Effective: May 25, 2018
PLEASE READ CAREFULLY BEFORE USING THE APP ON ANY DEVICES
Grant and Scope of License
Acceptable Use Restrictions
Intellectual Property Rights
Disclaimers and Limitation of Liability
Communication Between Us
Events Outside Our Control
Other Important Terms
1 General Terms
1.1 This end-user license agreement (EULA) is a legal agreement between you (you) and roadtohealth Group Limited (a company registered in England and Wales with company number 04495648) whose registered office is at Park House, Friar Lane, Nottingham, Nottinghamshire, NG1 6DN (us or we) under which we grant you a license to use the Quealth mobile application software, any data supplied with the software, and the associated media (App).
1.2 We license use of the App and Documents (as defined in condition 4.1(a)) to you on the basis of the terms of this EULA and subject to any rules or policies applied by any app store provider or operator (App Store Provider) from whom you have downloaded the App (App Store Terms). We do not sell the App to you. We remain the owners of the App at all times.
1.3 Important notice:
If you do not agree to the terms of this license, we will not license the App to you, your permission to use the App is not granted, you must not use the App and you must uninstall the App from the Devices (as defined in condition 3.2).
As a consumer, you have the right to withdraw from your transaction without charge and without any reason before downloading the App or accessing any paid content within the App or paid Services (as defined in condition 2.1) and Products (as defined in condition 2.1) provided by the App.
However, you will lose the right to cancel the transaction once you begin to download the App or have paid for any content, Services (as defined in condition 2.1) or Products (as defined in condition 2.1) provided by the App, because our service to you will have commenced at that point.
This does not affect your consumer rights for any App, Services (as defined in condition 2.1) or Products (as defined in condition 2.1) which are defective.
You must be over 18 years of age in order to use the App. If you are under 18 years of age you must remove the App from your device and you must not purchase any content, Services (as defined in condition 2.1) or Products (as defined in condition 2.1) provided by the App.
1.4 You should print a copy of this EULA for future reference. This EULA is only available in the English language.
2.1 The terms of this EULA apply to the App or any of the services accessible through the App (Services) or any of the products accessible through the App (Products), including any updates or supplements to the App or any Services and/or Products, unless they come with separate terms, in which case those terms apply. If any open-source software is included in the App or any Services and/or Products, the terms of an open-source license may override some of the terms of this EULA.
2.2 We may change these terms at any time by giving you notice, whether by posting an updated version in the preferences section within your Quealth App, by sending you an email with details of the change or notifying you of a change when you next start the App. The new terms may be displayed on-screen and you may be required to read and accept them to continue your use of the Services and/or Products.
2.3 From time to time updates to the App may be issued through the store you downloaded the App from (App Store). Depending on the update, you may not be able to use the Services and/or Products until you have downloaded the latest version of the App and accepted any new terms.
2.4 You will be assumed to have obtained permission from the owners of any Devices (as defined in condition 3.2) that are controlled, but not owned, by you to download a copy of the App onto the Devices. You and they may be charged by your and their service providers for internet access on the Devices. You accept responsibility in accordance with the terms of this EULA for the use of the App or any Services and/or Products on or in relation to any Devices, whether or not they are owned by you.
2.9 By downloading the App and using any Services and/or Products, you warrant and represent that you are at least 18 years old and are legally able to enter into and form contracts under applicable law.
2.10 As part of registration, members must create a customer login, which may contain certain identifying information (such as age, location, total weight loss, ethnicity, marital status, etc.). We rely on our members to provide current and accurate information, and we do not, and cannot, investigate information contained within a customer’s profile. Accordingly, we must assume that information contained in each profile is current and accurate. We do not represent, warrant, endorse or guarantee the currency or accuracy of profile information. It is the responsibility of the individual members, not us, to ensure this information is correct.
2.12 In connection with your use of certain Services and/or Products, you are required to complete a registration process. You represent and warrant that all user information you provide on this registration process or otherwise in connection with your use of such Services and/or Products will be current, complete and accurate, and that you will update that information as necessary to maintain its completeness and accuracy by visiting your personal profile.
