Terms of Service

Welcome to Biotrofi. By engaging our services, you agree to the following terms. Please read them carefully.

These terms are issued by Biotrofi Ltd, a company registered in the Republic of Cyprus under registration number HE 490635 (“BIOTROFI”). By paying the joining fee, deposit, or full prepayment for the relevant service as outlined via email, the Client accepts and agrees to these terms.

These terms apply automatically to any client who proceeds with payment as outlined above.

Preamble

WHEREAS, BIOTROFI operates a curated online platform that connects high-calibre, independent private chefs with discerning clients seeking premium, personalised culinary services focused on nutrition, luxury, and healthy living;

WHEREAS, BIOTROFI facilitates introductions between such clients who register with BIOTROFI, either through their online platform or otherwise, and qualified freelance chefs who register with BIOTROFI (the “Chefs”), for bespoke culinary engagements including, but not limited to, in-home meal preparation, private dining experiences, health-aligned meal planning, and event catering;

WHEREAS, the Client has registered with BIOTROFI and has requested the placement of a private Chef to provide services at their home or chosen venue;

WHEREAS, BIOTROFI acts as an introducer and coordination agent, managing logistics, scheduling, and service oversight, but does not itself employ the Chefs;

NOW, THEREFORE, in consideration of the mutual covenants and understandings set forth herein, the parties agree to the following terms and conditions.

1. Agreed Service

1.1 BIOTROFI will introduce the Client to a freelance private Chef vetted by BIOTROFI in accordance with its service standards, and registered with BIOTROFI via its platform or otherwise, and will thereafter coordinate the relationship between the Client and the Chef and provide administrative support for a fee, as set out in this Agreement.

1.2 The assigned private Chef will offer cooking, meal planning, grocery shopping, and kitchen support based on the Client's needs and preferences.

1.3 Details of service frequency, schedule, and rates will be communicated to the Client via email prior to the commencement of any service (the “Terms of Engagement”).

1.4 The placement of each Chef (a “Placement”) is to be agreed in writing, with confirmation by email deemed sufficient. If the Placement of one Chef comes to an end, and if the Client so wishes, BIOTROFI shall endeavour to provide a replacement Chef in order to continue the services under this Agreement.

1.5 For the avoidance of doubt, the Chef is an independent contractor and is not an employee, agent or representative of BIOTROFI. All services are rendered under the Chef's control and responsibility.

2. Definitions of Service Types

2.1 “Ongoing Services” means recurring services provided on an indefinite basis with no fixed end date. Ongoing Services comprise Meal Prep, Part-Time Private Chef and Full-Time Private Chef.

2.2 “Meal Prep” means recurring meal preparation services, typically one or two visits per week.

2.3 “Part-Time Private Chef” means recurring private chef services of fewer than five scheduled visits per week.

2.4 “Full-Time Private Chef” means recurring private chef services of five or more scheduled visits per week.

2.5 “Temporary Placement” means a private chef engagement for a defined period with a fixed start and end date, including holiday chefs, villa chefs, yacht chefs and seasonal placements. A Temporary Placement is not an Ongoing Service, however long it runs.

2.6 “Private Event” means a single private dining occasion or catered event on a specified date.

2.7 “Visit” means a single attendance by the Chef in accordance with the agreed schedule.

2.8 “Notice Period” means, in respect of an Ongoing Service:

2.8.1 Meal Prep: one (1) week;

2.8.2 Part-Time Private Chef: two (2) weeks;

2.8.3 Full-Time Private Chef: one (1) month.

3. Trial Days

3.1 Trial Days allow the Client to assess one or more Chefs before committing to a Placement.

3.2 BIOTROFI may propose one or more Chefs for Trial Days. Dates, duration (not exceeding seven consecutive calendar days per Chef), times, and locations will be agreed in writing (email or messenger app).

3.3 A grocery budget for the Trial Days shall be agreed in advance. BIOTROFI may request full or partial prepayment of estimated groceries.

3.4 BIOTROFI coordinates the Trial Days, manages communication, and handles financial administration.

3.5 The Client agrees to pay the applicable daily or hourly rate for each Trial Day as agreed in writing. BIOTROFI will invoice the Client, and invoices are payable within ten working days unless otherwise agreed.

3.6 BIOTROFI pays the participating Chef(s) directly.

3.7 Trial Days do not guarantee a Chef's availability for long-term service. Both the Client and the Chef may freely decline ongoing work following the Trial Days.

