Terms of Use and Software Licence Agreement (EULA)

1.Acceptance and Capacity

Use of the Service is restricted to people aged 18 (eighteen) or over with full legal capacity, or to minors duly represented or assisted by their legal guardians, who must also accept these Terms.

Users who register as a Coach/Professional (personal trainer, strength and conditioning coach, dietitian, physician or other health/fitness professional) declare, under penalty of law, that they:

1. hold a valid and active registration with the relevant professional council (in Brazil, CREF, CFN/CRN, CRM or equivalent; elsewhere, the equivalent licence or registration), where required by law for the activity performed;
2. are qualified to provide the training prescription, nutritional guidance or follow-up services they offer to their Clients through Rep²;
3. are solely responsible for verifying that their use of the Service complies with the code of ethics and the rules of their professional body.

Registering with false, incomplete or outdated information is prohibited and may result in immediate suspension or termination of the account, without prejudice to any other applicable measures.

It is up to the person responsible for the Coach account to ensure they have each Client's consent (or that of their legal guardian, if a minor) to add them to the platform and to process their data under Section 8.

2.Licence to Use

Subject to compliance with these Terms, Rep² grants the User a limited, personal, revocable, non-exclusive, non-transferable and non-sublicensable licence to install and use the application and access the web dashboard, solely for the purposes the Service is intended for.

This licence transfers no intellectual property rights to the User. All software, source code, trademarks ("Rep²" and the "Rep²" wordmark), layouts, design, databases, algorithms, documentation and other elements of the Service are the exclusive property of Rep² or its licensors, protected by Brazilian Law No. 9,610/1998 (Copyright) and Law No. 9,609/1998 (Software), and by applicable international treaties.

Without Rep²'s prior written authorisation, the User may not:

1. copy, modify, create derivative works from, reverse engineer, decompile or disassemble the Service;
2. sublicense, resell, rent, assign or otherwise make the Service available to third parties;
3. remove intellectual property notices;
4. use the Service to develop a competing product.

Third-party trademarks, names and domains shown in the Service (e.g. Apple, App Store, Apple Watch, HealthKit) are used in accordance with their owners' policies and do not imply any partnership, endorsement or affiliation beyond what is strictly necessary for the technical integration.

3.Beta Stage and No Warranties

The User expressly acknowledges that Rep² is in Beta: software under active development, still being tested and validated, which may contain errors, instability, downtime, unexpected behaviour and frequent feature changes — including the removal or discontinuation of features, screens or of the entire Service, at any time and without prior notice.

The Service is provided "as is" and "as available", without any warranty, express or implied, of any kind, including without limitation warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, completeness, continuous availability, or freedom from errors or interruptions.

There is no SLA (service level commitment), no guaranteed support response time, and no guarantee of a deadline for fixing bugs or that any given feature will remain available.

Rep² may, at its sole discretion and at any time, suspend, discontinue or terminate the Service (or part of it), in whole or in part, temporarily or permanently, without this giving rise to any right to damages, refund (except as set out in Section 10 regarding amounts actually paid and not enjoyed) or any other compensation to the User, except where mandatory Brazilian law provides otherwise.

4.Data Persistence and Backup

The User acknowledges and accepts that, especially on the free plan, data may be lost, corrupted or become inaccessible at any time, due to technical failure, maintenance, migration, discontinuation of features or of the entire Service, or for any other reason, without this giving rise to any right to compensation from Rep².

It is the User's sole responsibility to keep their own copies or records of any information they consider relevant, especially before cancelling the account or before the Service is discontinued.

Even though Rep² applies commercially reasonable efforts to maintain backup and data continuity routines on paid plans, no backup or data recovery guarantee is provided on any plan, free or paid, given the Beta stage of the Service.

5.Limitation of Liability

To the maximum extent permitted by applicable law — in particular the Brazilian Consumer Protection Code (Law No. 8,078/1990) and the Civil Code (Law No. 10,406/2002) — Rep², its partners, officers, employees, agents and business partners shall not be liable for indirect, incidental, special, punitive or consequential damages, including without limitation lost profits, loss of data, loss of business opportunity, loss of clientele or moral damages arising from the use of or inability to use the Service, even if Rep² has been advised of the possibility of such damages.

Without prejudice to any non-waivable consumer rights, Rep²'s total aggregate civil liability towards the User arising from any claim related to the Service is limited to:

1. the amount actually paid by the User to Rep² as subscription fees in the 12 (twelve) months preceding the event giving rise to the claim; or
2. BRL 0.00 (zero reais), in the case of Users on the free trial plan, except in cases of wilful misconduct, gross negligence or breach of mandatory consumer protection or data protection rules, for which the limitation does not apply to the extent prohibited by law.

