Purchase Agreement & Non-Refundable Deposit Policy

This Agreement is made and entered into on purchase date (“Start Date”) between Nutrition by Robyn, LLC, (“Hereinafter referred to as “Company”) and Purchaser, (Hereinafter referred to as “Member.”) Company and Member hereby voluntarily and willingly agree as follows: 

For good and valuable consideration of twelve thousand dollars ($4,500), Member has agreed to purchase access to the Functional Nutrition Practitioner Institute clinical Track (hereinafter “Program”) pursuant to the terms and conditions in this Agreement. In exchange, Company agrees to provide the services outlined in the Program Details below, and the Program Outline attached hereto. Member understands and agrees that Company will utilize suitable methodologies in accordance with Member’s needs and in accordance with her/her training.

BY PAYING THE NON-REFUNDABLE DEPOSIT, MEMBER AGREES THEY ARE COMMITTING TO JOIN FNPI AND UNDERSTANDS THEY WILL NOT BE ENTITLED TO A REFUND FOR THEIR DEPOSIT OR ANY OTHER PAYMENT.

1. Program Details 
2. The 3 month program is designed to help you reach your professional goals. 
3. Company will provide the services outlined in detail in the attached Program Outline Addendum. Member confirms he/she has read the Program Outline Addendum, asked Company Any and all necessary questions, and conducted any research necessary to feel he/she understands what is(and isn’t) being provided in Program.
4. Payment Details. Member agrees to render payment via Credit Card or bank transfer and understands that the full purchase amount is due and payable upfront. Member agrees that absent an agreement regarding a payment plan with Company, he/she must complete payment in full before becoming entitled to any products or services included within Program.
5. Payment Plan: Payment may be completed over a three or five month period. For a Payment plan, the Buyer will accept the Goods and pay for the Goods with the sum of twelve thousand dollars ($4,500) USD (the "Purchase Price"), divided by three months paying $1,800 each month for three months. Sum will be paid by cash or credit as required in the Payment section of this Agreement.

Should Member fail to make timely payments, or if additional payments are not able to be processed, Member understands: (1) the remainder of the Program may be forfeited until payment is made; and (2) Member will owe a five percent (5%) late fee. A payment is to be considered late if not paid within fifteen (15) days of the date it is due. Accounts that have not been paid after 30 days will be turned over to collections, and the balance of Member’s account will be due and payable immediately. If Member’s account is turned over to collections, Member understands and agrees he/she is responsible for any and all fees and expenses that are incurred as a result of sending the claim to collections, in addition to the original account outstanding balance. 

Company reserves the right to cancel or cease working with Member should he/she fail to make additional payments in accordance with the Payment Plan as agreed upon at the beginning of the Program. Should this occur, Member understands she is not entitled to a refund of funds already issued to Company in exchange for work completed thus far, and it is up to the sole discretion of Company whether Member is to have continued access to any materials made available to Member during the Program up until payments were missed.