3.8 All conduct, safety, indemnity, non-circumvention, and confidentiality obligations in this Agreement apply equally during the Trial Days.

3.9 If the Client wishes to proceed with a Placement after the Trial Days, BIOTROFI will formalise the Placement under this same Agreement. No second contract is required.

4. Evaluation Period

4.1 Every Placement of an Ongoing Service begins with a trial period (the “Evaluation Period”), during which either party may end the Placement immediately and without notice, and no Notice Period applies.

4.2 The Evaluation Period ends on the earlier of:

4.2.1 the completion by the Client of a number of Visits equal to four (4) weeks of the Client's agreed schedule; or

4.2.2 eight (8) weeks from the start date of the Placement.

4.3 For illustration: a Meal Prep client with two scheduled Visits per week completes the Evaluation Period after eight Visits. A Full-Time Private Chef client with five scheduled Visits per week completes it after twenty Visits. In either case, the Evaluation Period ends automatically after eight weeks even if that number has not been reached.

4.4 The Service Pause provisions in clause 8 do not apply during the Evaluation Period. Any absence during the Evaluation Period is treated as a series of individual cancelled Visits under clause 6.2, however long it lasts.

4.5 Completion of the full Evaluation Period is required for the joining fee or deposit (as applicable) to be deducted from the Client's first monthly invoice.

4.6 If the Placement of a Chef comes to an end and a new Chef replaces the departing Chef, the first four (4) weeks of the new Chef's Placement shall constitute a new Evaluation Period and be treated as above.

5. Grocery Allowance, Company Cards & Receipts

Grocery Allowance & Company Card

5.1 BIOTROFI issues each Chef a company-issued payment card (currently provided via Revolut Business, the “Company Card”), linked to a dedicated grocery allowance balance maintained for each Client the Chef serves (the “Grocery Allowance”).

5.2 The Grocery Allowance is funded entirely by the Client. The Client is solely responsible for maintaining a sufficient balance in the Grocery Allowance to cover the groceries required for upcoming Visits. All grocery purchases are made at cost price.

5.3 Top-ups to the Grocery Allowance are made by the Client via direct bank transfer to a designated account notified to the Client by BIOTROFI in writing.

5.4 The Chef shall monitor the balance of the Grocery Allowance and shall notify the Client in good time when funds are running low.

5.5 As a courtesy, BIOTROFI will send the Client a weekly Grocery Allowance balance update. This reminder is provided for convenience only and does not transfer responsibility for maintaining the balance away from the Client, who remains primarily responsible at all times.

5.6 The Client may request the current Grocery Allowance balance from BIOTROFI at any time.

Receipts

5.7 All grocery receipts shall be sent by the Chef directly to the Client (typically via WhatsApp or another messaging channel agreed between the Chef and the Client) following each Visit.

5.8 The Client may request copies of receipts from their Chef at any time.

Insufficient Balance & Visit Cancellation

5.9 If, at any point before a scheduled Visit, the Grocery Allowance balance is insufficient to cover the groceries required for that Visit, the Chef shall issue reminders to the Client at forty-eight (48) hours, twenty-four (24) hours, and eight (8) hours before the scheduled Visit.

5.10 If, following all three reminders set out in clause 5.9, the Client has not topped up the Grocery Allowance to a sufficient balance, the Chef shall have the right to cancel the Visit. A Visit cancelled by the Chef under this clause shall be billed to the Client in full, the Chef shall be paid in full for the Visit, and the cancellation notice provisions in clause 6 shall not apply to the Client's benefit.

5.11 As an alternative to cancelling a Visit under clause 5.10, the Chef may, at the Chef's sole discretion, proceed with the Visit by purchasing the necessary groceries using their own funds. In that case, the Client shall reimburse the Chef directly for the full grocery cost within five (5) working days of presentation of receipts. Service fees shall continue to be paid through BIOTROFI in the ordinary course.

5.12 The Chef shall not be required to advance his own funds to cover grocery costs exceeding the Grocery Allowance, save where the Chef elects to do so under clause 5.11.

Opt-Out from the Card-Based System

5.13 The Chef and the Client may mutually agree, in writing, to opt out of the Company Card and Grocery Allowance system in favour of direct cash payment or direct bank transfer from the Client to the Chef, strictly for the purpose of grocery purchases.

