Terms and Conditions

The Website Policies and Terms & Conditions may be changed or updated occasionally to meet the requirements and standards. Therefore the Customers' are encouraged to frequently visit these sections in order to be updated about the changes on the website. Modifications will be effective on the day they are posted.

Mental LTD reserves the right to update, change or replace any part of this Agreement by posting updates and/or changes to this Agreement. Your continued use and access of Mental LTD services following the posting of any changes constitutes acceptance of those changes.

FoodStars Agreement

This FoodStars Agreement ("Agreement") is entered into as of the date you click the "Accept Terms" button, or other equivalent button, indicating your acceptance of these terms (the "Launch Date") between Mental LTD, a company registered at Abu Dhabi Global Market, with commercial register number 000004874 and with its registered office at 14-123-35, 14, Hub 71 Ltd / WeWork, Al Khatem Tower, Abu Dhabi Global Market Square, Al Maryah Island, Abu Dhabi, UAE, and the entity agreeing to these terms ("Organization").

There shall be no force or effect to any different terms of any related purchase order or registration form even if signed by the parties after the date hereof. If you are accepting on behalf of your employer or another entity, you represent and warrant that: (a) you have full legal authority to bind your employer, or the applicable entity, to these terms and conditions; (b) you have read and understand this Agreement; and (c) you agree, on behalf of the party that you represent, to this Agreement.

If you do not have the legal authority to bind your employer or the applicable entity, please do not click the applicable acceptance button (or, if applicable, do not sign this Agreement). This Agreement governs Organization's access to and use of the Services (as defined below).

Definitions

For the purposes of these Terms and Conditions:

• Account means a unique account created for You to access our Service or parts of our Service.
• Affiliate means an entity that controls, is controlled by or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
• Company (referred to as either "the Company", "We", "Us" or "Our" in this Agreement) refers to Mental LTD, 14-123-35, 14, Hub 71 Ltd / WeWork, Al Khatem Tower, Abu Dhabi Global Market Square, Al Maryah Island, Abu Dhabi, UAE.
• Cookies are small files that are placed on Your computer, mobile device or any other device by a website, containing the details of Your browsing history on that website among its many uses.
• Country refers to: United Arab Emirates
• Device means any device that can access the Service such as a computer, a cellphone or a digital tablet.
• FoodStars means an essential food safety training course built on international standards and endorsed by multiple regulators, offering comprehensive and certified training through interactive gameplay
• Organization means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.
• Personal Data is any information that relates to an identified or identifiable individual.
• Service refers to the Website.
• Service Provider means any natural or legal person who processes the data on behalf of the Company. It refers to third-party companies or individuals employed by the Company to facilitate the Service, to provide the Service on behalf of the Company, to perform services related to the Service or to assist the Company in analyzing how the Service is used.
• Usage Data refers to data collected automatically, either generated by the use of the Service or from the Service infrastructure itself (for example, the duration of a page visit).
• Website refers to FoodStars, accessible from https://www.foodstars.ai/
• You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

Terms of Agreement

As of the Launch Date (as defined herein), Mental Ltd grants to Organization and its users ("Users") a non-exclusive, non-transferable, revocable right to access and use the User Services and Content Services (collectively, "Services") subject to the terms and conditions set forth in this Agreement.

Customer using the website who are Minor /under the age of 18 shall not register as a User of the website and shall not transact on or use the website.

It is intended that Users are registered staff of Organization.

• Platform Services: means access to the Mental Learning Management System
• User Services: means access to the selected courses and user engagement reports
• Content Services: means access to FoodStars, including access to Course assessments and grades via the proprietary platform developed by Mental Ltd ("Platform")
• User License: means the right for a single User to access the Content Services
• Launch Date: shall mean the date that Mental Ltd gives "super administrator" access to Organization, which shall give Organization the ability to invite Users to access Content Services

Dispute Resolution and Governing Law

Dispute Resolution

In the event of any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, the parties shall first seek settlement of that dispute by mediation in accordance with the rules of the Abu Dhabi Global Market (ADGM) Arbitration Centre in Abu Dhabi, UAE. If the dispute is not settled by mediation within thirty (30) days of the commencement of the mediation, or such further period as the parties shall agree in writing, the dispute shall be referred to and finally resolved by arbitration under the rules of the ADGM Arbitration Centre, which rules are deemed to be incorporated by reference into this clause.

Governing Law

The United Arab Emirates is our country of domicile.

