Terms and Conditions

Last Updated: November 22, 2022
PLEASE READ THE TERMS & CONDITIONS (Agreement) CAREFULLY. THIS AGREEMENT CONSTITUTE A LEGAL AGREEMENT BETWEEN BEMUTRI LLC (COLLECTIVELY,"BEMUTRI", "WE", "US" OR "OUR") AND YOU AS A USER ("User" or "You"). BY ACKNOWLEDGING THIS AGREEMENT AND/OR USING THE MUTRI SERVICES (AS DEFINED BELOW), YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND AND AGREE WITHOUT LIMITATION OR QUALIFICATION TO BE BOUND BY THIS AGREEMENT AND YOU ACCEPT ALL OF ITS TERMS.
1. This Agreement
1.1 Acceptance of this Agreement
By accessing the website located at https://www.mutri.com ( Site), installing or using Mutri mobile application (Mutri), installing or accessing any information, function, feature, application, product or service made available by Bemutri or registering an account with Mutri (Service(s)), you are a "User" and you hereby represent and warrant that:
  • you have read, understand and agree, without limitation or qualification, to be bound by this Agreement and any other policies or terms referenced within or posted throughout the Services from time to time, including but not limited to the Privacy Policy, which are hereby expressly incorporated by reference into this Agreement
  • if you are an individual, you are of legal age in the jurisdiction in which you reside to form a binding contract with Bemutri (Minimum Age) and you have the authority to enter into this Agreement personall
  • if you are representing, an entity, organization, company or other group (Entity), you are an authorized representative of such Entity and you have the authority to enter into this Agreement on behalf of such Entity and to bind such Entity to this Agreement
If you do not agree to be bound by this Agreement, personally or on behalf of the Entity, as applicable, you may not access or use (or continue to access or use) the Service.
1.2 Modifications
Bemutri reserves the right, at our sole discretion, to change or modify the terms of this Agreement at any time, effective upon posting an updated version of this Agreement through the Service. If the changes are significant, we will use commercially reasonable efforts to provide you with prior notice via email or other reasonable means. You should regularly review this Agreement, as any continued use of the Service after the date on which an updated version of this Agreement become effective constitutes your agreement. In the event that you do not accept an updated version of this Agreement, your sole and exclusive remedy is to cease your access and use of the Services.
2. The Service
2.1 Description of the Service
MUTRI is a technology platform that provides an online marketplace which integrates different components for healthy life (exercises, meal plans and recipes).
Exercises
Personal trainers, professional athletes and celebrities may list, offer and sell and deliver exercises and related products and services (collectively, the "Exercise(s)") to the general public. Only registered and approved trainers are eligible to list, prepare, offer and sell Exercises (Trainer(s)).
Certain Exercises are free to all Users (Public Exercises ), while certain Exercises are only accessible if exercise fee is paid (Exercise Fee). Exercise Fee is paid to the Trainer for the personalized tailor-made Exercises and periodical communication with that Trainer to get the best of your body (Individual Exercises). Exercise Fee is also paid to the Trainer for the already prepared exercises listed on MUTRI for different categories of Users (such as pregnancy exercises, strength exercises, balance exercise, beginner exercises etc.) (Group Exercises).
Details on types of Exercises and Exercise Fees are provided in section 4.
Meal plan
Nutritionists may list, prepare, offer and sell and deliver meal plans and related products and services (collectively, the " Meal plan(s) ") to the general public. Only registered and approved nutritionists are eligible to list, prepare, offer and sell Meal plans (Nutritionist(s)). Nutritionist are offering on MUTRI personalized tailor-made Meal plans and periodical communication with that Nutritionist (Personalised Meal plans). Meal plan fee is paid to the Nutritionist for the Personalised Meal plan (MP Fee).
Details on Personalised Meal plans and MP Fees are provided in section 4.
Recipes
Users may freely browse through healthy recipes posted by other Users and Nutritionists. Users may list recipes for healthy meals on MUTRI (Recipe). Our Nutritionists are entitled to check the Recipe that you wish to share on MUTRI and decide if such should be permitted. Consequentially, Bemutri shall not be liable for any damages occurred as a result of use of faulty Recipe. (e.g. health problems caused by such recipe).
If Recipe added by a User is deemed as excellent by our Nutritionists, we may relocate it to recipe section of our platform (Recipes Section) fully respecting copyrights of User who originally listed afore-mentioned Recipe (i.e. User’s name will be mentioned alongside the Recipe).
Beware that in case you decide to delete your account all your data including Recipes will be erased, except for Recipes in the Recipes Section.
All purchases of Exercises and/or Meal plans are made directly between the User and the Trainer/Nutritionist (and any agreement for purchase and sale is between the User and the Trainer/Nutritionist). Bemutri is only intermediary in the process as explained below in section 4.
Bemutri offers a marketplace and is not itself a Nutritionist or Trainer. Bemutri is not a party to any transaction involving the purchase or sale of Meal Plans or Trainings. Bemutri may help facilitate the resolution of disputes between Users and Nutritionist/Trainers, but Bemutri has no control over and does not guarantee (a) the existence, quality, safety, authenticity or legality of Exercises/Meal plans/Recepies offered or sold on MUTRI; (b) the truth or accuracy of a Trainer's/ Nutritionist’s/User’s content or listings on MUTRI.