Rep² does not warrant that the Service will meet the User's specific needs, nor that it will be compatible with every device, operating system version or third-party integration (e.g. Apple Health/HealthKit).

6.The Coach's Professional Responsibility

Rep² is a software tool for logging, organising and following training and, where applicable, related guidance. Rep² does not itself provide medical, nutritional, physiotherapeutic or physical training advice, does not write prescriptions, does not replace assessment, diagnosis or follow-up by a qualified professional, and does not perform health screening of the Client.

All training prescription, nutritional guidance or any recommendation entered into the Service by a Coach is the exclusive authorship and responsibility of that Coach, who is fully and personally answerable to the Client and to third parties for the technical adequacy, safety, legality and compliance of such prescriptions with the rules of their professional body and with applicable law.

Rep² is not a party to the professional relationship established between Coach and Client; it does not supervise, audit or validate the technical content of the prescriptions entered on the platform, and has no employment, agency, partnership or joint-liability relationship with the Coach.

The Client acknowledges that they must obtain medical clearance before starting any exercise programme or dietary change, and that using Rep² does not replace consultation, assessment or follow-up with a physician, dietitian or other health professional. In the event of pain, discomfort, injury or any symptom during exercise, the Client must stop the activity and seek immediate professional assessment.

Rep² is not responsible for injuries, harm to health, clinical complications or any damages arising from the execution of workouts, nutrition plans or guidance recorded in or viewed through the Service; such responsibility lies with the Coach who created them and/or with the Client who chose to follow them without proper clearance or professional supervision.

7.User Content

"User Content" means any data, text, image, photo, video, metric, training plan, health information or other material entered, uploaded or generated by Coaches and Clients in the Service.

The User retains ownership of their User Content and grants Rep² a worldwide, non-exclusive, royalty-free licence limited to the period of use of the Service to host, store, process, display, reproduce and transmit such content strictly to the extent necessary to operate, maintain, support and improve the Service, including the use of aggregated and anonymised data for statistical and product improvement purposes.

The User represents and warrants that:

1. they hold all rights necessary over the User Content they enter into the Service (including Clients' photos and data);
2. they have obtained the consent and/or appropriate legal basis from each Client (or their legal guardian) before entering their personal data and health data into the platform; and
3. the User Content does not infringe third-party rights or applicable law.

Rep² may remove User Content that breaches these Terms or the law, or that is the subject of a notice or order from a competent authority, without prior notice and without prejudice to any other applicable measures.

8.Personal Data Protection and the LGPD

The processing of personal data within Rep² follows Brazilian Law No. 13,709/2018 (General Personal Data Protection Law — LGPD) and other applicable rules. Details on which data is collected, the purposes, legal bases, retention periods, data subject rights and security measures are set out in the Privacy Policy (available in Portuguese), which is an integral part of these Terms.

Roles of the parties (article 5, VI and VII, LGPD):

1. the Coach acts, as a rule, as the controller of the personal data of their own Clients whom they register and manage on the platform, and is responsible for obtaining the appropriate legal basis (as a rule, the data subject's consent, under article 11 of the LGPD for sensitive data) and for handling data subject rights requests relating to the content they themselves enter;
2. Rep² acts as the processor of data handled on behalf of and under the instructions of the Coach in the operation of the Service, and as controller of the data necessary for providing, managing, securing, billing and improving the platform itself (e.g. registration, authentication, billing and usage log data).

Legal basis: health/sensitive data is processed, as the case may be, on the data subject's specific and highlighted consent (article 11, I, LGPD) and/or for the performance of the contract between Coach and Client, where applicable and permitted by law.

Data subject rights: under article 18 of the LGPD, the data subject may request confirmation of processing, access, correction, anonymisation, portability, deletion of data, information about sharing, and withdrawal of consent, by contacting the applicable controller (the Coach, for the data they manage, or Rep², for the data under its control) through the channels listed in Section 14.

When registering a Client, the Coach declares that they hold the appropriate consent and/or legal basis from that Client (or their legal guardian, if a minor) for processing their personal data, including sensitive health data, on the Rep² platform, holding Rep² harmless for any absence of such legal basis attributable to the Coach.

Further details on retention, account deletion, cookies, subprocessors and international data transfers are set out in the Privacy Policy. Users outside Brazil should note that the Service is operated from Brazil and that data is stored in the regions described in the Privacy Policy.

