Terms of Service

1. These terms

These terms form a binding agreement between you and DNI Ltd, trading as DNI Analytics, a company registered in England and Wales under company number 15630271, with its registered office at 78a Deacon Road, London NW2 5QJ ("we", "us", "our"), covering your use of DNI Studios at app.dnianalytics.com and our website at dnianalytics.com (the "Service").

By creating an account, or by using the Service, you accept these terms. If you do not accept them, do not use the Service.

2. Who these terms apply to

• A Studio — the business that subscribes to the Service and holds the account.
• A Trainer or staff member — someone the Studio gives access to.
• A Client — a training client given access to the client portal by a Studio.

If you accept these terms on behalf of a business, you confirm you have authority to bind it, and "you" means that business. The Studio is responsible for everyone it grants access to, and for their compliance with these terms.

3. Eligibility

You must be at least 18 to hold a Studio or Trainer account. Client portal users must be at least 16, and a Studio must obtain parental or guardian consent before granting access to anyone younger.

4. Your account

• Give accurate registration information and keep it current.
• Keep your password confidential. You are responsible for everything done through your account.
• Change any temporary password on first login.
• Tell us immediately at darshan.mashru@dnianalytics.com if you suspect unauthorised access.

We may suspend or terminate an account that breaches these terms, poses a security risk, or is used unlawfully. Where practical we will warn you first.

5. Subscription, fees and renewal

• Fees, billing frequency and any promotional rate are those shown when you subscribe.
• Fees are stated exclusive of VAT, which is added where applicable.
• Subscriptions renew automatically at the end of each term unless cancelled before the renewal date.
• You may cancel at any time, effective at the end of your current paid term. Part-used periods are not refunded except where the law requires it.
• We may change our prices on 30 days' written notice. A price change takes effect at your next renewal, and you may cancel before then if you do not accept it.
• If a payment fails we may suspend access until it is resolved. Data is retained during suspension in accordance with section 12.

Where a promotional rate is offered, the specific terms published with that offer apply alongside these terms.

6. Acceptable use

You must not:

• Use the Service unlawfully, or in breach of data protection, health and safety, or consumer law
• Upload content that is unlawful, defamatory, abusive, obscene, or infringes anyone's rights
• Upload another person's personal or health data without a lawful basis for doing so
• Attempt to access another Studio's data, or any part of the system you are not authorised to use
• Probe, scan, reverse engineer, decompile or attempt to derive the source code of the Service
• Introduce malware, or interfere with the Service's operation or security
• Scrape, resell, sublicense or white-label the Service without our written permission
• Use the Service to build a competing product
• Send unsolicited marketing through the Service in breach of PECR or equivalent rules

We may remove content and suspend accounts that breach this section.

7. Your data and your responsibilities as a Studio

You keep ownership of all data you put into the Service. You grant us a limited licence to host, process and display it purely in order to operate the Service for you.

When you use the Service to manage training clients, you are the data controller and we are your processor. This means you are responsible for:

• Having a lawful basis for everything you record, and obtaining explicit consent for health and fitness data, which is special category data under UK GDPR
• Giving your clients your own privacy notice
• Responding to your clients' data protection requests. We will assist you where we reasonably can
• The accuracy of what you and your staff enter
• Registering with the Information Commissioner's Office and paying the data protection fee if you are required to

We process client data only on your documented instructions, keep it confidential, apply appropriate security measures, and use only the sub-processors listed in our Privacy Policy. We will give you reasonable notice of any change to that list.

8. Our intellectual property

The Service, its software, design, branding and content are owned by us or our licensors and are protected by intellectual property law. We grant you a non-exclusive, non-transferable, revocable licence to use the Service during your subscription for your own business purposes. No other rights are granted.

If you send us feedback or suggestions, we may use them freely and without obligation to you.