Challenges
If you are interested in showing off your physical ability or your cooking skills to other Users, Mutri allows you to share video recording or video image of yourself performing certain challenge (Challenge) for other Users. You can even respond to other User's Challenges by posting your own one.
Challenges deemed as inappropriate for any reason by Bemutri moderators will be removed from the platform.
2.2 Nutritionist and Trainers on MUTRI
Nutritionist and Trainers are independent business owners and independent contractors. Nutritionist/Trainers are not employees, partners, representatives, agents, joint venturers, dependent contractors or franchisees of Bemutri. Bemutri does not prepare Exercises/Meal plans and is not in any way involved in preparing the content provided by Nutritionists, Trainers or Users.
Each Nutritionist/Trainer is solely responsible for complying with all local, provincial, national or international applicable laws, rules and regulations and standards that apply in the jurisdiction(s) in which the Nutritionist/Trainer is located and/or conducts business (Applicable Law), including but not limited to those pertaining to the preparation, sale, and marketing, of all Exercises/Meals Plans listed, offered and sold through MUTRI. While Bemutri does not require its Nutritionist/Trainer to provide us with certifications or any other credentials, it is highly advisable for you to do so. We do not verify in each instance all credentials, certificates, representations, products, services or prices offered by Nutritionist/Trainer, the quality or accuracy of the Exercises/Meals plans or whether Nutritionists/Trainers or Exercises/Meals plans with Applicable Law. Bemutri will not be liable or responsible for any Exercises/Meals provided by Nutritionists/Trainers that are a cause of damages or injury or that do not meet your expectations in any manner.
2.3 Restaurants
Depending on the jurisdiction, Bemutri may enter into agreements with Restaurants ("Restaurant(s)") which can offer on MUTRI their own healthy meals. If User chooses to use a Restaurant to deliver a meal, Bemutri is not offering such preparation of meals and delivery services and has no liability or responsibility for the actions or inactions of any Restaurant. Bemutri will not be liable or responsible for any delivery services provided by a Restaurant or any errors, omissions or misrepresentations made by a Restaurants. Restaurants are required to comply with all Applicable Law. Upon selecting meal from Restaurant the User is automatically transferred to the Restaurant’s app for further actions.
Bemutri may help facilitate the resolution of disputes between Users and Restaurants, but Bemutri has no control over and does not guarantee (a) the ability of a Restaurant to sell meals through MUTRI and deliver meals within required delivery windows; (b) the ability of Users to pay for purchased Meals; or (c) that a User or Restaurant will actually complete a transaction, effectuate trouble-free delivery and shipping or return a meal through MUTRI.
Bemutri does not prepare, cook, package or deliver meals.
Each Restaurant is solely responsible for complying with all local, provincial, national or international applicable laws, rules and regulations and standards that apply in the jurisdiction(s) in which the Restaurant is located and/or conducts business (Applicable Law), including but not limited to those pertaining to the preparation, sale, marketing, and packaging of all meals listed, offered and sold through MUTRI. Each Restaurant is solely liable for the quality, safety, freshness and accuracy of its meals. While Restaurants are required to pass food and safety certifications, kitchen inspections and food tastings in accordance with Applicable law, we do not verify in each instance all credentials, representations, products, services or prices offered by Restaurants, the quality or accuracy of the meals or whether Restaurants comply with Applicable Law. Bemutri will not be liable or responsible for any meals provided by Restaurant that are a cause of damages or injury or that do not meet your expectations in any manner.
2.4 Couriers
Depending on the jurisdiction, Bemutri may enter into agreements with courier service providers ("Courier(s)"). If a User or Restaurant chooses to use a Courier to deliver a meal, Bemutri is not offering such delivery services and has no liability or responsibility for the actions or inactions of any Courier. Bemutri will not be liable or responsible for any delivery services provided by a Courier or any errors, omissions or misrepresentations made by a Courier. Couriers are required to comply with all Applicable Law.
2.5 Mobile Service
The Service may include certain services that are available via a mobile device, including but not limited to (a) the ability to upload User, Trainer, Nutriotionist or Restaurant content to the Service via a mobile device; (b) the ability to access or browse the Service or the Site via a mobile device; and (c) the ability to access certain features through a mobile application downloaded and installed onto a mobile device (collectively, the "Mobile Services"). To the extent you access any Mobile Services, your wireless service carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing or using certain Mobile Services may be prohibited or restricted by your wireless service carrier, and not all Mobile Services may work with all wireless service carriers or mobile devices.
By using the Mobile Services, you agree that we may communicate with you regarding the Service by SMS, MMS, text message or other electronic means to your mobile device and that certain information about your usage of the Mobile Services may be communicated to us. In the event you change or deactivate your mobile telephone number, you agree to promptly update your account information to ensure that any messages from Bemutri intended to be sent to you are being delivered to the correct person. You acknowledge and agree that your use of the Mobile Services must be in accordance with the usage rules established by your wireless service carrier and mobile device platform or service provider.
