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Conviboost. Personal Trainer App

B2B Promotional Terms & Conditions and Project Scope

Effective from

These Terms & Conditions ("Terms") govern the design, development and initial deployment of the Conviboost Personal Trainer mobile application supplied by:

*****

("Conviboost")

to the purchasing Personal Trainer, coach or fitness business identified in the applicable quotation, invoice or order ("Client").

These Terms apply exclusively to business-to-business transactions.

By accepting a quotation, paying the Initial Payment or otherwise instructing Conviboost to proceed with the project, the Client confirms that it has read, understood and accepted these Terms.

Personal Trainer App terms and conditions

Contents45

DEFINITIONS

For the purposes of these Terms:

Additional Development means functionality, services, integrations, changes or development falling outside the Guaranteed Functionality and included Minor Adjustments.

Agreement means these Terms together with the accepted quotation or invoice and any Additional Development or variation expressly agreed in writing.

Agreement Date means the calendar date on which Conviboost receives the Initial Payment, provided the Client satisfies the eligibility requirements and the project has been accepted by Conviboost.

Application means the Personal Trainer mobile application, web administration panel and supporting backend developed under the Agreement.

Business Day means Monday to Friday excluding public holidays in England.

Bug has the meaning set out in Section 20.

Client Data means information, content and data belonging to, supplied by, entered by or collected on behalf of the Client through the Application, excluding Conviboost's underlying technology.

Client Materials means logos, names, images, videos, training content, nutritional content, text, branding and other materials supplied by the Client.

Completion has the meaning set out in Section 10.

Guaranteed Functionality means the minimum functionality expressly described in Section 5.

Initial Payment means 50% of the Project Price.

Minor Adjustment has the meaning set out in Section 7.

Project Price means the price payable for the standard project described in these Terms.

Third-Party Service means any technology, platform, API, service, software, account or infrastructure not owned or controlled by Conviboost, including Apple, Google, Supabase, GitHub, Flutter packages and external APIs.

BUSINESS-TO-BUSINESS STATUS

These Terms apply exclusively to Clients purchasing the Application wholly or mainly for purposes relating to their trade, business or profession.

The promotional package is not offered to individuals purchasing the Application wholly or mainly for personal, household or non-business purposes.

To qualify, the Client must operate a genuine Personal Training, coaching or fitness-related business in the United Kingdom.

Eligible business structures include, where applicable:

  • sole traders;
  • limited companies;
  • limited liability partnerships;
  • partnerships; and
  • other recognised UK business structures.

The Client must be appropriately registered with HMRC, Companies House or another relevant authority where registration is required for its particular business structure.

Conviboost may request reasonable evidence of the Client's business status before accepting the project.

The Client warrants that it is entering into the Agreement in the course of its business, trade or profession.

PROMOTIONAL OFFER

The promotional Project Price is:

£1,490

The promotional offer begins on:

01 November 2026

and is limited to a maximum of:

20 promotional Personal Trainer App packages.

The promotion ends on the earlier of:

  • the date on which all 20 promotional packages have been purchased; or
  • 31 March 2027.

For the purpose of promotional availability, a package is treated as purchased when:

  • Conviboost has accepted the Client's project; and
  • the Initial Payment has been received.

If the promotional allocation has already been exhausted when payment is received, Conviboost may reject the order and refund the payment.

A promotional place which is subsequently cancelled may be made available to another eligible Client.

The promotional price includes only the Guaranteed Functionality described in Section 5 together with the other services expressly stated as included in these Terms.

Additional Development remains separately chargeable.

NATURE OF THE PROJECT

The project consists of the design, configuration, development and initial deployment of a branded Personal Trainer application based on Conviboost's existing technology, architecture, reusable components and development framework.

The Project Price does not purchase unlimited custom software development.

The Application will be customised for the Client within the Guaranteed Functionality and Minor Adjustment framework described in these Terms.

The precise technical implementation, database structure, screen layout, navigation structure and internal architecture may be determined by Conviboost where reasonably necessary to deliver the agreed functionality.

Conviboost may make reasonable technical changes to the implementation where necessary for:

  • security;
  • performance;
  • App Store requirements;
  • Google Play requirements;
  • compatibility;
  • maintainability;
  • changes to Third-Party Services; or
  • technical feasibility,

provided that the Guaranteed Functionality is not materially reduced.

GUARANTEED FUNCTIONALITY

The functionality in this Section represents the minimum functionality included within the standard Project Price.

5.1Client Accounts & Authentication

Mobile Application

The Application will include:

  • client registration;
  • client login and logout;
  • individual client accounts;
  • secure access to information assigned to each client;
  • Sign in with Google;
  • Sign in with Apple;
  • basic account and profile management; and
  • persistent user sessions where technically appropriate.

Authentication functionality remains subject to the technical requirements and policies of the relevant authentication providers.

5.2Client Onboarding

Mobile Application

New clients will have access to an onboarding process.

At minimum, onboarding will allow:

  • introduction to the Application;
  • collection or confirmation of basic client information;
  • creation or completion of the client profile;
  • collection of relevant initial fitness information;
  • collection of relevant starting measurements where applicable; and
  • transition into the main Application once onboarding has been completed.

The wording, standard questions and standard fields used during onboarding may be configured to reflect the Client's business.

Complex questionnaires, conditional assessment systems or materially different onboarding workflows may constitute Additional Development.

5.3Client Management

Web Administration Panel

The Personal Trainer will be able to:

  • view clients;
  • approve individual client profiles;
  • edit standard client information;
  • manage client access;
  • assign training plans;
  • view training progress;
  • view client measurements; and
  • view client nutrition reports.

5.4Exercise Library

Web Administration Panel

The Personal Trainer will be able to create and maintain their own exercise library.

At minimum, the Trainer will be able to:

  • create exercises;
  • edit exercises;
  • delete or deactivate exercises;
  • enter an exercise name;
  • add instructions or descriptions; and
  • reuse exercises when creating training sessions.

Exercises may also contain suitable standard fields such as:

  • categories;
  • muscle groups;
  • equipment;
  • notes; and
  • other simple exercise information supported by the standard Application.

