Terms and Conditions
1. Parties
1.1 These Terms and Conditions (Terms) are entered into between Bwell FZC LLC trading as b.well coaching (the Company), a Company formed and licensed in the UAE (SPC Freezone), and the individual purchasing the Service (Client).
1.2 b.well coaching is the brand name under which Bwell FZC LLC provides its coaching services.
2. Definition and Interpretation
2.1 In these Terms, unless the context requires otherwise, words and expressions defined in Schedule 1 have the meaning given to them there.
2.2 Headings are for convenience only and do not affect interpretation.
2.3 References to the singular include the plural and vice versa.
3. Acceptance of Terms
The Client accepts and agrees to be bound by these Terms upon completing the checkout process, confirming acceptance of these Terms, and/or paying the applicable Service Fee, whether through a third-party provider or otherwise.
4. Client Warranties
The Client warrants that:
4.1 they are 18 years or older and have full legal capacity to enter into these Terms;
4.2 all information provided to the Company is accurate and complete;
4.3 they are physically and medically able to participate in this Service or have obtained appropriate medical clearance; and
4.4 they will promptly notify the Company of any material change affecting their participation.
5. Client Acknowledgments
The client acknowledges and agrees that:
5.1 the Service supports physical fitness and healthy lifestyle habits only;
5.2 the Service is not medical, clinical, therapeutic, psychological or dietetic in nature;
5.3 the Company does not provide medical treatment, clinical nutrition, therapy, counseling, or mental health services;
5.4 any nutrition related guidance provided is general and non-clinical;
5.5 the Service does not replace professional medical, dietetic, or mental health care.
6. Platform
6.1 The Service may be delivered via the Platform.
6.2 The Company may invite the client to access the Platform. The Client may enter into a separate agreement with the Platform provider to access the Platform.
6.3 The Company is not responsible for the Platform providers systems availability or policies.
7. Fees and Billing
7.1 The Client must pay the Service Fee in advance unless otherwise agreed in writing.
7.2. Payment may be processed via a third-party payment provider nominated by the Company, or by any other method agreed between the Parties. The Client acknowledges that use of a third-party payment provider may subject the Client to that provider’s terms and policies.
7.3. The Service may be provided as:
7.3.1 a rolling recurring service;
7.3.2 a fixed term service; or
7.3.3 a one off, program only, challenge or non-recurring service.
7.4 Where the Service is recurring, it will renew automatically at the end of each billing cycle unless terminated in accordance with Clause 10.
7.5. Where the Service is fixed-term, it will conclude at the end of the agreed duration and will not automatically renew unless agreed in writing.
7.6. Where the Service is a one off or digital program, access is granted upon payment and the Service is non-recurring.
7.7. Billing may be processed through a nominated third-party provider or directly by the Company. Electronic invoices or receipts may be issued.
8. Recurring Service Fee Changes
8.1 The Company may change the Service Fee by giving at least 30 days’ notice to the Client where the Service is recurring.
8.2 If the Client does not wish to continue the Service at the revised Service Fee, the Client may end the Service before the change takes effect in accordance with Clause 10.
9. Terms Changes
9.1 The Company may amend these Terms.
9.2 Material changes will be notified at least 30 days before they take effect.
9.3 The Client may terminate the Service before a material change takes effect in accordance with Clause 10.
10. Termination
10.1 The Client may cancel this Agreement within the Cooling Off Period by providing written notice to the Company.
10.2 If this agreement is terminated within the Cooling Off Period, and the Service has commenced, the Company may deduct a reasonable amount from the Service Fee reflecting the time spent preparing for and/or delivering the Service prior to the termination of the Agreement.
10.3 Where the Service includes immediate access to digital materials, programs or the Platform, and access has been granted during the Cooling Off Period at the Client's request, the Service Fee is non-refundable to the extent permitted by law.
10.4 Where the Service is recurring, the Client may terminate the Service by giving the Company at least 14 days’ notice before the next scheduled billing date.
10.5 Where the Service is fixed-term, it continues for the agreed duration and may not be terminated for convenience once commenced unless agreed by the Company in writing. The Service Fees for fixed-term Services are non-refundable once the Service has commenced, except as required by law.
10.6 Where the Service is a one-off, challenge, program-only or other non-recurring Service, the Service Fees are non-refundable once the Service has commenced, unless otherwise required by law.
10.7 The Company may terminate the Service by giving at least 14 days’ notice to the Client, or otherwise immediately where continued provision of the Service is not reasonably possible due to material breach, misuse or abusive conduct by the Client.
11. Freezing the Service
11.1 A Freeze may be agreed in writing.
11.2 Any agreement in accordance with Clause 11.1 must include the duration and billing treatment of the Freeze.
12. Additional Services
Any additional or varied Service agreed between the Parties in writing will be governed by these Terms unless expressly stated otherwise.
13. Intellectual Property
13.1 The Materials remain the intellectual property of the Company.
13.2 The Client is granted a personal, non-exclusive and non-transferrable licence to use the Materials for their own individual use only.
13.3. The Client must not reproduce, distribute, share, resell or make the Materials available to any third-party without the prior written agreement by the Company.
14. Indemnity and Release
14.1 The Client acknowledges that exercise and lifestyle change involves risks.
14.2 The Client voluntarily assumes all risks associated with participation in the Service.
14.3 To the maximum extent permitted, the Client releases and holds harmless the Company and its representatives from all claims and losses arising from participation in the Service.
14.4 The Client will indemnify the Company against any losses arising from breach of these Terms or misuse of the Service.
15. Limitation of Liability
15.1 To the maximum extent permitted by law, the Company is not liable for any direct, indirect or consequential loss by the Client as a result of participating in the Service.
15.2 The Client agrees the Company’s total liability is limited to the Service Fees paid to the Company.
16. Privacy and Data
The Company processes personal data necessary to deliver the Service and administer billing. The Client acknowledges and agrees that personal data may be processed by third-party providers and stored outside the UAE.
17. Force Majeure
Neither Party is liable for delay or failure caused by events beyond reasonable control.
18. Severability
If any provision of these Terms is unenforceable, the parties agree the remainder of the Terms will continue with full force and effect.
19. Governing Law and Jurisdiction
These Terms are governed by the laws of the United Arab Emirates as applied in the Emirate of Dubai and the parties unconditionally submit to exclusive jurisdiction of the Courts of the Dubai International Financial Centre (DIFC).
Schedule 1 – Definitions
In these Terms:
Client means the individual (or Company) purchasing the Service.
Company means Bwell FZC LLC.
Cooling Off Period means 7 days from the date the Client first pays the Service Fee.
Effective Date means the date the Client first pays the Service Fee.
Freeze means a temporary pause of the Service agreed in writing between the parties.
Materials means all programs, materials, training plans, documents, resources and content provided as part of the Service.
Notice means written notice given by email or other agreed written communication.
Platform means third-party software or applications used to deliver the Service including any fitness application or coaching platform nominated by the Company whether branded as b.well or otherwise.
Service means any personal training, fitness coaching, healthy lifestyle habits coaching, general nonclinical nutrition guidance, fixed-term package, structured program, challenge or other service agreed in writing between the Company and the Client.
Service Fee means the amount charged by the Company for the applicable Service.
Terms mean these Terms and Conditions, including Schedule 1.