2.6 Account Registration, Access and Security
You are required to register an account with MUTRI in order to access and use features of the Service. If you choose to register an account, you agree to provide and maintain true, accurate, current and complete information about yourself, or the Entity you represent, as requested by Bemutri's registration process and ongoing account maintenance. Registration data and certain other information about you are governed by our Privacy Policy.
Account registration is available only to individuals and Entities who form legally binding contracts under Applicable Law. Without limiting the foregoing, the Service is not available to individuals or Entities under the Minimum Age or to Users who are temporarily or permanently suspended from the Service. If you do not qualify, you may not use the Service.
Additionally, Bemutri reserves the right to refuse access to or use of the Service, including your ability to complete your registration for or to access your account, by anyone who breaches this Agreement or for reasons related to business of Bemutri, which are meant to protect the safety of Bemutri Users, prospective users and employees. Bemutri may suspend or terminate any account, at any time, in its sole discretion. You are only authorized to create and use one account for the Service and are prohibited from using alter egos or other disguised identities when using the Service.
You are responsible for maintaining the confidentiality of your password and account and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify Bemutri of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you securely log off from your account at the end of each session when accessing the Service. Bemutri will not be liable for any loss or damage arising from your failure to comply with this Section.
2.7 Modifications to the Service
Bemutri reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Bemutri shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service or any loss or damage arising therefrom.
2.8 Communications
By registering an account with MUTRI and providing your contact information, you are consenting to be contacted by Bemutri or any of its business partners by telephone, text message, email, fax, telephone or any other means. In the event you no longer want to receive certain communications from Bemutri, please refer to our Privacy Policy for guidance on how to opt-out.
2.9 Terminating Your Account
You may terminate your account through MUTRI App at any time and without cost, but you will remain liable for any outstanding purchases, fees or other charges incurred through the Service. Once an account is terminated, Bemutri will not issue refunds for any amounts previously incurred through the Services. Furthermore, if you wish to restore your account, in course of 30 days you will be able to do it with simply filling in your username and password you previously used. Note that after expiration of above-mentioned 30 days, all your data will be erased except of the Recipes in Recipes Section.
Regarding erasure of your personal data and its retention after deletion of the account, please read our Privacy Policy.
In connection with terminating your account, you agree that Bemutri has no liability or responsibility for the deletion or failure to store any data or other content maintained or transmitted through the Service. Please review our Privacy Policy for further information about our practices regarding your personal information, which may continue to apply to personal information associated to an account even after such account is terminated.
In certain cases, Bemutri may not permit you to terminate your account, including but not limited to (a) to evade an investigation; (b) where the account has open or pending purchases or payment transactions; and (c) where the account has outstanding purchases fees or other charges incurred through the Service.
2.10 General Practices and Limits Regarding Use and Storage
By registering an account with MUTRI and providing your contact information, you are consenting to be contacted by Bemutri or any of its business partners by telephone, text message, email, fax, telephone or any other means. In the event you no longer want to receive certain communications from Bemutri, please refer to our Privacy Policy for guidance on how to opt-out.
3. The Service
3.1 User Conduct
You are solely responsible for all descriptions, pictures, listings, information, data, text, music, sounds, graphics, videos, messages or other materials that you upload, post, publish, send or display (hereinafter, "upload") on or through the Service ("User Content"). Provided below are examples of the kind of User Content and/or use of the Service that is illegal or prohibited by Bemutri. Bemutri reserves the right to investigate and take appropriate action, including but not limited to legal action, against anyone who, in Bemutri's sole discretion, violates this Section, including but not limited to, removing the offending User Content from the Service, suspending or terminating the offending account and reporting you to law enforcement authorities.