The Client is responsible for supplying and maintaining its own exercise content unless expressly agreed otherwise.

5.5Training Session Creation

Web Administration Panel

The Personal Trainer will be able to create reusable training sessions.

At minimum, the Trainer will be able to:

  • create a training session;
  • name the session;
  • select exercises from the Exercise Library;
  • add multiple exercises;
  • remove exercises;
  • define sets;
  • define repetitions;
  • define relevant exercise targets;
  • add basic instructions or notes; and
  • edit and reuse previously created sessions.

5.6Training Plans

Web Administration Panel

The Personal Trainer will be able to create structured training plans using training sessions.

At minimum, the Trainer will be able to:

  • create a training plan;
  • name a training plan;
  • add training sessions;
  • organise sessions within a plan;
  • edit a plan; and
  • assign a training plan to an individual client.

The exact presentation may use weeks, days, sessions or another suitable structure determined during the design process.

5.7Assigned Training Plans

Mobile Application

Clients will be able to:

  • view their assigned training plan;
  • view training sessions within the plan;
  • open an individual training session;
  • view exercises assigned to the session;
  • view prescribed sets;
  • view prescribed repetitions;
  • view relevant exercise instructions; and
  • enter training results.

5.8Workout Progress Reporting

Mobile Application

For applicable exercises, clients will be able to report information including:

  • weight used;
  • number of sets;
  • repetitions;
  • set type; and
  • exercise or session completion.

Set types may include standard classifications such as:

  • working set;
  • warm-up set;
  • drop set;
  • failure set; and
  • other standard classifications agreed during setup.
  • Web Administration Panel

The Personal Trainer will be able to access relevant reported workout information including:

  • exercise;
  • weight;
  • sets;
  • repetitions;
  • set type; and
  • training history.

5.9Body Measurements

Mobile Application

Clients will be able to record and update body measurements.

At minimum, this will include:

  • body weight;
  • measurement date; and
  • selected body measurements.

Available measurements may include commonly used fitness measurements such as:

  • waist;
  • chest;
  • hips;
  • arms; and
  • thighs.
  • Web Administration Panel

The Personal Trainer will be able to view:

  • current measurements;
  • historical measurements; and
  • changes in measurements over time.

The precise visual presentation may use lists, cards, charts or other suitable progress views.

5.10Nutrition Reporting

Mobile Application

Clients will be able to manually record nutritional information for meals.

For each meal, the minimum reportable values will be:

  • calories (kcal);
  • protein;
  • carbohydrates; and
  • fats.

Where appropriate, the Application may also display daily totals.

Web Administration Panel

The Trainer will be able to view relevant nutrition information entered by the client, including at minimum:

  • reported meals;
  • calories;
  • protein;
  • carbohydrates; and
  • fats.

The standard package is based on manual nutrition reporting.

It does not automatically include:

  • a food database;
  • barcode scanning;
  • automatic food recognition;
  • AI meal recognition;
  • MyFitnessPal integration; or
  • external nutrition database integrations.

5.11Progress Overview

The Application will provide a simple method for the Trainer to review relevant client progress.

This may combine information including:

  • training history;
  • weight lifted;
  • sets and repetitions;
  • body weight;
  • body measurements;
  • nutrition reporting; and
  • recent activity.

The exact visual presentation will be determined as part of the Application design.

5.12Web Administration Panel

A browser-based administration panel is included.

At minimum, it will provide the functionality required to manage:

  • clients;
  • client profiles;
  • exercises;
  • Exercise Library content;
  • training sessions;
  • training plans;
  • plan assignments;
  • workout progress;
  • body measurements;
  • nutrition information; and
  • basic Application content and settings.

The web administration panel is specifically designed to support the Personal Trainer Application.

It is not intended to operate as a full:

  • CRM;
  • accounting platform;
  • booking platform;
  • marketing automation platform;
  • ERP system; or
  • general-purpose business management system.

5.13Dedicated Supabase Backend & Database

The Application will use a dedicated Supabase project or backend created for and controlled by the Client.

The database will support information reasonably required for the Guaranteed Functionality, including where relevant:

  • user accounts;
  • client profiles;
  • exercises;
  • training sessions;
  • training plans;
  • workout reports;
  • measurements;
  • nutrition information; and
  • other Application data.

The Client is responsible for creating the required Supabase account and project when requested.

Conviboost may assist with configuration and may require appropriate technical access to perform development and deployment.

The Client remains responsible for:

  • maintaining its Supabase account;
  • accepting Supabase's applicable terms;
  • maintaining valid payment details where required; and
  • paying any charges arising from usage above applicable free or included service limits.

Supabase fees are not included in the Project Price.

Conviboost does not guarantee that the Application will permanently remain within any free usage tier.

5.14Apple Developer Account

The Application will be published through an Apple Developer account belonging to or controlled by the Client.

The Client is responsible for:

  • creating the Apple Developer account;
  • completing identity or business verification;
  • accepting Apple's agreements;
  • maintaining the account;
  • maintaining access to App Store Connect; and
  • paying Apple's membership and other applicable fees.

Conviboost will provide reasonable technical assistance with configuration and initial Application submission.

The Apple Developer membership fee is not included in the Project Price.

5.15Google Play Developer Account

The Android Application will be published through a Google Play Developer account belonging to or controlled by the Client.

The Client is responsible for:

  • creating the Google Play Developer account;
  • completing Google's verification requirements;
  • accepting Google's agreements;
  • maintaining the account;
  • maintaining access to Google Play Console; and
  • paying applicable Google registration or account fees.

Conviboost will provide reasonable technical assistance with configuration and initial Application submission.

Google registration and developer fees are not included in the Project Price.

FUNCTIONALITY NOT INCLUDED / ADDITIONAL DEVELOPMENT

The Project Price covers the Guaranteed Functionality described in Section 5.

It does not represent unlimited custom software development.