3. Refund Policy
4. Member is not entitled to any refunds once Member has purchased the Program (in whole or in part). Member shall also not be entitled to a refund on any deposit payment. Member understands this provision, and agrees that he or she is not entitled to a refund once payment has been issued to Company.
5. Should Company experience an unforeseen event causing her or her team to become unavailable or otherwise unable to complete the Program, Member may be entitled to a partial refund on a case-by-case basis, based upon the portion(s) of the Program unable to be delivered by Company. Reasonable Changes or modification to the Program made by Company do not qualify as an inability to deliver services, and do not qualify Member for a refund.
6. Member further agrees and understands that changing his/her mind about the Program, failing to follow through or understand the details of the Program, not experiencing the results he/she expected or desired, or experiencing any other similar situations does not entitle her to a refund.
7. Company reserves the right to cancel or stop working with Member at any time should he/she became uncoachable or display an attitude that negatively impacts the experience. It is at the sole discretion of Company to remove Member from the program. Should this occur, Member understands she is not entitled to a refund of funds already issues to Company in exchange for work completed thus far, and it is up to the sole discretion of Company whether Member is to have continued access to any materials made available to Member during the Program up until removal from the program.
8. Dispute Resolution
9. Should a dispute arise between Company and Member, the parties agree to attempt to resolve by good-faith negotiations and discussions. (Member agrees that failure to see results is not a basis for a“dispute” and agrees he or she does not hold Company responsible for any specific results, or those results which have been achieved by other members of Company.) If unable to reach a resolution informally, Member and Company agree that all disputes will be submitted for Arbitration by the American Arbitration Association, to be completed in Bend, Oregon, within a reasonable amount of time. Member and Company agree to participate in the arbitration process in good faith and in a manner that will effectively and efficiently resolve the dispute at hand, including the exchange of any materials, documents, or information. The decision made by the arbitrator is to be final and binding on both parties, and is not to be appealed or otherwise set aside. It is to be enforceable in any court of proper jurisdiction as a judgment of law or decree.
10. Applicable Law 
11. This Agreement shall be governed by and under control of the laws of Texas Regardless of conflict of law principles, and regardless of location of Member. Member understands this and agrees that the laws of Texas are to be applicable here.
12. Amendments 
13. This agreement is not to be altered, amended, changed, extended, or considered waived without execution of an additional addendum signed by both Member and Company, or a party authorized to sign on behalf of either party. Member and Company agree this Agreement constitutes the entire agreement between Company and Member, taking place of and superseding any and all prior agreements, discussions, correspondence, or proposals between parties. Member understands that if a portion of the Program or an expectation is not included in this Agreement, it does not apply and is not included within the Program. Member has taken any necessary measures to discuss further and have any questions answered by Company or Company’s team, and is in full agreement with the terms outlined Herein.
14. Intellectual Property

Through this Agreement, Company grants Member access to the Program. Member’s access to the Program does not include any ownership rights or  licenses to share the information contained within the Program. Member is further not authorized to use any information contained within the Program to develop its own program or competitive product.

By signing this Agreement, Member unconditionally agrees not to share the Program (in whole or in part) with any third parties and not to use the Program (in whole or in part) in any manner inconsistent with the purpose of the Program. Member agrees not to share the program with any team members, employees or contractors.

Member further acknowledges that the Program contains trade secrets that are proprietary to the Company and offer the Company a competitive advantage. Member acknowledges and agrees that the unauthorized disclosure or use of the proprietary trade secret information may result in harm to the Company that may be difficult to quantify. 

Member shall take all reasonable measures and precautions to protect the secrecy, confidentiality, and value of the Program (in whole and in part). 

In the event a Member violates the terms of this intellectual property provision or threatens to violate the terms of this intellectual property provision, Company may compel compliance against the Member in a court of law or equity. 

PROGRAM OUTLINE ADDENDUM

Member understands, acknowledges, and agrees he/she is purchasing the 3 month program. Once the Program is purchased the Program is to continue for a period of 3 months. During this time, Company will provide the following products and/or services:

1. 3 months of Access to private messaging channel
2. Access to recording calls and online trainings inside membership area
3. Modules: Company will make available online modules, to be made available upon evaluation date of
4. Program, via client portal and membership site. 

Modules.

These Modules are intended to release proprietary information created by Company for personal benefit of Member. Member agrees and understands that/she is not to share, copy, distribute, or otherwise use (other than that which is expressly allowed) the information provided to her as a result of her participation in the program.

Private Messaging Access: Member may also be granted access to a private Circle channel organized by Company as part of the Program. Member is allotted 2 case study posts per month and 8 clinical questions per month.

Member understands they will be automatically enrolled to continue the private messaging access after 3 months at $997 per month with continued level of care unless verbal and/or written request from Member is requested at least 10 days prior to their next billing date.

Addendums: Program Outline; Payment Plan