5.14 Where such an opt-out arrangement is in place, BIOTROFI shall no longer issue the weekly balance reminders contemplated in clause 5.5, and the Chef and the Client shall be jointly responsible for tracking grocery spend between themselves.

5.15 For the avoidance of doubt, any opt-out under clause 5.13 applies strictly to grocery shopping. All service payments, including the Chef's professional service fee and BIOTROFI's service fee, shall continue to flow exclusively through BIOTROFI.

5.16 Where an opt-out under clause 5.13 is in place, the Chef and the Client shall each maintain their own records of grocery spend sufficient to evidence the amounts paid and reimbursed. BIOTROFI shall not be required to keep such records and shall have no liability in respect of any disputes arising between the Chef and the Client over direct grocery payments.

Company Card Security & Liability

5.17 The Chef shall be responsible for the security and proper use of the Company Card while it is in the Chef's possession, including safeguarding the card and any associated PIN or access credentials, and using the Company Card solely for grocery purchases authorised under this Agreement.

5.18 BIOTROFI shall use reasonable measures to monitor Company Card transactions and shall, on becoming aware of suspected unauthorised use, take reasonable steps to freeze the card. BIOTROFI shall not, however, be liable for losses caused by:

• misuse, negligence, or unauthorised use of the Company Card by the Chef;
• the Client's failure to monitor the Grocery Allowance balance or to raise queries in a timely manner; or
• any matter arising from an opt-out arrangement under clause 5.13.

5.19 The Client shall promptly notify BIOTROFI of any transaction on the Grocery Allowance which the Client believes to be incorrect or unauthorised. BIOTROFI shall investigate any such notification in good faith and, where appropriate, coordinate with the Chef to resolve the matter.

6. Cancellations and Absences: Ongoing Services

6.1 Any request to change the agreed service schedule must be submitted in writing and shall only take effect once confirmed by BIOTROFI and the Chef.

Individual Visits

6.2 A single Visit may be cancelled on at least twenty-four (24) hours' notice at no charge. A Visit cancelled with less than twenty-four (24) hours' notice is billed in full, together with any grocery expenditure already incurred.

Absences

6.3 An “Absence” means any period during which the Client will not use the service, comprising two or more consecutive scheduled Visits.

6.4 The notice required for an Absence is equal to the length of the Absence, capped at the Client's Notice Period.

6.5 For illustration:

• Two days away requires two days' notice.
• Five days away requires five days' notice.
• Three weeks away requires two weeks' notice for a Part-Time Private Chef client, or three weeks' notice for a Full-Time Private Chef client.
• Two months away requires one month's notice for a Full-Time Private Chef client, that being the cap.

6.6 Where the required notice is given, no charge arises for the Absence.

6.7 Where the required notice is not given, the Client is billed for the number of days by which the notice fell short, converted into the Visits falling within those days.

6.8 For illustration: a Client away for five days who gives three days' notice is two days short, and is billed for the Visits falling in those two days.

6.9 If a Client extends an Absence after it has begun, the notice requirement applicable to the extended length applies from the moment the Client notifies BIOTROFI, and any shortfall is billed accordingly.

Chef Unavailability

6.10 If the Chef is unable to attend due to illness or emergency, BIOTROFI will attempt to provide a replacement. If no replacement is available, the Client will not be charged for that Visit, and BIOTROFI shall not be liable for any inconvenience or loss suffered.

7. Service Utilisation

7.1 The rates for Ongoing Services are set by reference to the schedule the Client books. BIOTROFI publishes a rate card setting out the per-Visit rate applicable to each schedule tier. Lower-frequency schedules carry a higher per-Visit rate.

7.2 BIOTROFI monitors the proportion of scheduled Visits actually used by each Client.

7.3 Where a Client cancels more than twenty per cent (20%) of their scheduled Visits in any calendar month, or does so in two (2) months within any rolling six (6) month period, BIOTROFI may contact the Client to reassess the Terms of Engagement.

7.4 A reassessment under clause 7.3 may result in a revised per-Visit rate in accordance with the published rate card, a revised schedule, or both. Any revision takes effect only once agreed in writing between the Client and BIOTROFI.

7.5 If no agreement is reached following a reassessment, either party may terminate the Placement in accordance with clause 13.

7.6 Visits falling within a Service Pause under clause 8 are not counted as cancelled Visits for the purposes of this clause 7.

