These Terms and Conditions regulate the collaboration established between INSTITUTO DE NUTRICIÓN DEPORTIVA, S.L., domiciled in C/ San Vicente Mártir, 128, CP 46009, Valencia, with Tax Identification Code B-98.628.613 (“INDYA“) and the Traineras identified in the “Special Conditions“Under the terms of which, on the one hand, the Trainer may offer the use of INDYA’s personalized nutritional planning App (the “Appto their end customers interested in having unassisted nutritional advice (the “…”).Users“On the other hand, INDYA will provide its services to the Users who register in the App, with the consequent acceptance on their part of the terms and conditions of use of the App.

These Terms and Conditions together with the Special Conditions constitute one and the same “Agreement“which will be binding for both INDYA and the Trainer from the moment the collaboration is formalized through a form.

INDYA will be completely alien to the contractual relationship that arises between the Trainer and the Users, and none of the terms reached between them will be enforceable against INDYA. The provision of INDYA’s services to the User shall be governed at all times by the terms and conditions that INDYA establishes in its App for its regular users.

1. SERVICES

From now on you can communicate our personalized nutritional planning service to as many athletes as you want and at the price you consider. Remember that you can offer it at two different rates:

No Nutritionist

Commission per athlete of 4,90€ + vat per month.

With Nutritionist

Commission per athlete of 19,90€ + vat per month because it includes:

• Unlimited contact with your nutritionist via chat.
• First online consultation free of charge.
• Monthly check-ups by the nutritionist.
• Refueling strategy in competitions.
• Personalized supplementation planning.
• Reconciliation of the plan with a partner or family.
• Nutritional strategy for people with pathologies.

 

INDYA may include new services for Users or modify those offered, at any time, with the corresponding adjustment in the consideration, if applicable. Changes in the services will be informed to the Trainer and will be applicable in the billing period immediately following their communication.

In addition, we added two more services. On the one hand. Anthropometry, a tool that allows us to obtain accurate measurements of body composition, which helps us to better understand the progress of your athletes and adapt specific strategies to achieve your goals.

On the other hand, to make this experience even more valuable and closer, we have implemented personalized video call sessions. Your clients will have a direct interaction with our nutritionists to work on a personalized plan tailored to their needs and goals.

Both anthropometries and video calls will always be performed by qualified sports nutritionists, licensed, specialized in sports performance and with specific training that certifies their ability to perform them and interpret the data. All of them have the International ISAK level 1 or 2 certification.

These services can be contracted directly from the App and prices vary according to the rate chosen by the athlete.

 

2. USE OF THE APP

 

In order for a coach’s athletes to take advantage of INDYA’s nutritional planning service, the coach must enter the e-mail address of the interested users in the Control Panel and select the rate they have previously chosen.

Once the trainer activates in the Control Panel the users interested in trying the service, it will be the Users who voluntarily access the App and accept the corresponding terms and conditions, as well as INDYA’s privacy policy in order to use the App and the nutrition service.

It is hereby stated that, in accordance with the aforementioned terms and conditions of the App and INDYA’s privacy policy, INDYA may send commercial communications to Users about the services it provides and the use of the App, even after the termination of the User as a user referenced by the Trainer, always in compliance with the applicable regulations and especially the data protection regulations and Law 34/2002, of July 11, 2002, on information society services and electronic commerce.

As users of the App, Users may request an improvement in the functionalities accessed in the App and all the modifications that the App itself offers, in which case INDYA will directly invoice the User in accordance with the economic terms and conditions that INDYA regularly offers to its users. INDYA is completely unaware of the consequences that this modification in the conditions of the provision of services and use of the App may have on the contractual relationship between the Users and the Trainer. Notwithstanding the foregoing, if the User directly contracts INDYA’s services through the App and improves the functionalities he/she had with respect to the program with the Trainer, INDYA will stop billing the fee corresponding to such User to the Trainer. INDYA will never encourage and will prevent as much as possible the transfer of a User to its normal subscription outside of the Coach Program.

 

3. OBLIGATIONS

 

3.1 INDYA’s Obligations

By virtue of this Agreement, INDYA agrees to:

1. To provide the services to the Users under the terms established in the Agreement.
2. Process trainer registrations and activation in the Control Panel within 48 working hours.
3. Support both trainers and users in the use of the App and the Control Panel for trainers.
4. To comply at all times with data protection regulations and other regulations applicable to the Agreement and its relationship with the User.

