Wellbeing+ Terms and Conditions

Welcome to Wellbeing+ (“Site”), which is operated by Reward Gateway (UK) Ltd (referred to as “we”, “us”, “our” and “Company”) and made available to you at https://app.wb.rewardgateway.com, respectively, or through our mobile applications, accessible through tablets, cell phones, personal digital assistants, connected televisions, and other devices (collectively, the “Site”). Your use of the information, materials, text, images and other content on the Site is subject to the terms and conditions below, together with our Privacy Policy (found at https://www.rewardgateway.com/privacy-notice) that is a part hereof and herein incorporated by reference in its entirety, each of which we may be revise from time to time without notice. Please read these terms and conditions and that Privacy Policy carefully.

By accessing and using our site, you acknowledge and agree to the terms of service (“Terms and Conditions”).

The Services
Unless expressly stated otherwise, the service provided by our Company is limited to:
physical activity tracking platform for you to monitor your exercise and non-exercise related
physical activities on your life through gamification and community interaction (the “Service” or
“Services”). We do not provide medical evaluations, diagnosis or treatments. The content provided on the Site is provided as is, for informational and educational purposes only, and is not intended to be a substitute for professional medical advice, diagnosis or treatment. You should consult your physician or other qualified health provider if you have questions about a medical condition. If you think you have a medical emergency, call your doctor immediately. Reliance on any information provided on the Service is entirely at your own risk. To be clear, we do not: process payments, store credit card data, negotiate terms of licenses or settle disputes between users of the Site (collectively, “Excluded Services”). If any Excluded Services are provided to you, it is by third-parties who are neither our agents nor acting in our behalf and we have no responsibility whatsoever regarding the safety of persons or property found through the use of this Site.

Disclaimer: You should consult your doctor before starting any exercise program. The information and materials contained on the Site are provided to you for educational and informational purposes only. This Site is not a substitution for professional medical advice.

User Accounts
In order to access certain areas of the Site, you will create a user account and login (a “User Account”). You may not use another party’s User Account without such party’s express written authorisation. You agree that all information which you provide through the Site in connection with creating your User Account or otherwise is current, accurate and complete. You are solely responsible for all activity that occurs with respect to your User Account. You are solely responsible for maintaining the confidentiality of your User Account and keeping the username and password to your User Account secure. You agree to notify us immediately of any security breach or unauthorised use of your User Account. We will not be liable for any costs, losses, claims or damages that you or any third party incur which are directly or indirectly caused by any unauthorised use of your User Account.

Inactive Status
You must use your account on a regular basis in order to keep it active. We reserve the right to permanently deactivate any account that has been inactive for more than ninety (90) days. You must use your account regularly by logging in and out of the Site in order to keep your registration active. If we deactivate an account, we have the right to reassign the username to another user.

Eligibility
In the event that you are using the Site in connection with the use of the Site by your company on an enterprise basis (such company, an “Enterprise User”), your eligibility to be a User of the Site and to create a User Account is governed by our relationship with your company that will be validated at the beginning of the registration process. We are not responsible in any way for such eligibility determination at such time and, in the event that your eligibility changes, you agree that we have no liability in connection with the cessation of the Service to you as a result thereof.

Use of Content and Warranty
The text, images, data, illustrations, files, audio and video clips, designs, documents, and other materials and content (collectively, the “Content”) on the Site is our property and we retain all intellectual property in such Content. Copyrights and other intellectual property rights in the Content may also be owned by parties other than us. You may not copy, modify, distribute or otherwise use any of the Content, except for your personal and non-commercial use. Please note that we may withdraw any Content from the Site at any time in our sole discretion. By downloading, or otherwise using any of the Content, you agree that you will (i) restrict your use of such Content to personal and non-commercial use, (ii) comply with all of these Terms and Conditions, and (iii) not violate our rights or the rights of any other person or entity. We do not warrant that use of any of the Content will not infringe the rights of third parties. Any unauthorised commercial publication or exploitation of text, images, documents, materials or any other Content is prohibited without our express written consent. If you wish to use any of the Content for commercial use, publication, or any purpose other than personal use, you must obtain our written consent prior to such use. We may, in our sole discretion, grant consent for such use on a case-by-case basis and we may charge a usage fee for such use.

