Terms & Conditions

General conditions

Agreement

  1. Introduction

1.1. This Agreement govern the entire relationship between the academy student (later referred to as “the student”), and the Company.

1.2. Before the Distance contract is concluded, the student will be provided with the text of this Agreement electronically or in other durable format. If this is not reasonably possible, the Company will indicate, before the Distance contract is concluded, in what way this Agreement is available for student review at the Company's premises and that they will be sent free of charge to the student as soon as possible, at the student's request.

1.3. THE STUDENT IS OBLIGED TO CAREFULLY READ THIS AGREEMENT BEFORE ACCEPTING IT AND USING THE SERVICES OF THE COMPANY. THE STUDENT AGREES THAT HIS/HER USE OF THE SERVICES ACKNOWLEDGES THAT THE STUDENT HAS READ THIS AGREEMENT, UNDERSTOOD IT, AND AGREED TO BE BOUND BY IT.

1.4. This Agreement contains a mandatory arbitration provision that, as further set forth in Section 17 below, requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or any other court proceedings, or class actions of any kind.

  1. Definitions

2.1. Some terms are defined in the introductory part of this Agreement. Unless this Agreement provides otherwise, wherever used in this Agreement, including the introductory part, the following terms when capitalized shall have the following meanings:

(a)

Agreement

Agreement for providing online wellness course access which include topics about nutrition, fitness, motivation and coaching. In each topic student is required to perform evaluation. 

(b)

Student

A person who pays a fee to enroll in online wellness course. 

(c)

Teachable platform

A 3rd party education system where actual academy content is hosted. 

(d)

Offer

the Service to enter into this Agreement of Services provided by Company to the student.

(e)

Privacy Policy

the privacy policy of the Company published on the Website.

(f)

Services

Online wellness course provided to the Student by the Company.

(g)

Digital content

Whole course content provided online by the Company, including other materials sent via email or other electronic channels. 

(h)

Distance contract

a contract concluded between the Company and the Student within framework of system organized for the distance sale of Digital services and content.

(i)

Website

the website of the Company available at kilofitacademy.com

(j)

Apps

Mobile apps are available after graduation to work with the clients. Apps can be found at Google Play Store and Apple’s App Store by the name “Kilo Fit” and “Kilo Fit for Clients”

(k)

Company

InnoDiets, UAB, company code 305493571, registered office at Tarpupio g. 29, Mamavys, LT-21169 Trakai district, at the Republic of Lithuania, and office address at Antakalnio st. 17, Vilnius, European Union, e-mail: [email protected] a company incorporated under the laws of Lithuania, data about the company is stored and kept with the Register of Legal Entities of the Republic of Lithuania (the “Company”).

 

  1. Submission of the Offer

3.1. The Company will provide the Student a possibility to access online wellness course in teachable.com platform.

3.2. The Student will be asked to provide certain information through the Website before receiving the Service by choosing provided options or typing requested details. The Student is obliged to provide current, correct and comprehensive information that is requested to be provided in the Website.

3.3. Upon submission of the information established in Section 3.2 of this Agreement, the Student will be provided with the Service. The Company may offer a complimentary free trial period to try the service, after which the Student can select an (Offer) which will be detailed inside the web. The Offer will include information on the following:

3.3.1. Course content and price;

3.3.2. payment options: via credit card or other allowable payment form

3.3.3. other information Company finds important to include in the Offer.

3.3.4 after choosing the offer, the corresponding amount will be billed. If a student chooses to extend the course with additional material which is priced separately, corresponding amount will be billed again.  

3.4. Accepting the Offer

3.4.1. The student accepts the Offer once he/she ticks the box “I agree with the Terms & Conditions” and proceeds to the next step.

 

  1. Distance contract

4.1. The Distance contract will be concluded at the moment when the student accepts the Offer and as indicated in paragraph 3.3.1.

4.2. As the Student will accept the Offer electronically, the Company will confirm receipt of acceptance of the Offer electronically. The Company will grant access to the course in 3rd party learning platform teachable.com 

4.3. AS AGREEMENT BETWEEN THE COMPANY AND THE STUDENT CONSISTS OF DIGITAL CONTENT WHICH IS NOT SUPPLIED ON A TANGIBLE MEDIUM THE STUDENT AGREES TO LOSE HIS/HER RIGHT OF WITHDRAWAL OF THE AGREEMENT.