 

3.2 Duties of the Trainer

1. Disseminate the collaboration established with INDYA, making clear, in any case, the independence between the Parties.
2. Provide Users with the necessary information so that they can access the App from both the Apple Store and the Google Store so that they can register as users of the App.
3. At the end of the app’s trial month, if the coach wants to continue using the service, he/she must pay €4.90+vat or €19.90+vat depending on the rate chosen. In this second month, there will be no minimum billing and no minimum number of athletes. If you do not wish to continue with the service, you must unsubscribe through the Control Panel before the renewal date.
4. After the third month, the coach must have at least 5 active athletes in his Control Panel. If this number is not reached during the first 90 days, your account will be terminated.
5. Comply with applicable regulations, especially data protection regulations.
6. To pay INDYA the consideration for the services rendered to the Users in accordance with the special rates agreed between the parties, which are indicated in the Particular Conditions.

 

4. RATES AND METHOD OF PAYMENT

 

4.1 Rates

INDYA will invoice the Trainer at the rates set forth in the Special Conditions for each User who registers with the App and links to the Trainer. The Trainer in turn may charge the User the fee it deems necessary.

INDYA may unilaterally modify the rates of the services at any time. Changes in the rates will be communicated to the Trainer and will be applicable in the billing period immediately following their communication.

4.2 User registrations and cancellations and how they are reflected in the invoice

In the event that the Trainer notifies the cancellation of the User before the renewal date, (such period corresponds to one calendar month from the date of registration of the users described in section 3.1 and following calendar months from the date of registration and its corresponding renewals), INDYA will not proceed to include in the invoice the charge corresponding to the cancelled User. If, on the contrary, the Trainer communicates a cancellation after the renewal date, it is considered that a renewal will have been made, and, consequently, the service will be active until the end of the current “in progress” period.

4.3 Invoicing and payment

INDYA will issue a monthly invoice to the Trainer’s email address for payment within THIRTY (30) calendar days of issuance. Inside the Control Panel, the billing module is integrated where the coach must enter his card data to automate payments for the coming months and make everything easier. On the 1st of each month, the invoice will be charged with the number of athletes you have activated for that month. Each coach will be able to download their invoices and see the breakdown by athletes and type of fee.

4.4 Refunds

INDYA will not reimburse the Trainer amounts for partial periods, for lack of use of the services or for the Trainer’s willingness to terminate the Agreement early.

 

5. DURATION. TERMINATION. CONSEQUENCES OF TERMINATION

 

5.1. Duration

The duration of the Agreement shall be as indicated in the Special Conditions. In any case, such duration shall not be less than 1 month.

At the end of the initial term, the Agreement shall be automatically extended for successive monthly periods, unless either Party communicates to the other Party its interest in terminating or revising the Agreement one (1) month prior to the end date of the initial term or any of its extensions.

 

5.2. Consequences of termination

Upon termination of the Agreement, Users will no longer have access to the App. INDYA shall not be liable to Users for the effects that the termination of the Agreement may have on them.

INDYA may send a communication to Users informing them that they will no longer have access to the App and the information contained therein. INDYA may offer Users the possibility of maintaining their subscription to the App by contracting directly with INDYA.

 

6. LIMITATION OF LIABILITY

 

INDYA shall not be liable to either Coach or Users for any indirect, incidental, consequential, special, punitive or punitive damages or lost profits arising out of the provision of the Services and in the performance of this Agreement. INDYA’s total liability for damages arising in connection with this Agreement shall be limited to and shall not exceed the total amount paid by Coach to INDYA under this Agreement within 12 months prior to the damage.

If applicable law does not permit the limitation of liability as set forth above, the limitation shall be deemed modified only to the extent necessary to comply with applicable law.

 

7. INDUSTRIAL AND INTELLECTUAL PROPERTY

 

INDYA is the exclusive owner of all intellectual and industrial property rights derived from the App or has the necessary authorizations to use it and authorize third parties to use it.