Unless expressly agreed otherwise, the standard package does not include:

  • appointment booking;
  • calendar systems;
  • subscriptions;
  • recurring payments;
  • online payments;
  • Stripe integration;
  • Apple Health;
  • Google Health Connect;
  • Garmin;
  • Fitbit;
  • Strava;
  • MyFitnessPal;
  • smartwatch integrations;
  • barcode scanning;
  • food databases;
  • AI functionality;
  • automatic meal recognition;
  • video calling;
  • live classes;
  • community feeds;
  • social networking functionality;
  • group coaching modules;
  • advanced analytics;
  • custom PDF reporting;
  • complex automation;
  • CRM integrations;
  • accounting integrations;
  • third-party booking integrations;
  • complex conditional questionnaires;
  • materially different workflows;
  • entirely new modules; or
  • any other functionality not reasonably falling within Section 5.

Such features may be discussed and developed where technically and commercially appropriate.

Additional Development will only proceed after its scope and any additional cost have been agreed in writing.

For these purposes, written agreement may include email or another written project communication channel used by both parties.

MINOR ADJUSTMENTS

Conviboost understands that Personal Trainers may operate different workflows.

Reasonable Minor Adjustments to existing Guaranteed Functionality are therefore included during development.

Examples may include:

  • changing wording or labels;
  • adjusting standard form fields;
  • adding or removing a small number of simple fields;
  • changing standard questions;
  • rearranging information on an existing screen;
  • small workflow adjustments; and
  • minor presentation changes.

A Minor Adjustment means a reasonable adjustment to functionality that already exists within the Application.

It does not include:

  • development of a materially new feature;
  • a new module;
  • a new third-party integration;
  • a substantially different workflow;
  • material redevelopment of existing functionality; or
  • work which would materially increase the agreed development effort.

Whether a requested change constitutes a Minor Adjustment or Additional Development will be determined reasonably by Conviboost having regard to:

  • development effort;
  • complexity;
  • technical impact;
  • testing requirements; and
  • effect on the existing project.

Conviboost will notify the Client before carrying out any chargeable Additional Development.

Minor Adjustments requested after Completion may be treated as Additional Development.

DESIGN & BRANDING

Full Application design and branding for the standard project are included in the Project Price.

The design may include, where applicable:

  • Application name;
  • Client logo;
  • colour palette;
  • typography;
  • visual style;
  • Application icon;
  • launch or splash screen;
  • mobile interface;
  • web administration interface; and
  • general visual presentation.

The Client will be consulted regarding its preferred visual direction.

Conviboost will either:

  • develop the Application based on a layout, wireframe, design or visual concept supplied by the Client; or
  • provide up to two initial design directions aligned with the Client's branding and stated preferences.

Reasonable design adjustments to the selected direction are included during development.

Once a design direction, screen or substantial visual element has been approved by the Client, a request for:

  • a complete redesign;
  • a materially different visual direction;
  • substantial restructuring of approved screens; or
  • repeated redesign work caused by a change in Client preference

may be treated as Additional Development.

Approval may be given in writing through email, messaging or the agreed project communication channel.

DEVELOPMENT PERIOD

The standard development period for the Guaranteed Functionality described in Section 5 is 4–6 weeks.

The development period begins once all of the following have occurred:

  • the project has been formally accepted;
  • the Initial Payment has been received;
  • the Client has supplied the information and branding reasonably required to begin; and
  • the Client has supplied any account access reasonably required at that stage.

Conviboost will use reasonable efforts to complete the Guaranteed Functionality within the 4–6 week development period.

The development period may be extended by delays arising from:

  • delayed Client feedback;
  • missing Client Materials;
  • missing information;
  • delayed account creation;
  • missing technical access;
  • Client-requested changes;
  • Additional Development;
  • Client-requested pauses;
  • Apple or Google verification;
  • third-party outages;
  • changes to Third-Party Services;
  • technical issues outside Conviboost's reasonable control; or
  • Force Majeure Events.

Any period during which Conviboost is reasonably waiting for Client information, Client Materials, access, decisions, approvals or feedback will pause the development timeline and will not count towards the 4–6 week period.

Apple App Store and Google Play review times are controlled by Apple and Google and are not included within the 4–6 week development period.

The 4–6 week development period therefore relates to development and preparation of the Guaranteed Functionality, not guaranteed publication by Apple or Google.

COMPLETION, REVIEW & ACCEPTANCE

For the purposes of the Agreement, Completion occurs when Conviboost has materially implemented the Guaranteed Functionality described in Section 5 and makes a substantially complete version available to the Client for review, testing, deployment or submission.

Conviboost will notify the Client when Completion has occurred.

Minor Bugs, minor visual issues or non-material defects which do not prevent the Guaranteed Functionality from being substantially used do not prevent Completion.

A defect which materially prevents a material element of the Guaranteed Functionality from operating as described will be corrected before that affected functionality is treated as complete.

Following Completion, the Client will have 5 Business Days to notify Conviboost in writing of any material issue which it reasonably believes means that the Application does not satisfy the Guaranteed Functionality.

The notice should identify the relevant functionality and provide sufficient information to reproduce or understand the issue.

If no such material issue is reported within the 5 Business Day review period, the Application will be deemed accepted.

If a valid material issue is reported, Conviboost will correct the issue within a reasonable period having regard to its severity and complexity.

The existence of a Minor Bug does not entitle the Client to delay acceptance or payment where the Application is otherwise substantially complete.

Acceptance does not affect the Client's rights under the Bug Correction Period in Section 20.

Completion and acceptance are not dependent upon Apple App Store or Google Play approval.

PROJECT PRICE & PAYMENT

The promotional Project Price is:

£1,490

Payment is made in two instalments.

11.1Initial Payment

The Client must pay:

50%: £745

as the Initial Payment.

The Initial Payment is required before development begins.

Receipt of the Initial Payment:

  • reserves the Client's project;
  • allocates development capacity; and
  • forms the Agreement Date, subject to Conviboost accepting the project and the Client satisfying promotional eligibility.

11.2Final Payment

The remaining:

50%: £745

is due upon Completion.

Conviboost may issue the final invoice when Completion occurs.

The final payment must be paid no later than 5 Business Days after Completion unless a different payment period is stated on the accepted quotation or invoice.

Final payment is not dependent upon:

  • Apple App Store approval;
  • Google Play approval;
  • the date on which the Client chooses to launch the Application;
  • Client population of exercises or training content; or
  • Client onboarding of its own customers.