8. Service Pauses

8.1 A “Pause” means a temporary suspension of an Ongoing Private Chef service at the Client's request, for a minimum of two (2) consecutive weeks.

8.2 Pauses are available to Part-Time Private Chef and Full-Time Private Chef clients only. Meal Prep clients may not Pause; an absence of a week or more is governed by clause 6 or, if the Client does not intend to return, by clause 13.

8.3 A Pause must be requested in writing and requires the notice set out in clause 6.4 for an Absence of that length.

8.4 During a Pause, no Visits are scheduled. Accordingly no Visits can be cancelled, and the Pause does not count towards clause 7.

8.5 A Client may take no more than two (2) Pauses in any rolling six (6) month period. Any further absence within that period is not a Pause, regardless of its length, and is treated as a series of individual cancelled Visits under clause 6.2 and counted under clause 7.

8.6 Where the required notice for a Pause is not given, clause 6.7 applies and the shortfall is billed. The Pause is nevertheless treated as a Pause for the purposes of clause 7.

Holding Fee

8.7 A Client who wishes to retain their specific Chef for their return may elect to pay a holding fee (the “Holding Fee”). The Holding Fee is optional and applies from the start of the Pause.

8.8 The Holding Fee is twenty-five per cent (25%) of the value of the service for the period of the Pause.

8.9 Where a Holding Fee is paid, the Chef undertakes to hold the Client's schedule and to resume service on the agreed return date.

8.10 The Chef's share of the Holding Fee is not paid during the Pause. It is paid to the Chef in monthly instalments following the Chef's return, across a period equal to the length of the Pause, on BIOTROFI's normal payment run.

8.11 If the Chef withdraws during the Pause, or leaves the Placement during the instalment period described in clause 8.10, the remaining instalments cease and the Client is refunded the corresponding proportion of the Holding Fee. BIOTROFI will offer a replacement Chef in the ordinary course.

Absence Without a Holding Fee

8.12 Where no Holding Fee is paid, the Chef is under no obligation to remain available and may accept other work.

8.13 Where a Pause or continuous Absence exceeds eight (8) weeks and no Holding Fee has been paid, the Placement ends automatically. The Client's return is treated as a new Placement, subject to Chef availability at that time.

9. Temporary Placements

9.1 This clause 9 applies to Temporary Placements as defined in clause 2.5.

Deposit and Booking

9.2 A deposit equal to thirty per cent (30%) of the total placement fee is required to secure the booking. The deposit is non-refundable in the event of cancellation by the Client, subject to clause 9.11.

Lock Date

9.3 The scope of a Temporary Placement, including its dates, duration and schedule, may be revised by agreement up to the Lock Date, being:

9.3.1 two (2) weeks before the start date, for placements of one (1) month or less; or

9.3.2 one (1) month before the start date, for placements exceeding one (1) month.

9.4 Where the scope is revised before the Lock Date, the placement is re-priced in accordance with the published rate card for a placement of the revised length. A Client who reduces a three-week placement to one week is charged at the one-week rate, not the three-week rate.

9.5 After the Lock Date the scope is fixed and clauses 9.6 to 9.9 apply.

Minimum Utilisation

9.6 From the Lock Date, the Client is billed for not less than eighty per cent (80%) of the Visits comprised in the Placement, irrespective of how many Visits are actually used.

9.7 For illustration: a Placement of sixty Visits carries a minimum of forty-eight billable Visits. A Client who uses fifty-five Visits pays for fifty-five. A Client who uses forty pays for forty-eight.

9.8 Individual Visits within a Temporary Placement may be cancelled on twenty-four (24) hours' notice. Cancellation on shorter notice is billed in full in addition to the minimum in clause 9.6.

9.9 Grocery expenditure already incurred in respect of a cancelled Visit is payable by the Client in all cases.

Cancellation Before the Placement Starts

9.10 A Client who cancels a Temporary Placement before it begins forfeits the deposit. No further amount is payable provided notice equal to the length of the Placement, capped at one (1) month, is given.

9.11 Where such notice is not given, the Client is billed for the shortfall on the basis set out in clause 6.7.

Exceptional Circumstances

9.12 Where a Temporary Placement is cancelled or curtailed as a result of exceptional circumstances outside the Client's reasonable control, including war, armed conflict, civil unrest, natural disaster, epidemic, government travel restrictions, airspace closure, or serious illness or bereavement affecting the Client or a member of their immediate household, BIOTROFI will evaluate the position on its merits.