You agree to not use the Service to:
  • sell, post or otherwise transmit any User Content that (i) is unlawful, harmful, threatening, abusive, harassing, tortious, violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another‘s privacy, hateful or otherwise considered objectionable in Bemutri's sole discretion; (ii) you do not have a right to use, sell or transmit under any law or under any contractual or fiduciary relationship; (iii) poses or creates a privacy or security risk to any person; (iv) infringes any intellectual property or other proprietary rights of any party; (v) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, "junk mail"," "spam", "contests", "sweepstakes" or any other form of solicitation; (vi) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software, hardware or telecommunications tools or equipment; or (vii) in Bemutri's sole discretion, is considered objectionable or which restricts or inhibits any other User or prospective user from using or enjoying the Service, or which may expose Bemutri or its Users to any harm or liability of any type
  • impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person or entity
  • solicit personal information from anyone under the Minimum Age
  • harvest or collect email addresses or other contact information of Users through the Service or the Site by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications
  • advertise or offer to sell or buy any goods or services other than Exercises/Meal plans intended to be prepared, sold and purchased through the Service
  • interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service
  • violate any Applicable Law or any rule, regulation or standard having the force of law
  • further or promote any criminal activity or enterprise, or provide instructional information about illegal activities
  • obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service
  • monitor the Service’s functionality, performance, availability or any other competitive benchmarking-related purpose
3.2 User Representations, Warranties and Agreements
You represent and warrant that:
  • you will respect the privacy (including but not limited to private, family and home life) and data protection rights of Users with whom you communicate through the Service
  • you will fulfill the commitments you make to other Users, including your commitment to sell or purchase Exercise/Meal plans
  • you will communicate clearly and respectfully when using the Service, including with respect to submitting reviews, sending User messages and communicating through any means with Bemutri
  • you will act professionally and responsibly in your interactions with other Users
  • you will use your real name and/or business name in connection with your account profile and use of the Service
  • you will use Meal plan and/or Exercise strictly in accordance with the instructions provided by the Nutritionist/Trainer. Nutritionists/Trainers shall not be liable for any health issues/damages if you use Meal plan/Exercise contrary to the given instructions
  • when using or accessing the Service you will act in accordance with all Applicable Law and in good faith
  • you do not have any motivation, status or interest that Bemutri may reasonably wish to know about in connection with the Service, including without limitation, if you are using or will or intend to use the Service for any competitive, journalistic, academic, investigative, unlawful or otherwise bad faith purpose
If you are a Trainer/Nutritionist, you additionally represent and warrant that:
  • you sell and offer to sell Training/Meal plans through the Service as a sole proprietor, partnership, limited liability company, limited partnership, corporation or other business entity
  • you have the unrestricted right to earn income in the jurisdiction in which you sell and offer to sell Training/Meal plans
  • you are solely responsible for identifying and obtaining any applicable regulatory, commercial or tax license, permit, certificate, filing, registration, insurance or other similar requirement ("License(s)") required to sell and offer to sell Training/Meal plans through the Service
  • you have obtained all applicable Licenses required to sell and offer to sell Training/Meal plans through the Service and they are current, accurate and valid
  • you will use your real name or business name on your account profile
  • you will honor your commitments to other Users
  • you agree that we may (but are not required to) obtain information about you, including but not limited to your criminal records, and you agree to provide any further necessary consents and authorizations to facilitate our access to such records during the Term (as defined below) of this Agreement
  • you will pay all applicable taxes based on income earned for your sale of Training/Meal plans through the Service (note, the Service platform will collect and remit taxes for the sale of Meals where applicable)
  • you agree not to market your Training/Meal plans in a false or misleading manner, including but not limited to not making false representations or claims about the nutritional value of your meals
3.3 Ingredients and Allergens
For any particular meal and related goods and services offered or made available through the Service, Nutritionist should disclose all ingredients and especially all major allergens. Bemutri is not liable or responsible for the accuracy of the information and labelling of any meals. Bemutri shall not be liable for any illness, health problem or other damages, injury or loss that may result from any prepare, order, or consumption of any meal and related goods or services acquired through the Service.
3.4 Customer Reviews
To the extent you are a Customer, Bemutri may allow you the opportunity to evaluate Trainers/Nutritionist regarding your purchase of Individual Exercises/Group trainings/Personalised Meal plans, Trainers or Nutritionists. Any review you submit is considered User Content. Bemutri has no obligation to screen or to delete rates or related User Content, even if anyone considers a review objectionable or inaccurate. You rate the Trainers/Nutritionist in the range of one to five, according to how satisfied you are with the provided service.
Customers posting ratings must comply with the following criteria:
  • user must have firsthand experience with the Trainers/Nutritionists or Exercise/Meal plan being reviewed
Bemutri may, in its sole discretion, accept, reject or remove any portion of or the entirety of any rating, whether or not such rating is expressly in breach of the criteria set out above. Ratings are not endorsed by Bemutri and do not represent the views of Bemutri. Bemutri does not assume liability or responsibility for any rating or for any claims, liabilities or losses resulting from any review.
When it comes to Challenges, Users will be able to either leave a "like", certain comment, as well as post other Challenges as a response to previous one.
Note that such comments will be removed if they are deemed as inappropriate by Bemutri moderator.
3.5 MUTRI Reviews
Bemutri via MUTRI reviews the Nutritionist (sending the Personalised Meal plan in due date and replying to answers) and Trainers (timely sending the Individual training and replying to answers). Both of these reviews shall be available for each Trainer/Nutritionist on MUTRI.
3.6 Marketplace Risk
Bemutri is not affiliated with or endorsed by any Trainer/Nutritionist, restaurant or other service made available through the Service. Beyond its capacity as a marketplace and technology platform, Bemutri is not a party to or involved in any transaction between Users and Trainers/Nutritionists through the Service, and does not act as a Customer, Seller (or affiliate of a Customer or Seller) or broker with respect to any transactions made through the Service. There are risks that you assume when dealing with other Users (including those who may be acting under false pretenses) and all such risks are borne by you, and not Bemutri. We encourage you to use the various functionalities of the Service to help evaluate the User with whom you are dealing.
Bemutri does not control or actively monitor User Content or the behavior of Users. As a result, Bemutri does not guarantee or endorse the legality, authenticity, quality or safety of any Training/Meal plan offered or sold, the truth or accuracy of any User Content, except for Recipes which were added to Recipes Section on our platform. Bemutri reserves the right to delay the completion of any transaction for a reasonable period of time for purposes of fraud detection and otherwise protecting Bemutri and its Users from illegal or wrongful activities or other violations of this Agreement. While Bemutri takes pride in its customer service, we cannot and do not guarantee that all transactions will be properly completed by the Users involved, and we cannot and do not guarantee the ability or intent of each User to fulfill their obligations in any transaction.