Conviboost may withhold the final handover of:

  • production credentials under its control;
  • source-code repository access;
  • final technical documentation;
  • final deployment;
  • final transfer of project assets; or
  • other final deliverables

until all amounts properly due under the Agreement have been paid.

11.3Late Payments

If an amount remains unpaid after its due date, Conviboost may:

  • suspend work or deployment;
  • postpone handover;
  • suspend further support; and
  • exercise any rights to interest, compensation or recovery costs available under applicable law in relation to late commercial payments.

A suspension caused by late payment will extend any applicable development timeline.

CONTRACTUAL 7-DAY CANCELLATION RIGHT

Conviboost voluntarily provides the Client with a 7-calendar-day contractual cancellation period.

The 7-day period begins on the Agreement Date, being the date on which the Initial Payment is received.

The Client may cancel by giving Conviboost clear written notice before the end of the seventh calendar day.

12.1Cancellation Before Work Begins

If the Client cancels within the 7-day period and Conviboost has not begun substantive project work, the Initial Payment will be refunded.

12.2Cancellation After Work Has Begun

The Client may instruct Conviboost to begin work immediately during the 7-day cancellation period.

If the Client cancels after work has begun, Conviboost may deduct from the refund:

  • a reasonable amount representing work actually performed up to cancellation; and
  • non-refundable third-party costs specifically and reasonably incurred for the Client.

Any refund due will be calculated reasonably by reference to the work completed.

12.3Cancellation After 7 Days

After expiry of the 7-calendar-day cancellation period, the Initial Payment is non-refundable except where:

  • Conviboost agrees otherwise in writing; or
  • a refund is required by applicable law.

If the Client cancels after the cancellation period, Conviboost may additionally invoice a reasonable amount for work completed which exceeds the value of the Initial Payment, up to the unpaid balance of the standard Project Price, together with any separately agreed Additional Development and non-refundable third-party costs.

Conviboost will not charge more than the amount reasonably due for work undertaken, commitments made and services provided.

CLIENT DELAYS & PROJECT INACTIVITY

The Client agrees to provide reasonably prompt:

  • feedback;
  • decisions;
  • approvals;
  • Client Materials;
  • account access; and
  • other information required to progress the project.

Where the Client delays providing required information or access, the project timeline will automatically pause.

If the Client does not respond for 30 calendar days, Conviboost may place the project on hold.

A project placed on hold may be restarted subject to Conviboost's then-current development availability.

If the Client remains unresponsive for 60 calendar days despite reasonable attempts by Conviboost to obtain a response, Conviboost may terminate the project by written notice.

In that situation, Conviboost may retain amounts reasonably due for work already performed and may invoice any additional amount properly due under Section 12.3.

THIRD-PARTY ACCOUNTS & INFRASTRUCTURE

The Application is intended to operate using accounts controlled by the Client.

The Client is responsible for creating and maintaining, where required:

  • Supabase;
  • Google Cloud;
  • Apple Developer;
  • App Store Connect;
  • Google Play Console;
  • GitHub or repository access where transferred;
  • domains;
  • external APIs; and
  • other Third-Party Services selected for the project.

The Client must provide Conviboost and its authorised personnel or subcontractors with technical access reasonably required to:

  • develop;
  • configure;
  • test;
  • deploy;
  • troubleshoot; and
  • initially support

the Application.

Where supported by the relevant platform, access should be provided through:

  • individual user invitations;
  • roles;
  • permissions;
  • temporary access; or
  • other appropriate access-control methods

rather than by transferring ownership of the account.

Conviboost will use access only as reasonably required to perform the Agreement.

The Client may revoke Conviboost's access after the relevant services have been completed, subject to any ongoing maintenance agreement.

The Client remains responsible for:

  • accepting third-party terms;
  • maintaining subscriptions;
  • paying third-party fees;
  • maintaining valid accounts;
  • maintaining appropriate billing details; and
  • decisions concerning continued use of Third-Party Services.

CLIENT DATA & DATA PROTECTION

15.1Client Responsibility

The Client determines:

  • what information is collected through the Application;
  • why that information is collected;
  • how it is used;
  • how long it is retained;
  • who may access it; and
  • how it is used as part of the Client's Personal Training, fitness, nutrition or coaching services.

The Client is responsible for ensuring that its collection and use of personal information complies with applicable data-protection and privacy law.

This includes responsibility for:

  • establishing an appropriate lawful basis for processing;
  • establishing any additional legal condition required for health or other special-category data;
  • providing an appropriate Privacy Notice or Privacy Policy;
  • obtaining consent where legally required;
  • determining appropriate retention periods;
  • responding to data-subject requests;
  • ensuring information collected is appropriate for the Client's purposes;
  • complying with applicable direct-marketing requirements; and
  • determining whether any data-protection impact assessment or other compliance assessment is required.

The Client is also responsible for the legality of any health, fitness, nutritional, measurement or other information it instructs the Application to collect.

15.2Client Control of Data

As between Conviboost and the Client, Conviboost acquires no proprietary right to Client Data by reason of developing the Application.

The Client remains responsible for and in control of its Client Data, subject to applicable law and the rights of the relevant individuals.

Nothing in these Terms is intended to suggest that personal data itself is property capable of ownership contrary to applicable law.

15.3Development Using Test Data

Where reasonably possible, development and testing should be carried out using:

  • dummy data;
  • test accounts;
  • fictitious information; or
  • other non-production data.

The Client should not provide Conviboost with access to genuine customer personal data unless access is reasonably necessary to perform the agreed technical services.

15.4Conviboost's Intended Role

The parties intend that:

  • the Client determines the purposes for which its customers' personal information is processed;
  • Conviboost does not independently determine those purposes;
  • Conviboost will not use Client customer data for its own independent marketing, profiling or commercial purposes; and
  • production infrastructure will, where reasonably practicable, remain within Client-controlled accounts.

The legal status of the parties under data-protection law will nevertheless be determined by their actual activities and applicable law rather than solely by the terminology used in this Agreement.

15.5Processor Terms Where Applicable

If and only to the extent that Conviboost processes personal data on behalf of the Client in circumstances in which Conviboost constitutes a processor under applicable data-protection law, this Section 15.5 will apply to that processing.

