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Nutrition Partnership Agreement

This Agreement (hereinafter referred to as the "Agreement") governs the relationship between Badnii (hereinafter referred to as "Badnii" or "the Platform") and the Nutrition Specialists (hereinafter referred to as "Specialist") who provide services to users through the Badnii platform.

By registering as a Nutrition Specialist on the Badnii platform, you agree to the terms and conditions set forth in this Agreement.

1. Roles and Responsibilities

1.1 Role of Badnii

Badnii provides an online platform where Specialists can offer nutrition-related services, including but not limited to consultations, dietary advice, and customized meal plans.

Badnii facilitates the connection between Specialists and customers, but it does not interfere in the direct provision of services by Specialists.

1.2 Role of the Specialist

The Specialist is responsible for providing accurate, professional, and evidence-based nutrition advice to customers.

The Specialist must uphold all ethical and professional standards of their profession when providing services on the platform.

The Specialist must ensure that all customer consultations and recommendations are tailored to individual customer needs and comply with all applicable laws and regulations related to nutrition and health.

The Specialist is responsible for maintaining their professional credentials, including licenses and certifications, and must provide proof of qualifications upon request by Badnii.

2. Account and Registration

2.1 Specialist Account

Specialists are required to create an account on the platform and provide complete, accurate, and current information.

The Specialist must keep their account information up to date, including any changes in professional status, qualifications, or contact information.

2.2 Account Verification

Badnii reserves the right to verify the credentials and qualifications of Specialists before approving them to provide services on the platform.

Badnii may conduct background checks and credential verifications to ensure compliance with platform standards.

3. Compensation and Payment

3.1 Service Fees

Specialists will set their own rates for services provided through the platform, subject to any minimum or maximum rates imposed by Badnii.

Customers will pay for services through the platform, and Badnii will process the payments on behalf of the Specialist.

3.2 Commission

Badnii will deduct a 15% commission from the specialist's earnings for each completed consultation or service provided through the platform. This commission is applied to the total fees charged by the specialist and covers platform-related costs such as maintenance, customer support, and administrative expenses.

Badnii reserves the right to adjust the commission rates in response to market conditions or platform improvements. However, any adjustments to the commission rate will be made with the following conditions:

Notification: Specialists will receive at least 30 days' notice of any changes to the commission rate.

Fairness and Transparency: Any changes in commission rates will be made transparently and in a manner that ensures specialists are not unfairly impacted. Badnii will strive to minimize any negative impact on the specialist's earnings.

Consultation: Specialists will have the opportunity to provide feedback on any proposed changes to the commission structure, and Badnii will take this feedback into consideration before implementing any modifications.

Transfer and Currency Fees: Any transfer charges or currency exchange fees incurred during payment transfers will be the responsibility of the specialist. Payments will be transferred to the specialist's account in USD (US Dollar).

Currency and Payment Method: The currency in which the fees will be calculated and the preferred payment method (e.g., bank transfer, PayPal, etc.) should be indicated.

Taxation and Deductions: The Specialist is responsible for complying with applicable tax regulations and reporting their income. Any applicable taxes, deductions, or transaction fees should be clearly outlined.

Payment Reconciliation: The platform shall provide statements or reports to the Specialist, detailing the services rendered, fees earned, and the commission deducted for transparency and record-keeping purposes.

3.3  Payment Schedule

Badnii will transfer payments to the Specialist from 25 to 30 working days or as otherwise specified by the platform. Payment will be made through the method specified by the Specialist in their account settings.

Badnii is not responsible for any payment delays caused by third-party payment processors or banking institutions.

4. Cancellation and Refund Policy

If a customer cancels a program within three (3) days of its initiation:

The customer is entitled to a refund of the program fees, subject to a 10% deduction as cancellation fees. Of this 10%, the platform will deduct 15% from the total amount of the cancellation fee.

The cancellation fee will be deposited into the nutrition account as per the payment schedule.

5. Use of the Platform

5.1 Platform Access

Specialists are granted access to the platform to manage their consultations, communicate with customers, and provide services.

Badnii reserves the right to monitor Specialist interactions with customers to ensure compliance with this Agreement and platform policies.