4.4. The Company makes reasonable efforts to ensure that Services operate as intended, however such Services are dependent upon internet and other services and providers outside of the control of the Company. By using Company`s Services, the Student acknowledges that the Company cannot guarantee that the Services will be uninterrupted, error free or that the information it contains will be entirely free from viruses, hackers, intrusions, unscheduled downtime or other failures. The Student expressly assumes the risk of using or downloading such Services.

4.5. From time to time and without prior notice to the Student, we may change, expand and improve the course and/or Services. We may also, at any time, cease to continue operating part or all of the Services or selectively disable certain aspects of the Services. Any modification or elimination of the Services will be done in our sole and absolute discretion and without an ongoing obligation or liability to the Student.

4.6. The Student furthermore agrees that:

4.6.1 he/she shall not access Services if he/she is under the age of 18;

4.6.2 The Student will deny access of course and/or Services to children under the age of 18. The Student accepts full responsibility for any unauthorized use of the course and /or Services by minors.

  1. Payments

5.1. The amount may change with prior 30 days notice to existing users, except for price changes in VAT-tariffs. Price for new users can change without prior notice. 

5.2. The Student agrees to:

5.2.1. pay all additional costs, fees, charges, applicable taxes and other charges that can be incurred by the Student;

5.2.2. purchase Services from the Website by using valid credit card or other allowed form of payment;

5.2.3. provide Company current, correct and comprehensive information as detailed in the purchase order form. If Company discovers or believes that any information provided by Student is not current, inaccurate or incomplete, the Company reserves the right to suspend the Service at its sole discretion and Student forfeits any right to refund paid amount.

5.3. After the Student is transferred to the third party payment service provider, the risk of loss or damages will pass to the Student and/or third party service. The Student online credit or debit card payments to the Company will be handled and processed by third party payment service provider and none of the sensitive data in relation to your payment will be stored on or used by the Website and/or for the Services. The Company shall not be liable for any payment issues or other disputes that arise due to the third party payment services. The Company may change the third party payment service provider from time to time.

5.4. All prices and costs are in US Dollars unless otherwise indicated.

  1. Refund Policy

6.1. If a student has not started the online course (has not viewed content in teachable platform), he/she is eligible for a full refund within the 14 days of purchase. If a student has started the course, he/she can ask for a partial refund within the 14 days of purchase. If a student has viewed more than 50% of the course, he/she is not obliged for a refund anymore. For refunds please write us an email at [email protected] 


  1. Intellectual Property Rights

7.1. As between the Company and the Student, all intellectual property rights, including but not limited to copyright, design rights, software code, course material, trademark rights, patent rights and any other proprietary rights in or related to the Services and Services-related content are owned by the Company.

7.2. The Student must not reproduce, disassemble, reverse engineer, decompile, distribute, publicly display or perform, or publish or otherwise make available the Services including but not limited to Digital content, in whole or in part without Company’s prior written consent.

7.3. The Student hereby grants to the Company a perpetual, irrevocable, worldwide, fully paid-up and royalty‑free, non-exclusive license, including the right to sublicense (through multiple tiers) and assign to third parties, to reproduce, distribute, perform and display (publicly or otherwise), create derivative works of, adapt, modify and otherwise use, analyze and exploit in any way now known or in the future discovered, his/her User Content (except for User Trademarks) as well as all modified and derivative works thereof. To the extent permitted by applicable laws, the Student hereby waives any moral rights he/she may have in any User Content. “User Content” means any User Trademarks, communications, images, writings, creative works, sounds, and all the material, data, and information, that the Student uploads, transmits or submits through the Services, or that other users upload or transmit. By uploading, transmitting or submitting any User Content, the Student affirms, represents and warrants that such User Content and its uploading, transmission or submission is (a) accurate and not confidential; (b) not in violation of any applicable laws, contractual restrictions or other third‑party rights, and that the Student has permission from any third party whose personal information or intellectual property is comprised or embodied in the User Content; and (c) free of viruses, adware, spyware, worms or other malicious code.

7.4. No part of this Agreement is, or should be interpreted as a transfer of intellectual property rights in relation to the Services or Services-related content, except as expressly set forth in Section 8.1 below.