Fees and Payments
You agree to pay to our Company any fees for the Services you purchase or use, in accordance with the pricing and payment terms presented to you for that Service. Where applicable, you will be billed using the billing method you select through your account management page. Fees paid by you are non-refundable, except as provided in these Terms and Conditions or when required by applicable law. In the event that any of our Services are billed on a subscription basis (we call these “Subscriptions”), you will be billed in advance on a recurring, periodic basis (each period is called a “billing cycle”). Billing cycles are typically monthly or annual, depending on what subscription plan you select when purchasing a Subscription. Your Subscription will automatically renew at the end of each billing cycle unless you cancel auto-renewal through your online account management page, or by contacting our customer support team. While we will be sad to see you go, you may cancel auto-renewal on your Subscription at any time, in which case your Subscription will continue until the end of that billing cycle before terminating. You may cancel auto-renewal on your Subscription immediately after the Subscription starts if you do not want it to renew. Our Company may change the fees charged for the Services at any time, provided that, for Services billed on a subscription basis, the change will become effective only at the end of the then-current billing cycle of your Subscription. Our Company will provide you with reasonable prior written notice of any change in fees to give you an opportunity to cancel your Subscription before the change becomes effective.

Promo Codes and Referrals
We reserve the right to deactivate any promo code for any reason, including suspicion of fraud, or abuse of promotional credit. If a user has already entered the promo code into his/her account, the code will be awarded. If a customer has yet to enter the code, credit may not be awarded for promo codes that have been deactivated.

Intellectual Property
Names, titles, trademarks, service marks, and logos (collectively, the “Intellectual Property” or “IP”) displayed on the Site are our registered and/or unregistered common law trademarks or those of third parties. Nothing contained in the Site should be construed as granting, by implication or otherwise, any license or right to use any IP displayed on the Site without our express written permission or that of the appropriate third party that owns the IP. Except as permitted by these Terms and Conditions, any unauthorized use of our IP is prohibited.

Interactive Services
The Service may include interactive features and services, including social networking functionality, forums, message boards, ratings or review functionality, and similar services, in which you or third parties may send messages to Service users, and create, post, or store profile

data, photographs, ratings or reviews, and other content on the Service ("Interactive Services"). While using the Service, your username will be available for viewing (together with public ranking, scoring information, point lists, averages information and/or activity outcome information, from time to time) by other users of the Site. We take no responsibility and assume no liability for any material posted, stored, or uploaded by you or any third party, or for any loss or damage to any of that material. Although we have no obligation to screen, edit, or monitor any material posted on or transmitted through the Service, we reserve the right, and have absolute discretion, to remove, screen, and edit any material posted, stored, or transmitted on or through the Service at any time and for any reason without notice. If you post material on or through the Service, then, unless we indicate otherwise, you (a) grant us and our subsidiaries and affiliates a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such material throughout the world in any media; (b) grant us and our affiliates, subsidiaries, and sublicensees the right to use the name that you submit in connection with such material, if we choose; and (c) represent and warrant that you own and control all of the rights to the material that you post, or you otherwise have the right to post such material to the Service; and the use and posting of material you supply does not violate these Terms and Conditions, will not violate any rights of or cause injury to any person or entity, and will not otherwise create any harm or liability of any type for us or for third parties. At our Company’s sole discretion, we may terminate your use of the Site as a whole, or in part via disabling of the Interactive Services.

Non-Malicious Use
You agree not to use or launch any automated system, including without limitation, “robots,” “spiders,” or “offline readers,” that accesses the Site in a manner that sends more request messages to the Site’s servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser. Notwithstanding the foregoing, we grant the operators of public search engines permission to use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials. We reserve the right to revoke these exceptions either generally or in specific cases. You agree not to collect or harvest any personally identifiable information, including account names, from the Site, nor to use the communication systems provided by the Site, for any commercial solicitation purposes. You agree not to circumvent, disable or otherwise interfere with security-related features of the Site or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Site or the Content.