9.13 In such cases BIOTROFI may, at its discretion, waive or reduce any amount otherwise payable under clauses 9.6, 9.10 or 9.11, refund all or part of the deposit, or credit amounts paid against a future booking. Grocery expenditure and any amounts already paid to the Chef in respect of work performed are not recoverable.

9.14 Nothing in clauses 9.12 and 9.13 obliges BIOTROFI to make any waiver, reduction, refund or credit, and any accommodation made in one case does not create an entitlement in another.

Payment

9.15 For Temporary Placements of one (1) month or less: thirty per cent (30%) deposit on booking, and the remaining seventy per cent (70%) due at the start of the Placement.

9.16 For Temporary Placements exceeding one (1) month: thirty per cent (30%) deposit on booking, forty per cent (40%) due at the midpoint of the Placement, and the remaining thirty per cent (30%) due at the start of the final third of the Placement.

9.17 Where the scope of a Placement is revised before the Lock Date, or where Visits are cancelled during the Placement, the remaining instalments are recalculated to reflect the revised amount payable. Amounts already paid which exceed the revised total are carried forward against the next instalment and refunded only if the Placement ends before they are applied.

9.18 BIOTROFI will issue each invoice not less than seven (7) days before the corresponding payment falls due.

10. Private Events

10.1 This clause 10 applies to Private Events as defined in clause 2.6.

Deposit and Payment

10.2 A deposit equal to thirty per cent (30%) of the service fee is required to secure the booking. The deposit is non-refundable.

10.3 The remaining seventy per cent (70%) falls due at the start of the applicable cancellation window set out in clause 10.5. BIOTROFI will issue the invoice not less than seven (7) days before that date.

10.4 No menu development, shopping or preparation will be undertaken until the balance has been received. Where the balance is not received by the due date, BIOTROFI may release the date.

Cancellation

10.5 The cancellation window for a Private Event is determined by the number of covers:

10.6 A Client who cancels outside the applicable window forfeits the deposit and no further amount is payable.

10.7 A Client who cancels within the applicable window is liable for the full service fee.

10.8 Grocery and shopping costs already incurred are payable by the Client in addition to any amount arising under clauses 10.6 and 10.7.

Guest Numbers

10.9 The number of covers confirmed seventy-two (72) hours before the Event is the number billed, whether or not that number attends.

10.10 Any request to add covers after that point is subject to evaluation and written confirmation by BIOTROFI, taking into account the Chef's capacity, the agreed menu, kitchen and equipment constraints, and the availability of additional staff. BIOTROFI is under no obligation to accept an addition.

10.11 The fee quoted for a Private Event is based on the covers, menu, staffing, venue and other particulars agreed at the time of quotation. Where any of those particulars change, whether before or after the Lock of guest numbers under clause 10.9, the fee is subject to revision. Any revised fee will be confirmed in writing before the change takes effect.

Rescheduling

10.12 A Client may reschedule a Private Event once at no charge, provided the request is made outside the applicable cancellation window and the Chef is available on the proposed new date.

10.13 A request to reschedule within the applicable cancellation window is treated as a cancellation under clause 10.7. BIOTROFI may, at its discretion, credit some or all of the amount retained against a future booking. Groceries already purchased are not recoverable.

11. Fees and Payment

11.1 For meal prep services, a joining fee of €150 is required to begin the service. The joining fee is strictly non-refundable and will only be deducted from the Client's first monthly invoice provided the Client has completed the full Evaluation Period as defined in clause 4. If the Placement or this Agreement is cancelled before the Evaluation Period is completed or before the first monthly invoice is issued, the joining fee shall remain strictly non-refundable and shall not be deducted from any interim or final invoice.

11.2 For private chef services, a deposit equal to thirty per cent (30%) of the estimated first month's service fee is required to begin the service. This deposit is strictly non-refundable and will only be deducted from the Client's first monthly invoice provided the Client has completed the full Evaluation Period as defined in clause 4. If the Placement or this Agreement is cancelled before the Evaluation Period is completed or before the first monthly invoice is issued, the deposit shall remain strictly non-refundable and shall not be deducted from any interim or final invoice.

11.3 The Client agrees to pay BIOTROFI for each Placement. The total service fee shall comprise:

11.3.1 the Chef's professional service fee; and

11.3.2 BIOTROFI's service fee, which covers the introduction of the Client to the Chef, coordination of service delivery, and financial administration support.