  1. Use of Digital content

8.1. All intellectual property rights specified in Article 7.1 and relating to Digital content are owned by the Company. Digital content is licensed pursuant to this Section 8, and is not sold. The Student will only be granted a limited, revocable, non-exclusive, non-transferable and non-sublicensable license, subject to the terms and conditions of this Agreement, to use (solely for the Student’s individual use) any Digital content provided by Company to the Client.

8.2. The term of this licence shall be for a term of 5 years from the date of the Student receiving the applicable Digital content, unless earlier suspended or terminated in accordance with this Agreement.

8.3. Unless expressly otherwise provided, the Student must not use any Digital content except for personal, non-commercial purposes.

8.4. The Student must not edit, reproduce, transmit or lend the Digital content or make it available to any third parties or use it to perform any other acts which extend beyond the scope of the licence provided in this Section 8 by the Company.

8.5. The Company may impose restrictions on the scope of the licence or the number of devices or types of devices on which Digital content can be used.

8.6. If the Student violates this Section 8, the Company may suspend access to the relevant Digital content, without limiting any of Company’s rights or remedies under this Agreement or applicable law, including Company’s right to recover from the Student’s the loss suffered as a result of or in connection with the infringement, including any expenses incurred.

  1. Sale of Digital Content Prohibited

9.1. The Student is prohibited from selling, offering for sale, sharing, renting out or lending Digital content, or copies of Digital content.

  1. Privacy Policy

10.1. The processing of Student’s personal data is governed by the Privacy Policy which can be found on the Website. It is recommended for the Student to print and keep a copy of the Privacy Policy together with this Agreement.

  1. Indemnity

11.1. The Student will indemnify and hold the Company, its affiliates, officers, directors, employees, agents, legal representatives, licensors, subsidiaries, joint ventures and suppliers, harmless from any claim or demand, including reasonable attorneys` fees, made by any third party due to or arising out of Coach’s or Client’s breach of this Agreement or use of the Services, or Student’s violation of any law or the rights of a third party in conjunction with Student’s breach of this Agreement or use of the Services.

  1. Liability

12.1. INFORMATION MAY NOT BE APPROPRIATE OR SATISFACTORY FOR THE STUDENTS USE, AND HE/SHE SHOULD VERIFY ALL INFORMATION BEFORE RELYING ON IT OR. ANY DECISIONS MADE BASED ON INFORMATION CONTAINED IN THE WEBSITE, INCLUDING INFORMATION RECEIVED THROUGH STUDENTS USE OF THE SERVICES AND INFORMATION RECEIVED FROM THE COURSES, ARE HIS/HER SOLE RESPONSIBILITY.

12.2. STUDENTS EXPRESSLY UNDERSTANDS AND AGREES THAT THE COMPANY SHALL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR THOSE RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION, LOSS OF GOODWILL, LOSS OF USE, OR OTHER LOSSES WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY (EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF: (i) THE USE OR INABILITY TO USE SERVICES, (ii) ANY LINK PROVIDED IN CONNECTION WITH THE SERVICES, (iii) THE MATERIALS OR INFORMATION CONTAINED AT ANY OR ALL SUCH LINKED WEBSITES, (iv) STUDENTS RELIANCE ON ANY OF THE SERVICES; (v) THE INTERRUPTION, SUSPENSION, TERMINATION OF THE SERVICES OR ANY PORTION THEREOF, (vi) THE TIMELINESS, DELETION, MISDELIVERY OR FAILURE TO POST OR STORE ANY INFORMATION, OR (vii) ANY MATTER OTHERWISE RELATED TO THE STUDENTS USE OF THE SERVICES. IN NO EVENT SHALL THE COMPANY’S AGGREGATE LIABILITY TO THE CLIENT RELATING TO HIS/HER USE OF THE SERVICES EXCEED ONE HUNDRED DOLLARS ($100).

12.3. A party to the Agreement shall be released from responsibility for non-fulfilment if it proves that this Agreement were not fulfilled due to force majeure. In particular, the Company shall not be liable for any losses caused by force majeure, riot, war or natural events or due to other occurrences for which the Company is not responsible (e.g. strike, lock-out, traffic hold-ups, administrative acts of domestic or foreign high authorities). The Student must provide written notification of the occurrence of force majeure, which prevents the fulfilment of this Agreement, within 30 calendar days from the date of the occurrence of these circumstances. The Company shall inform the Student about the occurrence of force majeure by e-mail or on the Website if possible.

