Independent Agreement & Trademark license
Overview
This Agreement is between Serenova Nutrition Limited, a company registered in England and Wales with company number 16077279 and whose registered office is at Stafford House 10 Brakey Road, Weldon North Industrial Estate, Corby, England, NN17 5LU (“Serenova”, “the Company”, “We,” “Us”) and [the person who submits an application to be a wellness coach] (“Wellness Coach”, “You”, “Your”).
1. During the first 12 months from the date of this Agreement, my only financial obligation is to purchase the Starter Kit at the cost set by the Company, which will be purchased at the time of application.
2. I confirm that I have received, read, understood, and accepted all terms of the Independent Agreement and Trademark Licence, including the conditions set out within this Agreement and the Code of Conduct, together with any amendments or additions that may be provided to me from time to time.
3. It is illegal for a promoter or participant in a trading scheme to persuade anyone to make a payment by promising benefits from recruiting others.
4. Do not be misled by claims that high earnings are easily achieved.
5. If you sign up as a Wellness Coach, you have 14 days to cancel and receive a full refund.
6. This Independent Agreement and Trademark Licence (“the Agreement”) is made by me.
7. Upon successful completion of the application process, I will become an Independent Wellness Coach. As such, I will be a self-employed independent owner and not an employee, agent, or representative of the Company or my Leader. I am solely responsible for all levies and taxes on income earned as a Wellness Coach, including Value Added Tax (VAT) and National Insurance Contributions. My business as a Wellness Coach is entirely independent of the Company and any other business.
8. I agree to be bound by and comply with the Company’s Code of Conduct, the Trademark Licence included in this Agreement, any other Company policies, marketing, and remuneration plans, including advertising regulations, discounts, commissions, bonuses, product pricing, and marketing structure, as notified to me, and the Consumer Code of Practice of the Direct Selling Association (DSA), as amended from time to time.
9. This Agreement and all related documents form the entire agreement between the Company and me.
10. The Company may modify this Independent Agreement, the Code of Conduct, and/or any other policies at its discretion. I acknowledge that I am bound by such changes upon receiving notification, either personally or
through official Company communication. The Company will provide at least 30 days’ written notice of any change affecting my annual financial obligations. My consent is not required for such changes.
11. Any communication under this Agreement shall be considered officially conveyed when put in writing and received by the other party. Acknowledgment of receipt is assumed 48 hours after dispatch.
12. The Company’s failure to enforce any rights under this Agreement does not prevent it from doing so later.
13. Neither party will be liable for failure or delay in performance due to circumstances beyond their reasonable control. The affected party must notify the other in writing, providing evidence and an estimated resolution period. If the issue persists for more than two months, the unaffected party may terminate the Agreement with 30 days’ written notice.
14. I acknowledge that my personal details, including name, contact information, and purchase history, may be disclosed by the Company to eligible Leaders for commission validation.
15. I will maintain the confidentiality of all information shared with me, in compliance with the UK General Data Protection Regulation (UK GDPR).
15.1 Wellness Coaches agree that where, in the course of conducting their Serenova business, they collect and/or processes the personal data of customers, prospects or other third parties including any other Wellness Coaches (“Third Party Personal Data”) they will process such Third Party Personal Data as a data processor on behalf of Serenova as the data controller responsible in terms of the applicable data protection laws.
16 Without limiting my obligation to comply with the Company’s Code of Conduct, I agree to conduct my business in an ethical and honest manner, avoiding actions that may harm the Company’s reputation. I will comply with all laws relating to my role as a Wellness Coach, including the promotion and sale of Serenova Nutrition products. I will not transfer, share, or assign my business or this Agreement to any third party. I will not sell the Company’s
products on any auction platform, including eBay. I will follow all advertising guidelines, using only approved claims from official Company literature.
17 I understand that I cannot pay more than £200 to the Company, whether for a Starter Kit, products, or other matters, until seven days have passed from the date of this Agreement.
18 I will conduct business only in England, Scotland, and Wales, unless otherwise agreed in writing.
19 I will notify the Company of any change in contact details via the online Serenova Business Hub.
20 I acknowledge that the Company is authorised by its parent company, Cambridge Nutritional Foods Limited (CNFL), to grant licences for certain trademarks. This Agreement does not grant me ownership of any Intellectual Property, including trademarks, trade names, logos, or other branding materials. Any use of Intellectual Property shall benefit the Company.
21 I may cancel this Agreement within 14 days of signing and receive a full refund.
22 The Company may terminate this Agreement for any reason by giving me written notice within 14 days of signing.
23 After the first 14 days, either party may terminate this Agreement with 14 days’ written notice.
24 If this Agreement is terminated, I will be released without penalty from any future obligations, except for payment of products delivered and not returned. I may return unsold products purchased within 90 days of termination for a refund, subject to resale condition and reasonable handling fees. If the Company terminates the Agreement, no handling charges will apply, and return shipping costs will be covered by the Company. Products purchased more than 90 days but within one year prior to termination may also be returned, subject to specific conditions.
25 Subject to the terms of this Licence, the Company grants me a non-exclusive right to use its trademarks only while I remain bound by this Agreement.
26 I agree to use the trademarks only in compliance with Brand Guidelines. I will not use trademarks in a misleading manner or attempt to register them. I will report any infringement of the trademarks to the Company.
27 The Company and/or CNFL has sole discretion over legal action regarding trademark disputes.
28 The Company may terminate this Trademark Licence if I fail to comply with its terms and do not rectify the issue within 30 days or if I challenge the validity of any trademarks. The Licence also terminates automatically if the Company’s own licence from CNFL is terminated.
29 If my Independent Agreement ends, this Trademark Licence will automatically terminate.
30 Upon termination, I must immediately stop using all Company trademarks and branding materials.
31 This Licence is non-transferable and personal to me.
32 By accepting this agreement, I confirm that I have not been terminated from any other brand within Cambridge Nutritional Foods portfolio.
33 This Agreement and Licence shall be governed by English law, and both parties submit to the exclusive jurisdiction of English courts.
Company