11.4 For Ongoing Services, BIOTROFI shall issue a monthly invoice on the last working day of each month. Each invoice shall detail:

11.4.1 the total number of Visits performed and the total service hours;

11.4.2 any amounts arising under clauses 6.2, 6.7 or 7;

11.4.3 any Holding Fee arising under clause 8; and

11.4.4 any grocery expenses reimbursable to the Chef under clauses 5.11 or 5.13, to the extent not otherwise settled directly between the Chef and the Client.

11.5 The Client shall settle each invoice in full within five (5) working days of the invoice date. Failure to settle any invoice within the required timeframe shall be considered a material breach of this Agreement.

11.6 No payments shall be made by the Client directly to the Chef, save for grocery reimbursements under clauses 5.11 and 5.13.

11.7 If the Client fails to settle any invoice within the payment period specified in clause 11.5, BIOTROFI reserves the right to charge interest on the overdue amount at a rate of eight per cent (8%) per annum above the European Central Bank (ECB) main refinancing rate, calculated on a daily basis from the due date until full payment is received.

Interest shall accrue automatically without the need for prior notice or demand. BIOTROFI may, at its discretion, waive or reduce interest charges in individual cases, but any such waiver shall not constitute a waiver of future rights.

BIOTROFI further reserves the right to suspend services until all outstanding amounts, including accrued interest, are paid in full.

The Client shall be liable for all reasonable legal, administrative, and enforcement costs incurred by BIOTROFI in recovering any overdue amounts or enforcing this Agreement, to the extent permitted by applicable law.

12. Client Responsibilities, Conduct and Indemnity

12.1 It is the Client's responsibility to clearly communicate any allergies, dietary requirements, or household preferences.

12.2 The Client shall provide a safe, hygienic, and functional kitchen space for the Chef to work.

12.3 The Client shall not request any services from the Chef beyond what has been agreed in writing with BIOTROFI, and shall not engage the Chef directly for future work without BIOTROFI's written consent.

12.4 The Client agrees not to circumvent BIOTROFI or engage any Chef introduced by BIOTROFI independently, during the term of this Agreement and for a period of twenty-four (24) months thereafter.

12.5 If the Client engages a Chef directly in breach of clause 12.4, the Client shall pay BIOTROFI a fee equal to six (6) months of the Chef's estimated service fees.

12.6 The Client shall maintain a safe, respectful and appropriate environment for the Chef at all times. This includes:

• No abusive, threatening, inappropriate, or discriminatory behaviour.
• No conduct that could reasonably cause distress, discomfort, or risk.
• All household members must follow the same standard.

Any breach of this clause constitutes a material breach and may result in immediate termination of the Placement and/or this Agreement under clause 13.

12.7 The Client will keep BIOTROFI fully indemnified against all losses, claims, liability, costs and/or damage arising directly or indirectly out of any act, omission or negligence of the Client.

13. Termination

13.1 During the Evaluation Period, a Placement of an Ongoing Service may be ended by either party immediately and without notice, in accordance with clause 4.1.

13.2 After the Evaluation Period, either party may terminate an Ongoing Service by giving written notice equal to the Notice Period set out in clause 2.8.

13.3 A Client who wishes to terminate with immediate effect may do so on payment of the value of the Visits that would have fallen within the Notice Period. Such payment is not a fee for future services and does not entitle the Client to continued service during the Notice Period.

13.4 Termination of a Temporary Placement is governed by clause 9. Cancellation of a Private Event is governed by clause 10.

13.5 Either party may terminate this Agreement in the event of breach by the other party, by giving seven (7) days' written notice (the “Remedy Period”). If the breach is not remedied within the Remedy Period, this Agreement shall terminate. If the breach is remedied in full within the Remedy Period, this Agreement shall remain in full force and effect.

13.6 In the event of a material breach of this Agreement by the Client, or if a Chef's Placement has ended and there is no possibility to find a replacement, BIOTROFI may terminate this Agreement immediately without notice.

13.7 Notices under this clause may be given by email.

13.8 The ending of a Chef's Placement does not of itself terminate this Agreement or the Client's service. Unless the Client states otherwise, BIOTROFI will endeavour to provide a replacement Chef and the service continues.