12.4. THE LIABILITY OF THE COMPANY IS LIMITED TO DIRECT LOSSES, UNLESS OTHERWISE PROVIDED UNDER THE APPLICABLE LAWS.

12.5. The Website may provide links to other websites that are not owned and/or controlled by the Company. The Student acknowledges and agrees that the Company is not responsible for the availability of such websites. Furthermore, the Company is not responsible or liable for any content, advertising, products or other materials on such websites and therefore the Student agrees that the Company shall not be responsible or liable, directly or indirectly for any damage or loss caused or alleged to be caused by or in connection with use or reliance on any such content, goods, services available on or through any such websites.

  1. Medical disclaimer

13.1. THE COMPANY OR THE STUDENT (UNLESS STATED OTHERWISE) IS NOT A MEDICAL ORGANIZATION AND IS NOT PROVIDING ANY MEDICAL ADVICE OR ASSISTANCE. NOTHING WITHIN THE SERVICES PROVIDED BY THE COMPANY IS ASSOCIATED WITH, SHOULD BE TAKEN AS, OR UNDERSTOOD AS MEDICAL ADVICE OR ASSISTANCE, NOR SHOULD IT BE INTERPRETED IN SUBSTITUTION FOR ANY MEDICAL ADVICE OR ASSISTANCE, OR USED OR REFERRED TO INSTEAD OF SEEKING APPROPRIATE MEDICAL ADVICE OR ASSISTANCE FROM HEALTH CARE PROVIDERS. THE STUDENT IS SOLELY RESPONSIBLE FOR EVALUATING AND ASSESSING HIS OWN HEALTH, INCLUDING ANY NEED TO SEEK APPROPRIATE GUIDANCE FROM A HEALTH CARE PROVIDER.

  1. Validity and Termination

14.1. This Agreement is effective after the Student accepts and electronically expresses his/her consent to comply with them, and they shall remain in effect until terminated in accordance with the following section.

14.2. The Company may terminate the relationship with the Student at any time in the following cases: (i) the Student does not agree with the Agreement; (2) the Student commits any breach of the Agreement; (3) the Student does not provide information requested by the Company and/or provides incorrect and/or incomprehensive information. Notwithstanding the foregoing, statutory termination rights shall not be affected.

  1. Changes to Agreement

This Agreement, privacy policy and any additional terms and conditions that may apply are subject to change. All amended Agreement, privacy policy and any additional terms and conditions will be posted online on Website. Company’s right to amend includes the right to modify, add to, or remove any terms. Company will provide Student 10 days’ notice by posting the amended terms on the Website and will notify the Student by email. Company may also ask the Student to acknowledge acceptance of the amended terms through an electronic click-through. The Student agrees that notice of modifications on the Website and by email is adequate notice.

  1. Communication

16.1. In general, the Company prefers communication by e-mail. By accepting this Agreement, the Student accepts communication by e-mail. For this purpose, the Student is required to have a valid e-mail address and provide it when filling required information as stipulated in Article 3.2. The Student should check his/her e-mail messages regularly and frequently. E-mails may contain links to further information and documents on the Website. Other communication methods like push notifications inside the apps can be used as well. 

16.2. Where applicable laws require provision of information on a durable medium, the Company will either send the Student an email with an attachment or send a notification referring to the Website with download function to retain such information and documents permanently for future reference. It is the Students responsibility requested to keep copies of all communications from the Company.

16.3. The Student may request a copy of this Agreement or any other contractual document by contacting [email protected]

16.4. The communication with the Student will be made in English, unless the Company and the Student agree to communicate in another language.

16.5. The Student may contact us at any time by sending a message to he[email protected]

  1. Dispute resolution

17.1. Governing Law. This Agreement is governed by the laws of Texas without regard to its principles of conflicts of law, and regardless of Client’s location.

17.2. Informal Dispute Resolution. Student agrees to participate in informal dispute resolution before filing a claim against the Company. Any complaints in relation to the Company and the Services provided to the Student should be addressed to the Company by contacting [email protected] . Student should clearly indicate that a complaint is being submitted and specify the grounds and circumstances concerning the complaint. The Company will send a complaint acknowledgement to the e-mail address from which the complaint has been received. We will consider the complaint and respond to the Student within 14 calendar days of the day of receipt of a relevant complaint. If a dispute is not resolved within 30 calendar days of the day of receipt of a relevant complaint, Student or Company may bring a formal claim.