Subject Matter and Duration

The processing relates to the technical development, configuration, deployment, troubleshooting and support of the Application.

Processing will continue only for as long as reasonably necessary to provide the relevant services or comply with applicable legal obligations.

Nature and Purpose

Processing may involve limited access, viewing, transmission, alteration, organisation, troubleshooting, testing, deletion or other technical handling of personal data solely for the purpose of providing the services requested by the Client.

Categories of Personal Data

Depending on the Client's configuration, personal data may include:

  • names;
  • email addresses;
  • account information;
  • profile information;
  • fitness information;
  • workout records;
  • nutritional records;
  • body measurements;
  • weight;
  • information capable of revealing health information;
  • technical identifiers; and
  • Application usage or support information.
  • Categories of Data Subjects

Data subjects may include:

  • the Client's customers;
  • Application users;
  • Personal Trainers or coaches;
  • Client staff; and
  • other authorised users.
  • Instructions

Conviboost will process such personal data only on the Client's documented instructions unless processing is required by applicable UK law.

The Agreement, authorised technical requests and written Client instructions constitute documented instructions for this purpose.

If Conviboost reasonably believes an instruction infringes applicable data-protection law, it may inform the Client and suspend the relevant processing while the issue is resolved.

Confidentiality

Conviboost will ensure that persons authorised by it to access personal data are subject to an appropriate duty of confidentiality.

Security

Conviboost will implement reasonable technical and organisational measures appropriate to:

  • the nature of the processing;
  • information reasonably available to Conviboost;
  • the technology being used; and
  • the risks reasonably associated with the processing.
  • Subcontractors

The Client generally authorises Conviboost to use personnel and subcontractors reasonably required to provide the development services.

Where a subcontractor will process personal data on behalf of the Client through Conviboost, Conviboost will ensure that appropriate data-protection obligations are imposed on that subcontractor as required by applicable law.

Where required by applicable law, Conviboost will provide reasonable notice of material changes to such subprocessors and allow the Client a reasonable opportunity to raise a legitimate data-protection objection.

Data-Subject Rights

Taking into account the nature of the processing, Conviboost will provide reasonable technical assistance to the Client, where reasonably possible, in responding to requests from individuals exercising applicable data-protection rights.

Additional work which materially exceeds normal project support may be separately chargeable unless caused by Conviboost's breach.

Security Incidents

If Conviboost becomes aware of a personal-data breach affecting personal data processed by Conviboost on behalf of the Client, Conviboost will notify the Client without undue delay and provide information reasonably available to it which is relevant to the incident.

Compliance Assistance

Taking into account the nature of the processing and information available to Conviboost, Conviboost will provide reasonable assistance to the Client in relation to relevant obligations concerning:

  • security;
  • personal-data breach notifications;
  • data-protection impact assessments; and
  • consultation with a regulator,

where such assistance relates directly to processing carried out by Conviboost.

Return or Deletion

At the end of processing, Conviboost will, at the Client's reasonable request, return or delete personal data held by Conviboost on behalf of the Client unless applicable law requires retention.

This does not require deletion of data held exclusively within Client-controlled accounts, which remain under the Client's control.

Audit Information

Conviboost will make available reasonable information necessary to demonstrate compliance with the processor obligations applicable to it.

Any audit must:

  • be reasonable and proportionate;
  • protect Conviboost's confidential information;
  • avoid unreasonable disruption;
  • normally be carried out during normal business hours; and
  • where possible first rely on documentation or information reasonably available without an on-site inspection.
  • International Transfers

Conviboost will not knowingly make a restricted international transfer of personal data processed on behalf of the Client except:

  • on documented Client instructions; or
  • using an appropriate lawful transfer mechanism where required.

SECURITY

Conviboost will use reasonable technical measures appropriate to the Application and selected technology.

The Client is responsible for protecting access to its:

  • administration account;
  • Supabase account;
  • Google Cloud account;
  • Apple Developer account;
  • App Store Connect account;
  • Google Play Console account;
  • email accounts;
  • domains; and
  • other Third-Party Services.

The Client should grant Conviboost only the level of access reasonably required for the project.

The Client is responsible for removing or reviewing access when it is no longer required.

Conviboost is not responsible for a security incident to the extent it is caused by:

  • compromised Client credentials;
  • failure by the Client to secure its accounts;
  • unauthorised access granted by the Client;
  • modifications made by the Client or another developer;
  • Client failure to implement security recommendations;
  • third-party vulnerabilities outside Conviboost's reasonable control; or
  • misuse of the Application.

No internet-connected system can be guaranteed to be completely secure, uninterrupted or error-free.

CLIENT RESPONSIBILITIES

The Client is responsible for providing information and materials reasonably required to develop and operate the Application.

This may include:

  • logo;
  • business name;
  • branding preferences;
  • exercise content;
  • exercise photographs or videos;
  • training content;
  • nutritional content;
  • business information;
  • legal business details;
  • privacy information;
  • App Store information; and
  • other Client Materials.

The Client confirms that it has all rights, permissions, licences and consents reasonably required to use Client Materials supplied to Conviboost.

The Client must not knowingly provide Conviboost with:

  • infringing content;
  • unlawful content;
  • malicious software;
  • content which it has no right to use; or
  • instructions requiring unlawful activity.

The Client is responsible for checking the accuracy of Client Materials before publication.

FITNESS, HEALTH & NUTRITION RESPONSIBILITY

Conviboost supplies software technology.

Conviboost does not provide, approve or validate:

  • Personal Training advice;
  • exercise prescriptions;
  • medical advice;
  • health advice;
  • nutritional advice;
  • dietary advice;
  • coaching decisions; or
  • professional services delivered by the Client.

The Client remains solely responsible for the professional services it provides through or in connection with the Application.

Unless expressly agreed otherwise in writing, the Application is not supplied by Conviboost as:

  • a medical device;
  • a diagnostic system;
  • a medical service;
  • an emergency service; or
  • a substitute for professional medical advice.