Each Party shall retain ownership of the rights to its respective trademarks, designs, icons, promotional graphics or logos, software, source code, App, among others, which it owns or controls in whole or in part at the time of signing this Agreement (hereinafter, the “Marks and Materials”).Marks and Materials“).

Without prejudice to the uses, if any, that may be expressly authorized in this Agreement, each Party shall retain all intellectual and industrial property rights in its respective Marks and Materials, products and services.

For the purpose of fulfilling the object of this Agreement, the Parties mutually authorize each other to use the trademarks of the other Party for the purpose of disseminating the established collaboration. The authorized use is non-exclusive and non-transferable and free of charge and for as long as the present Agreement is in force. The Trainer shall limit the use exclusively to Users to inform about the possibility of using the App. For its part, INDYA may publicize the relationship established with the Coach and reference it as a participant in this special program aimed at gyms and sports coaches and include it in commercial communications, on its website and in presentations. Upon termination of this Agreement, any authorization granted for the use of the Trademarks and Materials shall immediately cease.

 

8. PROTECTION OF PERSONAL DATA

 

The data provided by the Trainer at the time of signing the Agreement will be treated in accordance with the Privacy Policy Privacy Policy, available at https://getindya.com/proteccion-de-datos-gdpr/

9. CONFIDENTIALITY

 

Information that the parties may exchange as a result of the performance of the Agreement, such as documents, forecasts, analyses or other material or information, whether oral or written, relating to INDYA or the Trainer and the Users to which the Parties have had access (the “Confidential Information”), shall be deemed to be confidential.Confidential Information“) shall be of a confidential nature. Consequently, the parties undertake to maintain the strictest confidentiality with respect to the Confidential Information, which may only be used for the fulfillment of the purpose of the Agreement. The Confidential Information may not be disclosed to third parties or used for purposes other than those set forth in the Agreement without the prior authorization of the affected party.

Exceptions to this general rule are those cases in which the information must be disclosed by legal, judicial or administrative provision or are in the public domain previously or at any time during the term of the Agreement without breach of the Parties.

The present confidentiality obligation shall subsist during the entire term of the Agreement and once terminated shall continue to be enforceable indefinitely.

 

10. MISCELLANEOUS

 

10.1. Force majeure.

INDYA shall not be deemed to be in breach of the Agreement, nor shall INDYA be liable for delay in performing or failure to perform any of its obligations under the Agreement if the delay or failure is due to events, circumstances or causes beyond its reasonable control, including, without limitation, strikes, lockouts, failure of a utility or transportation or telecommunications network, act of God, war, riot, civil commotion, malicious mischief, compliance with any law or order, governmental rule, regulation or instruction, accident, breakdown of plant or machinery, fire, flood, epidemic or pandemic, storm or default of subcontractors. If the period of delay or default continues for 8 weeks, the Trainer may terminate the Agreement upon 30 days written notice to INDYA.

 

10.2. Priority.

In case of conflict or inconsistency, the following order of priority shall apply, so that a clause contained in a higher document in the list shall take precedence over a clause contained in a lower document in the list: (a) the Special Conditions, with the most recent taking precedence over the oldest; and (b) these Terms and Conditions.

 

10.3. Full agreement.

The Special Conditions generated at the time of each engagement and these Terms and Conditions constitute the Agreement as the entire agreement between the parties and supersede and extinguish all prior agreements, promises, warranties, representations and understandings between them, whether written or oral.

 

10.4. Exercise of rights.

The failure of a party to exercise or delay in exercising any right or remedy provided in the Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.

 

10.5. Partial nullity.

If any provision or partial provision of the Agreement is found to be invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the provision or partial provision in question shall be deemed deleted without affecting the validity and enforceability of the remaining terms and conditions.

 

10.6. Notifications.

Any notice required under the Agreement shall be made in writing by e-mail to the e-mail address indicated in the Particular Conditions.

 

10.7. Assignment.

This Agreement may not be assigned, in whole or in part, without the prior written agreement of the Parties. The assignment that INDYA may make to other companies of its group is expressly excepted.

 

11. APPLICABLE LAW AND JURISDICTION

 

This Agreement shall be subject to Spanish common law. Any controversy that may arise from its execution and/or interpretation shall be submitted to the Courts and Tribunals of the city of Valencia.