2.13 You will also be asked to provide login details including a password in connection with your use of certain of Services and/or Products. You are entirely responsible for maintaining the confidentiality of your password. You may not use the account, login details or password of any other member at any time. You agree to notify us immediately of any unauthorised use of your account, user name or password. We shall not be liable for any loss that you incur as a result of someone else using your account, user name or password, either with or without your knowledge.
2.14 You shall indemnify us against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs and all other reasonable professional costs and expenses) suffered or incurred by us arising out of or in connection with your breach of this EULA.
2.15 Any words following the terms “including”, “include”, “in particular” or “for example” or any similar phrase shall be construed as illustrative and shall not limit the generality of the related general words.
3 Grant and Scope of License
3.2 You may download the App onto mobile devices or handheld devices (such as a mobile telephone, tablet computer or similar) that are owned by you or controlled, but not owned, by you (Devices) and view, use and display the App on those Devices for your personal purposes only.
4 License Restrictions
4.1 Except as expressly set out in this EULA or as permitted by any local law, you agree:
not to copy the App or any associated instructions or documents (Documents) except where such copying is incidental to normal use of the App, or where it is necessary for the purpose of back-up or operational security;
not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the App or any Documents;
not to make alterations to, or modifications of, the whole or any part of the App, or permit the App or any part of it to be combined with, or become incorporated in, any other programs;
not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the App or attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the App with another software program, and provided that the information obtained by you during such activities: (i) is used only for the purpose of achieving interoperability of the App with another software program; (ii) is not necessarily disclosed or communicated without our prior written consent to any third party; and (iii) is not used to create any software that is substantially similar to the App;
to keep all copies of the App secure and to maintain accurate and up-to-date records of the number and locations of all copies of the App;
to include our copyright notice on all entire and partial copies you make of the App on any medium;
not to provide or otherwise make available the App in whole or in part (including object and source code) in any form to any person without prior written consent from us; and
to comply with all technology control or export laws and regulations that apply to the technology used or supported by the App or any Services and/or Products (Technology), together the License Restrictions.
5 Acceptable Use Restrictions
5.1 You must:
not by or otherwise in relation to your use of the Website, the App or any Services and/or Products: (i) "stalk" or otherwise harass any person or contact any person who has requested not to be contacted; (ii) provide false, misleading or inaccurate information to us or any other member; (iii) impersonate, or otherwise misrepresent affiliation, connection or association with, any person or entity; (iv) create more than one unique public profile; (v) harvest or otherwise collect information about other users of any Services and/or Products, including email addresses and phone numbers; (vi) use or attempt to use any engine, software, tool, agent, or other device or mechanism (including browsers, spiders, robots, avatars or intelligent agents) to harvest or otherwise collect information from the Website or mobile application for any use, including use on third party websites; (vii) access content or data not intended for you or log onto a server or account that you are not authorised to access; (viii) attempt to probe, scan or test the vulnerability of the Website, the App, any Services and/or Products or any associated system or network or to breach related security or authentication measures without proper authorisation; (ix) interfere or attempt to interfere with the use of the Website, the App or any Services and/or Products by any other user, host or network, including by means of submitting a virus, overloading, "flooding", "spamming", "mail bombing" or "crashing"; (x) send unsolicited e-mail, including promotions or advertisements for products or services; (xi) forge any TCP/IP packet header or any part of the header information in any e-mail or in any uploading or posting to, or transmission, display, performance or distribution by means of, any Services and/or Products; or (xii) post or transmit any unsolicited advertising, promotional materials, "junk mail", "spam," "chain letters," "pyramid schemes" or any other form of solicitation or any non-resume information such as opinions or notices, commercial or otherwise;
not infringe our intellectual property rights or those of any third party in relation to your use of the App or any Services and/or Products, including the submission of any material (to the extent that such use is not licensed by this EULA);
not use the App or any Services and/or Products in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users; and
not collect or harvest any information or data from any Services and/or Products or our systems or attempt to decipher any transmissions to or from the servers running any Services and/or Products, together the Acceptable Use Restrictions.
6.1 If you choose to purchase a subscription through Quealth, your purchase will be charged from your nominated iTunes/Google Play account.