14. Nutrition & Fitness Add-ons

If requested by the Client, BIOTROFI may coordinate additional support from nutritionists and/or personal trainers to deliver personal meal plans to the Client. The fees and other terms and conditions in such a case will be agreed separately and communicated in writing (the “Terms of Add-Ons”).

15. Food Hygiene & Legal Compliance

15.1 The Chef will store all food prepared in airtight containers with clear labels showing preparation and use-by dates.

15.2 The Chef shall comply with food safety regulations applicable in the Republic of Cyprus.

15.3 While BIOTROFI expects the Chef to comply with applicable food safety regulations, the Client remains responsible for maintaining a clean and safe environment.

16. Liability and Insurance

16.1 BIOTROFI does not accept liability for any act, omission, negligence, or default by the Chef. The Chef is self-employed and responsible for their own professional conduct and insurance coverage.

16.2 BIOTROFI is not liable for any direct or indirect loss or damage suffered by the Client or any third party arising from the Chef's services, except in cases of:

• fraud by BIOTROFI;
• gross negligence by BIOTROFI, to the fullest extent permitted by law.

16.3 The Client will maintain the appropriate home and liability insurance which covers the presence of third-party service providers working in their household.

16.4 Liability allocation in respect of the Company Card and the Grocery Allowance is governed exclusively by clauses 5.17 to 5.19, which prevail over this clause 16 to the extent of any inconsistency.

17. Intellectual Property & Promotion

17.1 BIOTROFI may use photographs of meals prepared by the Chef for promotional purposes, provided that such materials do not include any identifying features of the Client, their household, or private details.

17.2 The Client may opt out at any time by email.

18. Privacy and Confidentiality

18.1 BIOTROFI and the Client shall maintain strict confidentiality regarding personal data, household details, and all private information exchanged.

18.2 All parties agree to comply with applicable data protection laws.

18.3 BIOTROFI processes only the personal data required to deliver the service and retains such data only as long as necessary to fulfil legal and operational obligations.

19. Assignment

The Client must not assign and/or transfer the whole or any part of its rights and/or obligations under this Agreement, which are personal to the individual that is the Client and may only be exercised and/or performed by the Client. BIOTROFI may assign and/or transfer this entire Agreement to any group company, successor in title, or purchaser of its business or assets, and the Client hereby, by proceeding with payment as described in the introduction, gives consent to such assignment and/or transfer.

20. Notices

All notices served by either party pursuant to the provisions of this Agreement shall be in writing, and shall be sufficiently served if delivered by hand, or sent by email to the addresses provided.

21. No Waiver

No failure to exercise or delay in exercising any right or remedy under this Agreement shall constitute a waiver thereof.

22. Severability

If at any time any provision of this Agreement is, or becomes, or is adjudicated by any court of competent jurisdiction to be, illegal, invalid or unenforceable under the applicable law, this shall not affect or impair the legality, validity or enforceability of any other provision of this Agreement.

23. Amendments

23.1 BIOTROFI may amend this Agreement from time to time. BIOTROFI will notify the Client of any amendment by email.

23.2 The amendment takes effect one (1) week after the date of the notice. If the Client does not wish to continue under the amended terms, the Client may terminate the Agreement before that date in accordance with clause 13.

23.3 If the Client continues to use the service on or after the date the amendment takes effect, the amended terms apply automatically. No written acceptance from the Client is required.

23.4 For the avoidance of doubt, the Terms of Engagement and the Terms of Add-Ons notified to the Client as per this Agreement form an integral part of this Agreement and shall be binding on the parties.

24. Breach

In the event of breach of an essential condition of this Agreement by either party, the non-defaulting party shall have the right to claim damages, interest, legal fees, enforcement costs, and other reasonable expenses arising from such breach, without prejudice to any other remedies available under applicable law.

25. Declaration of Understanding

25.1 The Client confirms acceptance of this Agreement by proceeding with payment as described in the introduction.

25.2 The Client agrees to comply with all outlined terms and conditions, service procedures, safety standards, principles and conduct requirements, as well as any Terms of Engagement and Terms of Add-Ons separately received.

25.3 The term “working days” under this Agreement shall mean days upon which the banks are open for business in the Republic of Cyprus.

26. Governing Law and Jurisdiction

26.1 This Agreement shall be governed by and construed in accordance with the laws of the Republic of Cyprus.

26.2 The parties agree to submit to the exclusive jurisdiction of the courts of the Republic of Cyprus in relation to any dispute arising out of or in connection with this Agreement.

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