User Submissions
You agree that any information you provide through the Site will be truthful, accurate and complete. All information that you submit to us through the Site shall be deemed and remain our property and we may use, for any purpose, any ideas, concepts, know-how or techniques contained in such information. We have no obligations regarding such information or otherwise specifically agreed to in a separate writing or required by law. You acknowledge and agree that

you will not provide any information or material to us or the Site that is defamatory, threatening, obscene, harassing, or otherwise unlawful, or that incorporates the proprietary material of another person or entity.

Communication
We may, from time to time, send you e-mail about your User Account, orders or pricing changes. We may also send you e-mail with general information or special offers about products and services that may be of interest to you. In most cases, we will give you an opportunity to accept or decline the receipt of promotional e-mail.

Suspension of Access
From time to time, the Site may be suspended, inaccessible or inoperable for any reason, including equipment malfunctions, Site updates, maintenance and repairs and causes beyond our control or those that are not reasonably foreseeable.

Security
We take reasonable steps to protect your personal information from loss, misuse, and unauthorised access, disclosure, alteration and destruction. We may use certain trusted third parties to help us provide, improve, protect, and promote our services. These third parties will access your information only to perform tasks on our behalf and in compliance with these Terms and Conditions. We may disclose your information to third parties if we determine such disclosure to be reasonably necessary to a) comply with applicable law; b) protect any person from death or serious bodily injury; c) prevent fraud or abuse of our users or the Company; and d) to protect our Intellectual Property.

Disclaimer
We make no representations or warranties that the content on the site is suitable for your needs, is complete, timely or reliable. All text, images and other content on the site are provided “as is” without warranty of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular use, and/or non-infringement. We do not warrant that the site will be uninterrupted or free of errors, viruses or other harmful code, or that any errors or defects will be corrected. We do not assume any responsibility and shall not be liable for a) any errors or omissions in the content on the site, b) damage to or viruses that may infect your computer equipment or other property on account of your use of the site or your downloading of any text, images or other content from the site, or c) any damage arising in connection with any failure of performance, interruption, defect, delay in operation or transmission, or line or system failure.

Limitation of Liability
Our Company, its affiliates, members, managers, officers, employees, agents and representatives will have no liability for any damages, including, without limitation, direct, indirect, consequential, compensatory, special, punitive, or incidental damages (even if our company has been advised of the possibility of such damages) arising out of or relating to the use of, reliance on or inability to use the site or the content or services provided on or received from the site. Please note that your use of the site is at your sole risk. Furthermore, you release the Company, and our manager(s), officers, member(s), employees, agents, representatives and licensors from any and all claims, demands, losses and damages of every kind and nature, whether known or unknown, arising out of or in any way relating to the Site, your use of the Site, other users’ use of the Site and any dispute or defence you have or claim to have against us or one or more users of the Site.

Indemnity
You agree to indemnify and hold us, our managers, members, officers, employees, agents and representatives harmless from any loss, liability, claim or demand, including reasonable legal fees and costs, due to or arising out of a) your use of the Site; b) your breach of these Terms and Conditions; or c) your violation of any third party rights.

Reservation of Rights
We specifically reserve all rights that we do not expressly grant in these Terms and Conditions. Nothing on the Site or in these Terms and Conditions grants any right or license to use any property of any third party.

Severance and Waiver
You acknowledge and agree that in the event any provision of these Terms and Conditions is held by a court to be invalid, unlawful, or unenforceable, the validity, legality, and/or enforceability of the remaining provisions contained in these Terms and Conditions will not in any way be affected or impaired. Our failure to exercise or enforce any right or provision under these Terms and Conditions will not constitute a waiver of such right or provision by us.

Governing Law
The Terms and Conditions and any dispute or claim (including non-contractual disputes or claims) arising our of or in connection with it or the Services shall be governed and construed in accordance with the laws of England and Wales, and the courts of England and Wales will have exclusive jurisdiction to settle any such dispute or claim.

Entire Agreement
You agree that these Terms and Conditions, together with the Privacy Policy that is herein incorporated by reference in its entirety, constitute the entire agreement between you and us with respect to your use of the Site. You agree that these Terms and Conditions supersede any other agreements between you and us with respect to your use of the Site.