5.2 Code of Conduct

Specialists must interact with customers in a professional, respectful, and ethical manner always.

Specialists are prohibited from sharing or requesting any personal, confidential, or payment information directly from customers. All communications and transactions must occur through the platform.

Any behavior that violates the platform’s policies or is deemed unprofessional may result in the suspension or termination of the Specialist’s account.

5.3 Service Delivery

Specialists are expected to provide services to customers within the agreed time frame and to meet any scheduled consultation times punctually.

If a Specialist needs to cancel or reschedule a session, they must inform the customer through the platform as early as possible.

6. Confidentiality and Data Protection

6.1 Confidential Information

Both Badnii and the Specialist agree to maintain the confidentiality of all sensitive information exchanged through the platform. This includes customer health data, personal information, and consultation details.

Specialists must not share customer information with any third parties without the explicit consent of the customer, except as required by law.

6.2 Data Security

Specialists agree to comply with Badnii’s data protection policies and ensure that all customer data is handled securely.

Specialists must report any data breaches or security incidents to Badnii immediately upon discovery.

7. Liability and Indemnification

7.1 Specialist Liability

The Specialist is solely responsible for the advice and recommendations provided to customers. Badnii is not liable for any damages or claims arising from the services provided by the Specialist.

Specialists agree to indemnify and hold Badnii harmless from any claims, damages, or liabilities arising from the Specialist’s actions, advice, or recommendations to customers.

7.2 Platform Liability

Badnii provides the platform "as is" and makes no guarantees regarding the availability, security, or performance of the platform.

Badnii is not liable for any indirect, incidental, or consequential damages arising from the use or inability to use the platform.

8. Termination and Suspension

8.1 Termination by Specialist

The Specialist may terminate this Agreement and close their account at any time.

8.2 Termination by Badnii

Badnii reserves the right to suspend or terminate the Specialist’s account at any time, with or without cause, if the Specialist violates this Agreement or engages in any behavior that harms the platform’s reputation or its users.

In the event of termination, Badnii will pay the Specialist any outstanding balances for services rendered prior to the termination, minus any applicable fees or commissions.

9. Intellectual Property

9.1 Platform Content

Badnii retains all rights to the platform’s content, including trademarks, logos, designs, and software. Specialists are prohibited from using the platform’s intellectual property without prior written consent.

9.2 Specialist Content

Specialists retain ownership of the content they create, such as meal plans and consultation notes. However, by using the platform, Specialists grant Badnii a non-exclusive, royalty-free license to use, modify, and display such content for the purpose of providing services on the platform.

10. Amendments to the Agreement

Badnii reserves the right to modify this Agreement at any time. Specialists will be notified of any significant changes, and continued use of the platform constitutes acceptance of the modified terms.

11. Governing Law and Dispute Resolution

11.1 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the Sultanate of Oman. In the event of international operations or cross-border disputes, parties agree to initially refer to Omani law, unless otherwise required by the jurisdiction applicable to the specific transaction or service.

11.2 Dispute Resolution

In the event of any dispute arising from this Agreement, both parties agree to attempt to resolve the matter amicably. If a resolution cannot be reached, the dispute will be submitted to the courts of Oman for resolution.

12. Miscellaneous

12.1 Entire Agreement

This Agreement constitutes the entire understanding between Badnii and the Specialist and supersedes any prior agreements or communications regarding the subject matter.

12.2 Severability

If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

12.3 Notices

All notices and communications under this Agreement must be sent via email or through the platform’s messaging system.

13. Communication and Contact Information

Platform Communication Only: Nutritionists are required to keep all communication with customers within the Badnii platform. This includes messaging, file sharing, and consultation discussions.

Prohibition on Sharing Contact Information: Nutritionists are strictly prohibited from sharing any personal contact information with customers, such as email addresses, phone numbers, social media profiles, or any other direct contact methods outside the Badnii platform.

Purpose: This policy is in place to protect both the Nutritionist and the customer by ensuring all interactions are secure, monitored, and supported by the platform’s protection and dispute resolution systems.

Consequences of Violation: Failure to adhere to this policy may result in warnings, suspension, or termination of the Nutritionist’s account, as well as forfeiture of access to the platform’s services.