6.2 Your subscription will auto-renew at the same amount 24 hours before the subscription period comes to an end. You can manage your subscription or cancel the auto-renewing subscription from within your iTunes/Google Play accounts at any time after your purchase.
6.3 You acknowledge it is not possible to refund any subscription fees already paid and we will not refund any unused element of your subscription if you choose to cancel part-way through a subscription period.
6.4 You can cancel your subscription at any time. However, you will immediately lose any benefits which may have accrued during your subscription period.
7 Intellectual Property Rights
7.1 You acknowledge that all intellectual property rights (including trademarks, copyright and database rights) in the App, the Documents and the Technology anywhere in the world belong to us or our licensors, that rights in the App are licensed (not sold) to you, and that you have no rights in, or to, the App, the Documents or the Technology other than the right to use each of them in accordance with the terms of this EULA.
7.2 You acknowledge that you have no right to have access to the App in source-code form.
7.3 You hereby represent and warrant that you own all rights, title and interest in and to your User Content or are otherwise authorised to grant these. You represent and warrant that, when using the Website, the App and any Services and/or Products, you will obey the law and respect the intellectual property rights of others. Your use of the Website, the App and any Services and/or Products is at all times governed by and subject to laws regarding copyright ownership and use of intellectual property generally. You agree not to upload, post, transmit, display, perform or distribute any content, information or other materials in violation of any third party’s copyrights, trademarks or other intellectual property or proprietary rights. You shall be solely responsible for any violations of any laws and for any infringements of any third party’s intellectual property or proprietary rights caused by your use of the Website, the App and/or any Services and/or Products.
8 Limited Warranty
8.1 We warrant that the App will, when properly used and on an operating system for which it was designed, perform substantially in accordance with the functions described in the Documents in all material respects for a period of 7 days from the date on which the App is downloaded or streamed to the Devices (Warranty Period).
8.2 If within the Warranty Period you notify us in writing of any defect or fault in the App as a result of which it fails to perform substantially in accordance with the Documents, you will be entitled to a refund of the money you paid to download the App.
8.3 The warranty provided for in this condition 8 does not apply:
if the defect or fault in the App or any Services and/or Products results from you having amended the App or such Services and/or Products;
if the defect or fault in the App or any Services and/or Products results from you having used the App or such Services and/or Products in contravention of the terms of this EULA; and/or
if you breach any of the License Restrictions or the Acceptable Use Restrictions.
8.4 This warranty is in addition to your legal rights in relation to software that is faulty or not as described.
9 Disclaimers and Limitation of Liability
9.1 We provide the Website, the App and any Services and/or Products on an “as is” and “as available” basis. You acknowledge and confirm that we make no promises or guarantees and do not provide any warranties that the Website, the App and/or any Services and/or Products will be uninterrupted, error free, or free from viruses or other harmful components. While we take reasonable precautions to prevent the existence of computer viruses and/or other malicious programs, we accept no liability for them. We also make no promises or guarantees and do not provide any warranties, whether express or implied, that the content in the Website, the App and/or any Services and/or Products is accurate, complete or up-to-date. To the extent permitted by law (including any applicable local laws), we exclude all conditions, warranties, representations or other terms that may apply to the Website, the App and/or any Services and/or Products, whether express or implied, including any implied warranty of satisfactory quality or fitness for a particular purpose or any warranty of non-infringement of any third party’s intellectual property or proprietary rights.
9.2 You acknowledge and confirm that neither the Website, the App nor any Services and/or Products has or have been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the App as described in the Documents meet your requirements. You acknowledge and confirm that we make no promises or guarantees and do not provide any warranties that the Website, the App and/or any Services and/or Products will meet your requirements.
9.3 The App and any Services and/or Products are not a substitute for the advice of a medical professional, and the information made available on or through the App and/or any Services and/or Products should not be relied upon when making medical decisions or to diagnose or treat a medical or health conditions. If you require medical advice or services, you should consult a medical professional. Your use of the App and/or any Services and/or Products does not create a doctor-patient relationship between you and us. The App and any Services and/or Products do not contain or constitute, and should not be interpreted as, medical advice or opinion. We are not a medical professional, and we do not provide medical services or render medical advice. You hereby agree that, before using the App and/or any Services and/or Products, you will consult your doctor, particularly if you are at risk for problems resulting from exercise or changes in your diet. You also agree that use of the App and/or any Services and/or Products is entirely at your risk.