9. No medical or professional advice

You acknowledge and agree that:

• Training and nutrition programmes are created by trainers, not by us. We do not review, approve, endorse or verify any programme, workout, diet plan, target or instruction recorded in the Service, and we take no responsibility for them.
• AI Coach responses are generated automatically and may be wrong. They are general information only, produced by a language model without knowledge of your medical history. They are not a substitute for advice from a doctor, registered dietitian, physiotherapist or qualified trainer, and must never be relied on as such.
• Calorie, macronutrient and nutritional figures are estimates, drawn in part from third-party databases we do not control, and may be inaccurate.
• Exercise carries inherent risk of injury. You are responsible for exercising safely and within your capabilities.
• Always consult a qualified healthcare professional before starting or changing any exercise or nutrition programme, particularly if you are pregnant, have an injury, or have any medical condition.
• If you think you are having a medical emergency, call 999 immediately. Never delay seeking medical help because of something you read in the Service.

Studios and trainers are solely responsible for the professional advice they give their clients, for holding appropriate qualifications, insurance and screening procedures, and for complying with the rules of any professional body they belong to.

10. Availability

We work to keep the Service available and reliable, but we do not guarantee uninterrupted or error-free operation. Access may be unavailable during maintenance, updates, or because of failures in third-party infrastructure we depend on.

We may modify, add or remove features. Where a change materially reduces core functionality we will give you reasonable notice.

You are responsible for keeping your own copies of data that matters to you. Export functions are provided for this purpose.

11. Liability

Nothing in these terms limits or excludes our liability for: death or personal injury caused by our negligence; fraud or fraudulent misrepresentation; or anything else that cannot lawfully be limited or excluded.

Subject to that, and to the fullest extent permitted by law:

• The Service is provided "as is" and "as available". We exclude all warranties, conditions and terms implied by statute or common law, including as to satisfactory quality, fitness for a particular purpose, and accuracy.
• We are not liable for loss of profit, loss of business, loss of revenue, loss of anticipated savings, loss of goodwill, business interruption, or for any indirect or consequential loss.
• We are not liable for any injury, health outcome, or loss arising from training programmes, nutritional guidance, AI Coach output, or any advice given by a Studio or trainer through the Service.
• We are not liable for loss or corruption of data caused by your own failure to keep backups, or by a third-party provider outside our reasonable control.
• Our total liability arising out of or in connection with these terms, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited to the total fees you paid us in the 12 months before the event giving rise to the claim, or £100 if you have paid us nothing.

These limits reflect the price of the Service and the allocation of risk between us. If you require greater protection, you should obtain your own insurance.

12. Indemnity

If you use the Service as a business, you agree to indemnify us against all claims, damages, losses and reasonable legal costs arising from: your breach of these terms; your unlawful or negligent use of the Service; any claim by a client of yours relating to training, nutrition or health advice; or your failure to meet your obligations as a data controller.

This section does not apply to consumers.

13. Ending this agreement

You may close your account at any time. We may terminate or suspend it immediately if you materially breach these terms, become insolvent, or fail to pay.

On termination your right to use the Service ends at once. You may export your data for 30 days afterwards. We then delete or return it in line with our Privacy Policy, unless the law requires us to keep it. Sections 8, 9, 11, 12 and 15 survive termination.

14. If you are a consumer

Where you use the Service as an individual rather than for business purposes, you keep all rights given to you by the Consumer Rights Act 2015 and other consumer protection law. Nothing in these terms affects those rights.

You normally have 14 days to cancel a new subscription. If you ask us to start the Service immediately, you may be charged proportionately for what you have used before cancelling.

15. General

• Changes. We may update these terms. Material changes will be notified to account holders by email or in-app notice at least 30 days before they take effect. Continuing to use the Service afterwards means you accept them.
• Transfer. You may not transfer your rights under these terms without our consent. We may transfer ours as part of a sale or reorganisation of our business.
• Third parties. Nobody other than you and us has any right to enforce these terms.
• Severability. If any provision is found unenforceable, the rest remains in force.
• Waiver. A delay in enforcing these terms is not a waiver of our rights.
• Entire agreement. These terms, together with our Privacy Policy and any offer terms, are the whole agreement between us.
• Events outside our control. We are not liable for failure to perform caused by events beyond our reasonable control.
• Governing law. These terms are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction. If you are a consumer resident elsewhere in the UK, you may bring proceedings in your own jurisdiction.

16. Contact

DNI Ltd (trading as DNI Analytics), registered in England and Wales, company number 15630271.
Registered office: 78a Deacon Road, London NW2 5QJ.
Email: darshan.mashru@dnianalytics.com