3.7 Trainer/Nutritionist as Independent Contractors
Users using the Service in their capacity as a Trainer/Nutritionist do so in their personal capacity as an independent contractor and not as an employee of Bemutri.
To the extent that you are a Trainer/Nutritionist, you agree that:
  • you are an independent contractor and not an employee of Bemutri
  • you shall be solely responsible for determining the means and manner of the work performed to prepare the Exercises/Meal plans you offer and sell through the marketplace
  • you are solely responsible for the manner and hours in which your services are performed
  • you are responsible for and will comply with all Applicable Law and License requirements, including but not limited to those applicable to independent contractors and maximum working hours regulations
  • this Agreement does not create an association, joint venture, partnership, franchise or employer/employee relationship between you and Bemutri, or you and any User
  • you will not represent yourself as an employee or agent of Bemutri or any User
  • you will not be entitled to any of the benefits that Bemutri may make available to its employees, including worker compensation benefits in the event of injury
  • you will not engage a User in any way that may jeopardize your status as an independent contractor
3.8 Commercial Use
Unless otherwise expressly authorized herein or in the Service, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or upload for any commercial purposes, any portion of the Service, use of the Service or access to the Service.
4. Membership plans, Purchase and Sale Transactions
4.1 Membership plans
As provided above there are a lot of free Exercises, Recipes and Meal plans that are available on MUTRI to all registered Users.
Trainers may list, offer and sell and deliver already prepared exercises for different categories of Users (such as pregnancy exercises, strength exercises, balance exercise, beginner exercises etc.) - Group Exercises. Trainers are allowed to determine the amount of the Exercise Fee for each Group Exercise listed on MUTRI. Each User may purchase Group Exercise. Upon purchasing Group Exercise it is available to the User on MUTRI for the 30 days from the day of purchase.
Now MUTRI provides only Basic Packages for our Users. Users who are opting for Basic Packages are selecting individual Nutritionist and/or Trainer and upon payment of the Exercise fee/MP Fee you are in the procedure for getting Individual Exercise and or Personalised Meal plan.
Type Nutritionists Trainers
Basic One-Week Package
  • Personalised Meal plans.
  • 2 questions and replies
    during one-week
    package (24 hours for reply).
N/A
Basic Two-Weeks Package
  • Personalised Meal plans
  • 5 questions and replies
    during two-weeks
    package (24 hours for reply)
N/A
Basic Monthly Package
  • Personalised Meal plans
  • 10 questions and replies
    during monthly
    package (24 hours for reply).
N/A
4.2 Purchase
Trainers/Nutritionists are free to decide on the amount of the Exercise fee/MP fee for their Individual trainings/Group trainings/Personalised Meal plans. They decide on the fee based on various criteria (reputation, experience, difficulty etc.).
4.3 Payment process – Collecting the funds
Bemutri is allowed to collect all funds from the Users in the name and on behalf of the Trainer(s)/Nutritionist(s). By applying on the platform all Users accept and allow that Bemutri can charge their credit cards in order to collect the Exercise Fee/MP Fee for the services provided by the Trainer(s)/Nutritionist(s). In that sense Bemutri shall issue the Statement to the Users that the funds are collected in the name and on behalf of the Trainer(s)/Nutritionist(s) for each particular Exercise/Meal. Without any doubts such document is only for informative purposes and cannot be treated as an invoice or any relevant accounting document.
The payment processor for transactions is either Google Pay or Apple Pay depending on the operating system you are using. Please check their terms and conditions for more info.
4.4 Power of attorney for collecting the funds
Trainer(s)/Nutritionist(s) accept and allow Bemutri to collect the funds from the Users in their name and on their behalf. Such power of attorney (PoA) shall be additionally confirmed in each agreement concluded between the Bemutri and Trainer(s)/Nutritionist(s).
4.5 Tax and accounting obligations and compliance to the Users
Trainer(s)/Nutritionist(s) shall be solely responsible to the Users for tax and accounting obligations and compliance issues in their own countries in accordance with the Applicable law and Bemutri cannot be liable for any tax and/or accounting obligations or compliance issue to the Users in accordance with any Applicable law.
4.6 Tax and accounting obligations between Trainer(s)/Nutritionist(s) and Bemutri
Trainer(s)/Nutritionist(s) will use or will have right to use the Mutri. The fee which Bemutri will charge to Trainer(s)/Nutritionist(s) for use or right to use Mutri shall be considered as a royalty fee. Such fee shall be considered as net amount charged by Bemutri and Trainer(s)/Nutritionist(s) will additionally bear all direct or indirect taxes, customs, excise duties and similar duties in accordance with Applicable law. This particularly applies, but it is not limited, to withholding tax (WHT) which can arise in the country of tax residence of Trainer(s)/Nutritionist(s) in which case WHT will be additional expenses for Trainer(s)/Nutritionist(s).
