY CLAUSE

• If any provision of these General Terms and Conditions is found to be unlawful, void, or unenforceable, that provision shall be severed from the agreement.

• The remaining terms shall continue to be valid and legally binding.