The Client is responsible for determining whether its own use of the Application is subject to:

  • professional rules;
  • insurance requirements;
  • healthcare regulation;
  • fitness industry requirements;
  • nutritional regulation; or
  • any other legal or professional requirements.

The Client is responsible for obtaining any professional insurance appropriate to its own activities.

APP STORE & GOOGLE PLAY SUBMISSION

Conviboost will provide reasonable assistance with preparing and submitting the standard Application to:

  • Apple App Store; and
  • Google Play.

Final approval is controlled by Apple and Google.

Conviboost does not guarantee:

  • first-submission approval;
  • a particular review time;
  • a particular publication date;
  • continued acceptance under future policies;
  • that Apple or Google will not request information from the Client; or
  • that Apple or Google will not require changes.

Where reasonable changes to the standard Guaranteed Functionality are required specifically for initial App Store or Google Play approval, Conviboost will provide reasonable assistance.

Work may constitute Additional Development where a rejection or requirement results from:

  • Client Materials;
  • Client business practices;
  • functionality requested outside Section 5;
  • a material policy change after Completion;
  • a requirement for a new feature or integration; or
  • circumstances outside the standard Application.

The Client remains responsible for:

  • developer-account agreements;
  • declarations;
  • questionnaires;
  • business verification;
  • privacy disclosures relating to the Client's business; and
  • information that only the Client can accurately provide.

BUG CORRECTION PERIOD & INITIAL SUPPORT

Conviboost provides a 30-calendar-day Bug Correction Period beginning on the date of Completion.

During this period, Conviboost will correct qualifying Bugs without additional development charges.

A Bug means a reproducible software error in code delivered by Conviboost which causes functionality expressly included within Section 5 to materially fail to operate as described.

A Bug does not include:

  • a new feature request;
  • a change in Client preference;
  • Additional Development;
  • a new integration;
  • a redesign request;
  • cosmetic preferences which do not materially affect functionality;
  • functionality not included in Section 5;
  • an issue caused by Client Materials;
  • an issue caused by incorrect information supplied by the Client;
  • an issue caused by changes made by the Client;
  • an issue caused by another developer;
  • an issue caused solely by a Third-Party Service;
  • an issue caused by an operating-system or platform change occurring after Completion;
  • an issue caused by changes in Apple, Google, Supabase or other third-party policies after Completion;
  • misuse of the Application; or
  • an issue that cannot reasonably be reproduced.

The Client must provide reasonable information required to reproduce a reported Bug, which may include:

  • screenshots;
  • device information;
  • steps to reproduce;
  • account details relevant to the issue; and
  • error information.

Conviboost will prioritise qualifying Bugs reasonably according to severity.

Conviboost will use reasonable efforts to correct qualifying Bugs within a reasonable period having regard to:

  • severity;
  • complexity;
  • technical dependencies; and
  • third-party involvement.

The Bug Correction Period is not an ongoing maintenance agreement.

It does not include unlimited:

  • support;
  • training;
  • monitoring;
  • maintenance;
  • future operating-system compatibility work;
  • future platform changes;
  • feature development; or
  • technical administration.

After the Bug Correction Period, further support, maintenance or development may be separately scoped and charged.

THIRD-PARTY SERVICES

The Application may depend on Third-Party Services including:

  • Apple;
  • Google;
  • Supabase;
  • Google Cloud;
  • authentication providers;
  • notification providers;
  • hosting infrastructure;
  • APIs;
  • Flutter packages;
  • software libraries; and
  • other external technologies.

Conviboost does not control their:

  • pricing;
  • availability;
  • policies;
  • terms;
  • verification processes;
  • technical changes;
  • discontinuation decisions; or
  • future compatibility requirements.

Conviboost does not warrant that any Third-Party Service will remain:

  • free;
  • available;
  • unchanged;
  • compatible; or
  • suitable indefinitely.

If a Third-Party Service materially changes after Completion, additional development may be necessary to maintain compatibility.

Such future work is not automatically included within the original Project Price.

THIRD-PARTY FEES

Unless expressly stated otherwise, third-party charges are not included in the Project Price.

These may include:

  • Apple Developer membership;
  • Google Play Developer registration;
  • Supabase usage charges;
  • domains;
  • email services;
  • SMS services;
  • paid APIs;
  • cloud services;
  • external platforms;
  • integrations; and
  • other Third-Party Services.

Where reasonably practical, Third-Party Services will be contracted and paid for directly by the Client.

The Client is responsible for fees charged by those providers.

OWNERSHIP & INTELLECTUAL PROPERTY

23.1Client Materials

The Client retains its existing rights in Client Materials.

Conviboost receives a limited licence to use Client Materials to the extent reasonably necessary to:

  • design;
  • develop;
  • test;
  • deploy;
  • demonstrate to the Client; and
  • support

the Application.

23.2Application Licence Following Full Payment

Following payment in full of all amounts due for the standard project, the Client will receive the delivered Application and a complete technical repository reasonably sufficient to enable future development and maintenance.

The Client is granted a non-exclusive, perpetual licence to:

  • operate the Application;
  • use it commercially within the Client's business;
  • modify it;
  • extend it;
  • maintain it; and
  • appoint Conviboost or another developer to perform future development.

The deliverables will include, where applicable:

  • iOS Application code;
  • Android Application code;
  • Flutter source code;
  • Client-specific assets;
  • GitHub repository access;
  • technical setup documentation;
  • configured backend information; and
  • other materials reasonably necessary for technical handover.

23.3Conviboost Technology

Conviboost retains ownership of and all rights in its pre-existing, independently developed and reusable technology, including:

  • development frameworks;
  • generic system architecture;
  • reusable software modules;
  • reusable components;
  • templates;
  • boilerplate;
  • internal libraries;
  • internal tools;
  • development methods;
  • technical know-how;
  • processes;
  • workflows; and
  • tooling.

The Client's licence to the delivered Application does not prevent Conviboost from using its reusable technology to develop similar applications for other businesses, including other Personal Trainers, coaches and fitness businesses.

Conviboost will not reuse the Client's:

  • confidential Client Data;
  • proprietary Client content;
  • private business information; or
  • Client-specific branding

without permission.