9.4 We only supply the App and Documents for domestic, personal and private use. You agree not to use the App and Documents for any commercial, business or resale purposes, and we have no liability to you for any loss (howsoever caused) of profit, loss of business, business interruption, or loss of business opportunity, arising out of or in connection with (a) any damage to your device, or (b) any reliance placed on any content displayed in the App.
9.5 We are only responsible for loss or damage you suffer that is a foreseeable result of our breach of this EULA or our negligence up to the limit specified in condition 8.6, but we are not responsible for any unforeseeable loss or damage. Loss or damage is foreseeable if it is an obvious consequence of our breach or if they were contemplated by you and us at the time we granted you the EULA.
9.6 Our maximum aggregate liability under or in connection with this EULA (including your use of the Website, the App and/or any Services and/or Products) whether in contract, tort (including negligence) or otherwise, shall in all circumstances be limited to the total amount paid by you to us for the use of the App. This does not apply to the types of loss set out in condition 9.7.
9.7 Nothing in this EULA shall limit or exclude our liability for death or personal injury resulting from our negligence, for fraud or fraudulent misrepresentation or for any other liability that it is unlawful to exclude or limit.
9.8 Nothing in this EULA restricts your legal rights as a consumer.
10.1 We may terminate this EULA immediately by written notice to you:
if you commit a material or persistent breach of this EULA which you fail to remedy (if remediable) within 7 days after the service of written notice requiring you to do so;
if you breach any of the License Restrictions or the Acceptable Use Restrictions; and/or
we discontinue the App or we are prevented from providing the App for any reason.
10.2 Furthermore, we reserve the right to change, edit, suspend, delete and/or cancel any part of the App and/or your access to it and/or any Services and/or Products, at any time, with or without notice to you:
if required by law;
due to an event beyond our control; and/or
as a result of changes, cancellations or revocation of approval by any applicable App Store Provider.
10.3 On termination for any reason:
all rights granted to you under this EULA shall cease;
you must immediately cease all activities authorised by this EULA, including your use of the App and any Services and/or Products;
you must immediately uninstall and remove the App from all Devices, and immediately destroy all copies of the App and Documents then in your possession, custody or control and certify to us that you have done so; and
we may remotely access the Devices and remove the App from the Devices and cease providing you with access to any Services and/or Products.
11 Communication Between Us
11.1 If you wish to contact us in writing, or if any condition in this EULA requires you to give us notice in writing, you can send this to us by e-mail to roadtohealth Group Limited at customer support. We will confirm receipt of this by contacting you in writing, normally by e-mail.
11.2 If we have to contact you or give you notice in writing, we will do so by e-mail.
12 Events Outside Our Control
12.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this EULA that is caused by any act or event beyond our reasonable control, including failure of public or private telecommunications networks (Event Outside Our Control).
12.2 If an Event Outside Our Control takes place that affects the performance of our obligations under this EULA:
our obligations under this EULA will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and
we will use our reasonable endeavors to find a solution by which our obligations under this EULA may be performed despite the Event Outside Our Control.
12.3 Your use of the Website, the App, any Services and/or Products and any Third-Party Sites is at your sole risk. It is your responsibility to back up any data that you use or input into any of these and to ensure that your backups are current and secure. You acknowledge that it is possible that your data could be lost so this is your responsibility to make and obtain a backup.
13 Other Important Terms
13.1 We may transfer our rights and obligations under this EULA to another organisation, but this will not affect your rights or our obligations under this EULA.
13.2 You may only transfer your rights or obligations under this EULA to another person if we agree in writing.
13.3 If we fail to insist that you perform any of your obligations under this EULA, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.
13.4 Each of the conditions of this EULA operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.
13.5 Please note that this EULA, its subject matter and its formation, are governed by the laws of England and Wales. You and we both agree that the English courts will have exclusive jurisdiction. This applies in whichever country you are based.
This EULA was last updated on 23rd May 2018.