This Agreement, and any non-contractual obligations arising out of or in connection with it, shall be governed by and construed in accordance with the laws of the Abu Dhabi Global Market (ADGM), Abu Dhabi, UAE.

Termination

Termination for Breach

Either party may terminate this agreement if the other party is in material breach and fails to cure such breach within thirty (30) days after receipt of written notice.

Effects of Expiration or Termination

Upon termination, all rights granted and obligations incurred will cease immediately. Each party will promptly return or destroy all confidential information of the other party.

Intellectual Property Rights

Mental LTD retains all rights, titles, and interests in the Platform, FoodStars course, and all associated intellectual property, including but not limited to trademarks, copyrights, game features, characters, environment assets, and technology. The Organization is prohibited from removing, obscuring, or altering any copyright, trademark, or proprietary notices. Furthermore, the Organization agrees not to record, reproduce, or distribute any content, assets, or materials from the FoodStars course without prior written consent from Mental LTD.

Platform and Course Usage

The rights set out in Section A do not include the right to, and Organization will not (either directly or indirectly):

1. copy, sublicense, rent, lease, barter, swap, resell, or commercialize the Platform and Courses, in whole or in part;
2. transfer, transmit, enable, or allow access to or use of the Platform and Courses, whether in whole or in part, by any means, to a third party;
3. create external derivative works of the Platform and Courses;
4. use the Platform and Courses in any manner that is fraudulent, deceptive, threatening, harassing, defamatory, unlawful, illegal, obscene, or otherwise objectionable in Mental Ltd's reasonable discretion;
5. "crawl," "scrape," "spider," or otherwise copy or store any portion of the Platform and Courses for any purpose not contemplated under this Agreement (e.g., in order to mimic the functionality and/or output of the Platform and Courses, in whole or in part);
6. disassemble, reverse engineer, decompile, or otherwise attempt to obtain the source code or underlying logic of any portion of the Platform and Courses;
7. use the Platform and Courses as part of any machine learning or similar algorithmic activity; or
8. publish or distribute the Platform and Courses, or materials derived from the Platform and Courses, to third parties.

Fees and Billing

Mental LTD will invoice Organization for any Fees agreed upon by the parties that are not paid through the payment gateway. Organization will pay any invoice on the payment terms agreed upon by the parties. Except as otherwise agreed upon by the parties all fees are non-cancelable and non-refundable upon the issuance of any invoice by Mental LTD. All invoices are payable Net 30 from invoice date. All payments shall be in UAE Dirhams unless otherwise agreed.

Organization will be responsible for the payment of all federal, state, and local sales, use, value added, or other taxes that are levied or imposed on it by reason of the transactions under this Agreement (other than for taxes based on Mental LTD's income). If a Party is required to pay any taxes for which the other Party is responsible, then the taxes will be billed to and paid by such other Party. For the avoidance of doubt, any tax withholding obligations of Organization shall not decrease the amount payable to Mental Ltd by Organization. If Organization is claiming tax exempt status, Organization shall provide sufficient evidence of tax exemption status from applicable state and federal tax.

Delivery & Shipping Policy

As a provider of SaaS (Software as a Service) solutions, our delivery process differs from physical goods. Here's what you need to know about obtaining access to our software services:

Digital Delivery

• Instant Access: Upon successful payment, you will gain immediate access to the software or service you've subscribed to. An email confirmation, along with any necessary instructions for how to begin using the service, will be sent to the email address you provide at checkout.
• No Physical Shipping: As our products are entirely digital and accessed via the web or through cloud-based applications, there will be no physical delivery of any goods. This means no waiting times for shipping or handling, and no shipping fees.
• Account Creation: For new customers, part of the checkout process may include creating an account with us. This account will be your portal for accessing the services, managing your subscription, and receiving support.
• Service Updates & Upgrades: All updates or upgrades to our software are delivered digitally and will be automatically applied or made available in your account, ensuring that you always have the latest version.

Mental LTD and www.foodstars.ai and will NOT deal or provide any services or products to any of OFAC (Office of Foreign Assets Control) sanctions countries in accordance with the law of the United Arab Emirates.

Multiple transactions may result in multiple postings to the cardholder's monthly statement.

Refund Policy

• No Refunds For Subscriptions: We do not offer refunds or credits for unused subscription periods, accidental purchases, or similar reasons, unless refunding is mandated by law.
• Subscription Not Visible In User's Account: If you received a subscription confirmation via email or SMS but the product did not appear in your account, please contact us.
• Incorrect Subscription Product: If the product listed in your Subscribed Plans differs from what payment was made for, please report this discrepancy.