Trainer(s)/Nutritionist(s) shall be solely responsible for their own tax and accounting obligations and compliance issues in their own countries in accordance with the Applicable law and Bemutri cannot be liable for any tax and/or accounting obligations or compliance issue of the Trainer(s)/Nutritionist(s) in accordance with any Applicable law.
4.7 Transaction process
Prior purchasing Individual training for designated Trainer and/or Personalised Meal plan (with selection of package) for designated Nutritionist you are asked to provide more details so selected Trainer/Nutritionist could prepare for you Individual training/Personalised meal. Immediately after purchasing Individual training/Personalised Meal plan you have open chat function on MUTRI with selected Trainer/Nutritionist. The purpose of this function is to communicate with the Trainer/Nutritionist on order to get most personalised Individual training/Personalised Meal plan. Trainer/Nutritionist may send you questionnaire to get necessary info.
After consultation, Trainer shall prepare and send you Individual training via MUTRI. From that moment the package conditions (above) are starting. If Individual training is not available on MUTRI in 10 days after purchase, the User can request the refund of paid Exercise fee.
The Nutritionist shall contact the User who purchased the package as soon as possible after the purchase for the purpose of asking for additional info. The Nutritionist is preparing and sending you on MUTRI Personalised Meal plan in shortest notice from the moment getting all additional info. From that moment the package conditions (above) are starting. If Personalised Meal plan is not available on MUTRI in 10 days after purchase, the User can request the refund of paid Meal plan fee.
Upon receiving Individual training, it is available on MUTRI for one month. Upon receiving Personalised Meal plan, it is available on MUTRI for one year. Group trainings are immediately available on MUTRI upon purchase. They are available on MUTRI for one month upon purchasing it.
5. Intellectual Property Rights
5.1 License
During the Term and in accordance with this Agreement, Bemutri grants you a limited, revocable, non-exclusive, non-assignable, non-transferable and non-sublicensable license to access and use the Service.
5.2 Bemutri IP
Bemutri alone shall own all right, title and interest, including all related intellectual property rights, in and to the Service, all content contained therein (excluding User Content) and all technology and software underlying the Service or distributed in connection therewith ("Bemutri Technology"), as well as the collective ideas, know-how, inventions, methods, or techniques developed or conceived as a result of providing the Services hereunder, including any derivative works, improvements, enhancements and/or extensions made to the Services and any information reflecting the access or use of the Service by or on behalf of any User, including but not limited to visit-, session-, impression-, click through- or click stream-data and any statistical or other analysis, information or data based on or derived from any of the foregoing (the "Usage Data").
The Bemutri and MUTRI name and logos are trademarks and service marks of Bemutri (collectively, the "Bemutri Trademarks"). Nothing in this Agreement or the Service should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Bemutri Trademarks without our prior written consent in each instance, which may be withheld in our sole discretion. All goodwill generated from the use of Bemutri Trademarks will inure to our exclusive benefit. Other names and logos used and displayed through the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Bemutri.
Except as expressly authorized by Bemutri, you agree not to modify, copy, frame, scrape, rent, lease, loan, distribute, sell, re-sell, assign, sublicense, transfer, create derivative works of, reverse engineer, reverse assemble or otherwise attempt to discover any source code of the Bemutri Technology, Usage Data and Bemutri Trademarks (collectively, the "Bemutri IP"), in whole or in part. In connection with your use of the Service, you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. If you are blocked by Bemutri from accessing the Service (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Service or Bemutri IP other than as specifically authorized herein is strictly prohibited. Any rights not expressly granted herein are reserved by Bemutri.
5.3 Third Party Content
Each User retains all right, title and interest, including all related intellectual property rights, in and to its own User Content (unless specified otherwise). With respect to your User Content, you represent and warrant that you own all right, title and interest in and to such User Content, including but not limited to all copyrights and rights of publicity contained therein. By uploading or otherwise making available through the Service your User Content, you hereby grant Bemutri a non-exclusive, worldwide, royalty-free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use your User Content in connection with the operation of the Service or the promotion, advertising or marketing thereof, in any form, medium or technology now known or later developed.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Service ("Submissions") provided by you to Bemutri are non-confidential and non-proprietary, and Bemutri will be entitled to the unrestricted use and dissemination of such Submissions for any purpose, commercial or otherwise, without notice, acknowledgment or compensation to you.
You acknowledge and agree that Bemutri may preserve User Content and may also disclose User Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, Applicable Law or government requests; (b) enforce this Agreement; (c) respond to claims that any User Content violates the rights of third parties; or (d) protect the rights, property or safety of Bemutri, its Users and the public. You understand that the technical processing and transmission of the Service, including your User Content, may involve (a) transmissions over various networks and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
Under no circumstances will Bemutri be liable or responsible in any way for any content or materials of any third party (including User Content) ("Third Party Content"), including but not limited to any errors or omissions in any Third Party Content or any loss or damage of any kind incurred as a result of the use of any such Third Party Content. You acknowledge that Bemutri does not pre-screen Third Party Content, but that Bemutri and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any Third Party Content that is made available through the Service. Without limiting the foregoing, Bemutri and its designees will have the right to remove any Third Party Content that breaches this Agreement or is deemed by Bemutri, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Third Party Content, including but not limited to any reliance on the accuracy, completeness or usefulness of such Third Party Content.