23.4Restrictions

The licence granted to the Client allows the Client to operate and develop the Application for its own business.

Unless separately agreed in writing, it does not grant the Client a right to:

  • resell Conviboost's reusable framework as a software-development product;
  • commercially license Conviboost's reusable components independently of the Client's Application;
  • distribute Conviboost's reusable framework as a competing template or development platform; or
  • represent Conviboost's reusable technology as having been created independently by the Client.

This restriction does not prevent the Client from providing source-code access to a third-party developer for legitimate maintenance or further development of the Client's own Application.

OPEN-SOURCE & THIRD-PARTY SOFTWARE

The Application may include or depend on third-party or open-source components, including:

  • Flutter;
  • Flutter packages;
  • SDKs;
  • APIs;
  • libraries;
  • frameworks;
  • plugins;
  • authentication technology; and
  • other software components.

Such components remain subject to the intellectual-property rights and licence terms of their respective owners or licensors.

Nothing in the Agreement:

  • transfers ownership of third-party or open-source software to the Client;
  • transfers ownership of such software to Conviboost; or
  • grants rights greater than those available under the applicable licence.

The Client's use and future modification of such components remains subject to their applicable licences.

Conviboost will not knowingly incorporate third-party software in a manner which materially prevents the Client from operating the delivered Application for its intended business purpose, subject to the applicable licence terms.

FUTURE DEVELOPMENT

Following Completion, the Client may request:

  • new functionality;
  • integrations;
  • enhancements;
  • design changes;
  • platform changes;
  • maintenance;
  • upgrades; or
  • other development.

Future work may be:

  • separately discussed;
  • separately scoped;
  • separately scheduled; and
  • separately quoted.

Purchase of the standard Application does not create any obligation for Conviboost to provide unlimited future work without charge.

CONFIDENTIALITY

Each party agrees to keep confidential information received from the other party confidential and to use it only for purposes connected with the Agreement.

Confidential information includes non-public information relating to:

  • business operations;
  • customers;
  • technology;
  • source code;
  • pricing;
  • commercial plans;
  • credentials;
  • Client Data;
  • development methods; and
  • internal systems.

Confidential information does not include information which the receiving party can demonstrate:

  • was lawfully known to it before disclosure;
  • becomes publicly available without breach of the Agreement;
  • is lawfully received from a third party without confidentiality restrictions; or
  • is independently developed without use of the other party's confidential information.

A party may disclose confidential information where required by law, court order or competent regulatory authority.

Conviboost may disclose confidential information to employees, contractors and subcontractors who reasonably need access to perform the Agreement and who are subject to appropriate confidentiality obligations.

SUBCONTRACTORS

Conviboost may use employees, freelancers, developers, contractors and subcontractors to perform all or part of the project.

Conviboost remains responsible for managing the services it has agreed to provide.

The Client authorises Conviboost to provide such personnel with access to Client-controlled systems where access is reasonably required for the project.

Conviboost will require authorised personnel to comply with appropriate confidentiality and security obligations.

Where such personnel process personal data on behalf of the Client through Conviboost, Section 15 applies.

WARRANTIES

Conviboost warrants that it will perform the development services with reasonable care and skill.

Except as expressly stated in the Agreement and to the maximum extent permitted by law, Conviboost does not warrant that:

  • the Application will operate without any Bugs;
  • the Application will operate without interruption;
  • any Third-Party Service will always be available;
  • Apple or Google will approve the Application;
  • the Application will produce a particular commercial outcome;
  • the Application will increase Client revenue;
  • the Application will generate a particular number of users;
  • the Application will remain compatible indefinitely with future operating systems or third-party technologies; or
  • the Application will satisfy legal or regulatory requirements specific to the Client's professional activities unless expressly agreed in writing.

CLIENT CONTENT & THIRD-PARTY RIGHTS

The Client warrants that it has the necessary right to provide and use all Client Materials.

The Client is responsible for claims arising from Client Materials which:

  • infringe intellectual-property rights;
  • violate privacy rights;
  • are defamatory;
  • are unlawful; or
  • are otherwise supplied without sufficient permission,

except to the extent the claim arises from a modification made independently by Conviboost contrary to the Client's instructions.

If Conviboost reasonably believes Client Materials create a legal or technical risk, it may require the Client to replace or remove them before publication.

LIMITATION OF LIABILITY

Conviboost will take reasonable care in designing, developing and initially deploying the Application.

Nothing in these Terms excludes or limits liability where such liability cannot lawfully be excluded or limited.

In particular, nothing in these Terms excludes or limits liability for:

  • death or personal injury caused by negligence where liability cannot legally be excluded;
  • fraud or fraudulent misrepresentation; or
  • any other liability which applicable law does not permit the parties to exclude or limit.

Subject to the above, Conviboost will not be liable for:

  • indirect or consequential loss;
  • loss of anticipated profits;
  • loss of anticipated revenue;
  • loss of anticipated savings;
  • loss of business opportunity;
  • loss of goodwill;
  • reputational loss; or
  • losses arising from interruption to the Client's business,

to the extent such liability may lawfully be excluded.

Conviboost is not responsible for losses to the extent caused by:

  • failure or interruption of a Third-Party Service;
  • decisions of Apple or Google;
  • information supplied incorrectly by the Client;
  • Client Materials;
  • Client-requested changes;
  • changes made by another developer;
  • misuse of the Application;
  • fitness, health, nutrition or coaching advice supplied by the Client;
  • the Client's failure to comply with applicable law or professional requirements;
  • the Client's failure to maintain or protect Client-controlled accounts;
  • unauthorised third-party access not caused by Conviboost's breach;
  • failure by the Client to maintain Third-Party Services; or
  • circumstances outside Conviboost's reasonable control.

Subject to liabilities which cannot lawfully be limited, Conviboost's total aggregate liability arising out of or in connection with the Agreement will not exceed 100% of the total fees paid or payable by the Client to Conviboost under the standard project Agreement giving rise to the claim.

The parties acknowledge that the Project Price has been agreed having regard to this allocation of risk.

FORCE MAJEURE

Neither party will be liable for delay or failure to perform an obligation caused by circumstances outside its reasonable control.