9.Acceptable Use, Suspension and Termination

The User may not:

1. use the Service for unlawful or unauthorised purposes;
2. infringe intellectual property, privacy or other third-party rights;
3. attempt to gain unauthorised access to third-party systems, accounts or data;
4. post offensive, discriminatory or unlawful content, or content amounting to harassment;
5. use bots, scraping or other unauthorised automated means to extract data from the Service;
6. circumvent security mechanisms, plan limits or billing.

Rep² may suspend or terminate, at any time and at its sole discretion, with or without prior notice, and without incurring any charge, damages or refund obligation, the access of any User who breaches these Terms or the law, or whose use poses a security, technical or reputational risk to the Service or to third parties — without prejudice to the User's right to a proportional refund of amounts paid and not enjoyed, where applicable and required by law.

The User may close their account at any time through the Service settings or by contacting the channels in Section 14. Cancellation follows the rules of Section 10.

Sections that by their nature must survive termination (e.g. intellectual property, limitation of liability, indemnification, venue) remain in force after the relationship ends.

10.Subscription, Payment and Cancellation

Rep² offers a free trial plan, with up to 4 (four) clients, for an indefinite period, subject to the conditions of Sections 3 and 4 (no warranties, no SLA, no backup guarantee).

For use beyond the limits of the free plan, the User may subscribe to a paid plan, with recurring billing processed through a partner payment gateway (currently Asaas), whose own terms of use and privacy policy also apply to the processing of the payment.

The prices, billing period (monthly/annual) and conditions of each plan are shown at the time of purchase, in the app or in the web dashboard, and may be changed by Rep² upon reasonable prior notice, with the new price applying from the next billing cycle.

Cancellation: the User may cancel their subscription at any time through account settings or the contact channels in Section 14. Cancellation takes effect at the end of the current billing cycle, unless stated otherwise at the time of purchase; there is no cancellation penalty.

Outside that scenario, and except as mandatorily provided by consumer law, amounts paid for subscription periods already elapsed or partially used are not refundable, without prejudice to the User continuing to use the Service until the end of the cycle already paid for.

Failure to pay amounts due may result in suspension of access to paid features, with the User possibly being moved back to the free plan (subject to its limits) or having the account suspended until the situation is resolved.

While payment processing runs in a test ("sandbox") environment, no real charges are made; Rep² will give advance notice of the transition to production billing.

11.Changes to these Terms

Rep² may change these Terms at any time, particularly due to the evolution of the Service (still in Beta), legal or regulatory changes, or security and privacy improvements.

Material changes will be communicated to the User by notice in the app/dashboard, by email to the registered address, or by other reasonable means, stating the new effective date.

Continuing to use the Service after the changes take effect constitutes tacit acceptance of the new Terms. If the User does not agree with the changes, they must stop using the Service and, where applicable, cancel their subscription under Section 10.

12.Indemnification

The User agrees to indemnify, defend and hold harmless Rep², its partners, officers, employees and business partners from and against any claims, losses, damages, liabilities, costs and expenses (including reasonable legal fees) arising from:

1. misuse of the Service by the User;
2. breach of these Terms;
3. infringement of third-party rights, including the rights of Clients whose data was entered without an appropriate legal basis;
4. training prescription, diet or guidance content entered by the Coach; or
5. the User's breach of applicable law.

13.Governing Law and Venue

These Terms are governed by the laws of the Federative Republic of Brazil.

The courts of the District of [CITY/STATE], Brazil, are elected to settle any disputes arising from these Terms, waiving any other, however privileged, except for the jurisdiction of the consumer's domicile where mandatory consumer rules so determine (article 101, I, of the Brazilian Consumer Protection Code).

14.Contact, Controller and Data Protection Officer

Questions about these Terms, the exercise of data subject rights, or requests related to the LGPD may be addressed to:

• Controller: [LEGAL ENTITY], CNPJ [CNPJ]
• Data Protection Officer (DPO): [DPO NAME]
• Contact/DPO email: [DPO EMAIL]
• Address: [ADDRESS]

15.Term

These Terms take effect on [DATE] and remain valid for as long as the Service is available, subject to the changes described in Section 11.

Version: Beta v0.1 — document subject to legal review before final publication.

This document is a draft produced with the support of artificial intelligence and must be reviewed by a lawyer duly admitted to the Brazilian Bar (OAB) before official publication and use. This English text is an unofficial translation of that draft; the Portuguese version prevails.