17.3. Arbitration. Except for disputes that qualify for small claims court, all disputes arising out of or related to this Agreement or any aspect of the relationship between Student and Company, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, will be resolved through final and binding arbitration before a neutral arbitrator instead of in a court by a judge or jury. Student and Company agrees that Student and Company are each waiving the right to trial by a jury. Such disputes include, without limitation, disputes arising out of or relating to interpretation or application of this arbitration provision, including the enforceability, revocability or validity of the arbitration provision or any portion of the arbitration provision. All such matters shall be decided by an arbitrator and not by a court or judge.

17.4. Student agrees that any arbitration under this Agreement will take place on an individual basis; class arbitrations and class actions are not permitted and the Student is agreeing to give up the ability to participate in a class action.

17.5. Student may opt out of this agreement to arbitrate by emailing [email protected] with their first name, last name, and address within thirty (30) days of accepting this agreement to arbitrate, with a statement that Student declines this arbitration agreement.

17.6. The arbitration will be administered by the American Arbitration Association under its Consumer Arbitration Rules, as amended by this Agreement. The Consumer Arbitration Rules are available online at https://www.adr.org/consumer. The arbitrator will conduct hearings, if any, by teleconference or video conference, rather than by personal appearances, unless the arbitrator determines upon request by Student or Company that an in-person hearing is appropriate. Any in-person appearances will be held at a location that is reasonably convenient to all parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, such determination should be made by the AAA or by the arbitrator. The arbitrator’s decision will follow the terms of this Agreement and will be final and binding. The arbitrator will have authority to award temporary, interim or permanent injunctive relief or relief providing for specific performance of this Agreement, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof. Notwithstanding any of the foregoing, nothing in this Agreement will preclude Student from bringing issues to the attention of federal, state or local agencies and, if the law allows, they can seek relief against us for you.

  1. Miscellaneous

18.1. No person other than the Student shall have any rights under this Agreement.

18.2. Student may not assign any rights under this Agreement to any third party without the prior consent of the Company. The Company at its sole discretion may assign its rights and obligations under this Agreement in full or in part to any third party.

18.3. If any part of this Agreement is found by a court of competent jurisdiction to be invalid, unlawful or unenforceable then such part shall be severed from the remainder of the Agreement, which shall continue to be valid and enforceable to the fullest extent permitted by law.

18.4. THE USE OF THE SERVICES IS SOLELY AT STUDENTS OWN RISK. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND WITH RESPECT TO THE WEBSITE AND SERVICE, WHETHER EXPRESS OR IMPLIED INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO THE COACH OR CLIENT. THE COMPANY MAKES NO WARRANTY THAT THE SITE OR SERVICE WILL MEET STUDENTS REQUIREMENTS, OR WILL BE UNINTERRUPTED, TIMELY, SECURE, CURRENT, ACCURATE, COMPLETE OR ERROR-FREE OR THAT THE RESULTS THAT MAY BE OBTAINED BY USE OF THE SITE OR SERVICE WILL BE ACCURATE OR RELIABLE. STUDENT UNDERSTAND AND ACKNOWLEDGE THAT HIS/HER SOLE AND EXCLUSIVE REMEDY WITH RESPECT TO ANY DEFECT IN OR DISSATISFACTION WITH THE SITE OR SERVICE IS TO CEASE TO USE THE SERVICES. STUDENT MAY HAVE OTHER RIGHTS, WHICH MAY VARY FROM STATE TO STATE.

18.5. BY USING THE SERVICE OR ACCESSING THE WEBSITE/APP OR SERVICE, STUDENT HEREBY ACKNOWLEDGE THAT HE/SHE HAVE READ THIS AGREEMENT, UNDERSTOOD IT, AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS.

18.6 IF THE COMPANY CHANGES THE NAME OR THE OWNER OF THE COMPANY, ALL CONDITIONS SPECIFIED IN THIS DOCUMENT REMAINS. 

18.7 COMPANY DOES NOT GUARANTEE THE STUDENT ANY CLIENTS AFTER GRADUATION.

18.8 IN THE EVENT THIS DOCUMENT IS TRANSLATED INTO OTHER LANGUAGES AND IF THERE ARE DIFFERENCES BETWEEN THE ENGLISH VERSION AND SUCH TRANSLATION, THE ENGLISH VERSION SHALL PREVAIL, UNLESS OTHERWISE PROVIDED.