Such circumstances may include:

  • widespread internet outages;
  • hosting outages;
  • cloud-platform failures;
  • cyber incidents not caused by that party's breach;
  • natural disasters;
  • fire;
  • flood;
  • war;
  • terrorism;
  • civil disturbance;
  • epidemic or pandemic restrictions;
  • government action;
  • industrial disputes;
  • significant failure of a Third-Party Service; or
  • other circumstances which could not reasonably have been prevented.

The affected party will use reasonable efforts to minimise the effect of the delay.

Applicable project deadlines will be extended by a reasonable period reflecting the impact of the event.

SUSPENSION & TERMINATION BY CONVIBOOST

Conviboost may suspend work immediately if:

  • an invoice is overdue;
  • required technical access is withdrawn;
  • continuing work would create a material security risk;
  • the Client requests unlawful activity; or
  • Client conduct materially prevents performance of the project.

Conviboost may terminate the Agreement by written notice if:

  • the Client commits a material breach and fails to remedy it within a reasonable period after notice;
  • the Client repeatedly fails to make payment;
  • the Client remains inactive as described in Section 13;
  • the Client requests or requires unlawful activity; or
  • continuation of the project becomes unlawful.

On termination, the Client must pay amounts properly due for:

  • work completed;
  • agreed Additional Development;
  • committed third-party costs; and
  • other charges properly incurred before termination.

Termination does not affect rights which accrued before the termination date.

EFFECT OF TERMINATION

Following termination and payment of all amounts properly due:

  • each party should return or cease using the other party's confidential information where reasonably appropriate;
  • Conviboost will cease using Client-controlled accounts except where access remains reasonably necessary for an agreed handover;
  • the Client should revoke technical access no longer required; and
  • any applicable data-protection obligations will continue for as long as required by law.

Where the full Project Price has not been paid, the Client does not receive the final licence and handover rights described in Section 23.2 unless otherwise agreed in writing.

This does not affect the Client's rights in its own Client Materials or Client Data.

NO PARTNERSHIP OR AGENCY

Nothing in the Agreement creates:

  • a partnership;
  • joint venture;
  • employment relationship;
  • fiduciary relationship; or
  • agency

between the Client and Conviboost.

Neither party has authority to enter into obligations on behalf of the other unless expressly authorised in writing.

ASSIGNMENT

The Client may not assign or transfer the Agreement to another person or business without Conviboost's prior written consent, such consent not to be unreasonably withheld where the transfer relates to a genuine transfer of the Client's business.

Conviboost may assign or transfer the Agreement as part of:

  • a restructuring;
  • transfer of business;
  • sale of substantially all relevant business assets; or
  • change in legal entity,

provided that this does not materially reduce the Client's contractual rights.

Conviboost may use subcontractors in accordance with Section 27 without this constituting an assignment.

NOTICES

Formal notices under the Agreement may be sent by email to the email addresses used by the parties for the project or specified in the quotation.

A cancellation or termination notice must clearly state that the sender intends to cancel or terminate the Agreement.

A notice sent by email will normally be treated as received on the same Business Day if sent before 5:00 pm UK time, or on the next Business Day if sent later, unless the sender receives a delivery-failure notification.

VARIATIONS

No material variation of the Agreement is effective unless agreed in writing.

For practical project changes, written agreement may include:

  • email;
  • project-management software;
  • agreed messaging channels; or
  • another written communication method used by the parties.

A discussion, suggestion or feature request does not automatically vary the Guaranteed Functionality.

ORDER OF PRECEDENCE

If there is a conflict between documents forming the Agreement, the following order will apply unless expressly agreed otherwise:

  • a later written agreement specifically varying the relevant term;
  • an accepted written Additional Development scope;
  • the accepted quotation;
  • these Terms; and
  • general project discussions or correspondence.

Marketing materials do not expand the Guaranteed Functionality unless the relevant promise is expressly included in the Agreement.

ENTIRE AGREEMENT

The Agreement constitutes the entire agreement between the parties concerning the project and supersedes previous discussions, proposals or representations concerning the same subject matter.

Each party acknowledges that it has entered into the Agreement based on the terms expressly recorded in the Agreement.

Nothing in this Section excludes liability for fraud or fraudulent misrepresentation.

WAIVER

A failure or delay by either party to exercise a contractual right does not waive that right.

A waiver relating to one breach does not automatically waive a later breach.

SEVERABILITY

If any provision of the Agreement is held to be invalid, unlawful or unenforceable, that provision will be treated as modified to the minimum extent necessary to make it valid and enforceable.

If modification is not reasonably possible, the relevant provision will be severed.

The remaining provisions will continue in effect.

THIRD-PARTY RIGHTS

Unless expressly stated otherwise, a person who is not a party to the Agreement has no right to enforce any provision of the Agreement.

GOVERNING LAW & JURISDICTION

The Agreement and any dispute or claim arising out of or in connection with it will be governed by the laws of England and Wales.

The parties will first use reasonable efforts to resolve any dispute through good-faith discussions.

If the dispute cannot be resolved, the courts of England and Wales will have exclusive jurisdiction, subject to any mandatory rule of law which provides otherwise.

ELECTRONIC ACCEPTANCE

The parties agree that the Agreement may be entered into electronically.

The Client may accept the Agreement by:

  • signing it;
  • accepting the relevant quotation electronically;
  • confirming acceptance in writing; or
  • making the Initial Payment after receiving or being given access to these Terms.

Electronic copies and electronic signatures may be used as evidence of the Agreement.

AGREEMENT

These Terms, together with:

  • the accepted quotation;
  • the applicable invoice;
  • any Additional Development expressly agreed in writing; and
  • any later written variation

form the Agreement between Conviboost and the Client.

The Client confirms that:

  • it is purchasing the Application for business purposes;
  • it satisfies the applicable promotional eligibility requirements;
  • it has reviewed the Guaranteed Functionality;
  • it understands that functionality outside Section 5 may be additionally chargeable;
  • it understands that Apple, Google, Supabase and other Third-Party Services are outside Conviboost's control;
  • it understands its responsibility for Client Data, privacy compliance and professional fitness, health and nutrition services; and
  • it accepts these Terms.