5.4 Copyright Complaints
Bemutri respects the intellectual property of others and we ask our Users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement or that your intellectual property rights have been otherwise violated, you should notify Bemutri of your infringement claim at office@mutri.com with the subject line: "Copyright Complaint". Bemutri will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act and other applicable intellectual property laws with respect to any alleged or actual infringement.
6. Confidentiality
The term "Bemutri Confidential Information" shall mean any confidential, secret or proprietary business, technical or financial information, documents or materials of Bemutri, which is provided to the User in connection with this Agreement and the Service, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Bemutri Confidential Information includes, but is not limited to, all information related to Bemutri and its business that is not generally known to the public, including business processes, practices, methods, policies, plans, documents, manuals, records, data, research, financials, operations, services, strategies, techniques, agreements, software, algorithms and technologies.
You agree to use Bemutri Confidential Information solely for purposes of using the Service as a Customer or Seller, as applicable. You shall not, either directly or indirectly, disclose, copy, distribute, re-publish or allow any third party to have access to any Bemutri Confidential Information without Bemutri's prior written notification, except (a) to employees, agents and professional advisors on a need-to-know basis, provided that such persons are bound by confidentiality obligations as least as restrictive as this Agreement, and (b) to the extent you are legally required to do so by subpoena, administrative or judicial order, in which case, you shall (i) provide written notice to Bemutri of such request or requirement to disclose Bemutri Confidential Information immediately and prior to making any such requested or required disclosure of Bemutri Confidential Information and (ii) allow Bemutri to assert any available defenses to such requested or required disclosure of Bemutri Confidential Information.
You agree to protect all Bemutri Confidential Information in the same manner that you protect your own confidential, secret or proprietary information, but in no event using less than a reasonable standard of care.
7. Third Party Interactions
7.1 Third Party Sites and Resources
The Service may provide, or third parties may provide, links or other access to third party sites and resources on the Internet. Bemutri has no control over such third party sites and resources and Bemutri is not responsible for and does not endorse such third party sites and resources. You further acknowledge and agree that Bemutri will not be liable or responsible, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, events, goods or services available on or through any such third-party site or resource. Any dealings you have with third parties found while using the Service are between you and the third party, and you agree that Bemutri is not liable for any loss or claim that you may have against any such third party.
7.1 Third Party Sites and Resources
Bemutri's Mobile App may be made available through the Apple App Store, Android Marketplace or other mobile application distribution channels ("Distribution Channels"). If you download or otherwise gain access to the Mobile App through a Distribution Channel, you may be subject to additional terms of the Distribution Channel. This Agreement is between you and Bemutri only, and not with the Distribution Channel. To the extent that you utilize any other third party products and services in connection with your use of Bemutri's Services, you agree to comply with all applicable terms of any agreement for such third party products and services.
8. Limitation of Liability and Disclaimer of Warranties
THE LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LEGAL WARRANTIES, LIABILITY OR CERTAIN DAMAGES OR LIMITATIONS OF REPRESENTATIONS MADE CONCERNING GOODS OR SERVICES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE BELOW EXCLUSIONS OR LIMITATIONS MAY NOT APPLY. IN SUCH JURISDICTIONS, THE LIABILITY OF BEMUTRI WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH HEREIN, BEMUTRI AND ITS THIRD-PARTY PROVIDERS HEREBY DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES WITH REGARD TO THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND QUALITY. BEMUTRI AND ITS THIRD-PARTY PROVIDERS MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING THE RELIABILITY, AVAILABILITY, TIMELINESS, SUITABILITY, ACCURACY OR COMPLETENESS OF THE SERVICES OR THE RESULTS YOU MAY OBTAIN BY USING THE SERVICE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, BEMUTRI AND ITS THIRD-PARTY PROVIDERS DO NOT REPRESENT OR WARRANT THAT (A) THE OPERATION OR USE OF THE SERVICES WILL BE TIMELY, UNINTERRUPTED OR ERROR-FREE; OR (B) THE QUALITY OF THE SERVICE WILL MEET YOUR REQUIREMENTS. YOU ACKNOWLEDGE THAT NEITHER BEMUTRI NOR ITS THIRD-PARTY PROVIDERS CONTROL THE TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND THAT THE SERVICE MAY BE SUBJECT TO LIMITATIONS, DELAYS AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. BEMUTRI IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS. WITHOUT LIMITING THE FOREGOING, BEMUTRI DOES NOT WARRANT OR GUARANTEE THAT ANY OR ALL SECURITY ATTACKS WILL BE DISCOVERED, REPORTED OR REMEDIED, OR THAT THERE WILL NOT BE ANY SECURITY BREACHES BY THIRD PARTIES. EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE BY BEMUTRI, THE SERVICES ARE PROVIDED TO USERS ON AN "AS IS" BASIS.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT IN NO EVENT WILL BEMUTRI BE LIABLE UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY: (A) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (B) FOR LOSS OF USE, INACCURACY, COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, LOSS OF PROFITS, DATA OR BUSINESS INTERRUPTION; OR (C) FOR ANY MATTER BEYOND ITS REASONABLE CONTROL, WHETHER OR NOT FORESEEABLE, EVEN IF BEMUTRI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN HAS FAILED ITS ESSENTIAL PURPOSE.
YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH ANY OTHER USER IN CONNECTION WITH THE SERVICE AND BEMUTRI WILL HAVE NO LIABILITY OR RESPONSIBILITY WITH RESPECT THERETO. BEMUTRI RESERVES THE RIGHT, BUT HAS NO OBLIGATION, TO BECOME INVOLVED IN ANY WAY WITH DISPUTES BETWEEN YOU AND ANY OTHER USER OF THE SERVICE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND RULES, Bemutri's AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO ONE HUNDRED DOLLARS ($100).
9. Indemnification
You agree to release, defend, indemnify and hold Bemutri and its affiliates and each of their officers, employees, directors and agents (collectively, "Indemnitees") harmless from any and all losses, damages, expenses (including reasonable legal fees), rights, claims, actions of any kind and injury (including death) arising out of or relating to (a) your breach or alleged breach of this Agreement; (b) the intellectual property rights of any person; (c) any Applicable Law including, without limitation, privacy and consumer protection laws; and (d) your access to, use or misuse of the Service and any content provided through the Service. Bemutri will provide notice to you of any such claim, suit or proceeding. Bemutri reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this Section. In such case, you agree to cooperate with any reasonable requests assisting Bemutri's defense of such matter.
10. Dispute Resolution
10.1 Agreement to Arbitrate
In the event the parties are not able to resolve any dispute between them arising out of or concerning these Terms and Conditions, or any provisions hereof, whether in contract, tort, or otherwise at law or in equity for damages or any other relief, then such dispute shall be resolved only by final and binding arbitration pursuant to the Federal Arbitration Act, conducted by a single neutral arbitrator and administered by the American Arbitration Association, or a similar arbitration service selected by the parties, in a location mutually agreed upon by the parties. The arbitrator's award shall be final, and judgment may be entered upon it in any court having jurisdiction. In the event that any legal or equitable action, proceeding or arbitration arises out of or concerns these Terms and Conditions, the prevailing party shall be entitled to recover its costs and reasonable attorney's fees. The parties agree to arbitrate all disputes and claims in regards to these Terms and Conditions or any disputes arising as a result of these Terms and Conditions, whether directly or indirectly, including Tort claims that are a result of these Terms and Conditions. The parties agree that the Federal Arbitration Act governs the interpretation and enforcement of this provision. The entire dispute, including the scope and enforceability of this arbitration provision shall be determined by the Arbitrator. This arbitration provision shall survive the termination of these Terms and Conditions.
10.2 Confidentiality
All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
11. Term and Termination
11.1 Term
The term of this Agreement shall begin on the date you first entered into this Agreement and shall continue until terminated in accordance with this Agreement (the "Term").
11.2 Termination
Bemutri, in its sole discretion, may suspend or terminate your account (or any part thereof) or your access to or use of the Service and may remove and discard of any content (including User Content) associated with your account within the Service, for any reason, including but not limited to inactivity or if Bemutri believes that you have violated or acted inconsistently with the letter or spirit of this Agreement. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of the Service may be referred to appropriate law enforcement authorities. Bemutri may also, in its sole discretion and at any time, discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to or use of the Service under any section of this Agreement may be affected without prior notice, and you acknowledge and agree that Bemutri may immediately terminate your account and all related information and files in your account and/or bar any further access to or use of such files or the Service. Further, you agree that Bemutri will not be liable to you or any third party for any termination of your access to or use of the Service.
Bemutri reserves the right to take appropriate legal action, including pursuing civil, criminal or injunctive redress. Even after your right to access or use the Service is terminated or your account is terminated, this Agreement will remain enforceable against you.
11.3 Survival
Sections 2 (The Service), 5 (Intellectual Property Rights), 6 (Confidentiality), 8 (Limitation of Liability and Disclaimer of Warranties), 9 (Indemnification), 10 (Dispute Resolution), 11 (Term and Termination) and 12 (General) will survive the termination of this Agreement.
12. General
This Agreement constitutes the entire agreement between you and Bemutri and governs your use of the Service, superseding any prior agreements between you and Bemutri with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use affiliate or third party services, third party content or third party software.
To the maximum extent permitted by law, this agreement is governed by the laws of the State of Wyoming. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Bemutri agree to submit to the personal and exclusive jurisdiction of the provincial and federal courts located within Wyoming.
The failure of Bemutri to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this Agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
You may not assign this Agreement without the prior written consent of Bemutri, but Bemutri may assign or transfer this Agreement, in whole or in part, without restriction.
The section titles in this Agreement are for convenience only and have no legal or contractual effect.
Notices to you may be made via either email or regular mail. The Service may also provide notices to you of changes to this Agreement or other matters by displaying notices or links to notices generally on the Service.
13. Contact Us
Please contact us at the following addresses to report any violations of this Agreement or to pose any questions regarding this Agreement or the Service.
Attention:
Bemutri Inc.
Address:
30 NORTH GOULD STREET
SHERIDAN, WY 82801
UNITED STATES
Customer Support:
office@mutri.com