Terms of Use

 

VIMFLO TERMS OF SERVICE

 

WELCOME

Welcome! Thank you for your interest in our services.

Vimflo is a trademark of and a trading name of Wellness Assist Software Limited, a UK company with Company number 13004042 and its registered office at Suite 18.08 Aragon Tower George Beard Road, London, England, SE8 3AL (“Vimflo”). Vimflo designs products and tools that help you achieve your health and fitness goals and empower and inspire you to lead a healthier, more active life. These Terms of Service (“Terms”) apply to your access and use of the Vimflo Service. The “Vimflo Service” or “Services” includes our applications, software, websites, communications including reports, emails or newsletters, APIs, products, and services.

These Terms are an agreement between you and Vimflo. When the Terms mention “Vimflo,” “we,” “us,” or “our,” they refer to the party to your agreement that provides you with the Vimflo Service.

 

ACCEPTING OUR TERMS

You must accept these Terms to create a Vimflo account and to access or use the Vimflo Service. If you do not have an account, you accept these Terms by using any part of the Vimflo Service. If you do not accept these terms, do not create an account or use the Vimflo Service.

By creating an account or using our Vimflo Service, you confirm that you accept these Terms. You also confirm that:

  1. You have reached the age of 18; or
  2. You are 13 or older but younger than 18 (“Minor”), that you have reviewed these Terms with your parent or legal guardian and that you and your parent or guardian understand and consent to the terms and conditions of these Terms. If you are a parent or guardian permitting a Minor to use the Services, you agree to: (i) supervise the Minor’s use of the Services; (ii) assume all risks associated with the Minor’s use of the Services, (iii) assume any liability resulting from the Minor’s use of the Services; (iv) ensure the accuracy and truthfulness of all information submitted by you or the Minor; and (v) assume responsibility and are bound by these Terms for the Minor’s access and use of the Services.
  3. You may be prevented from creating an account or using our Services due to our children accessibility policy in accordance with the applicable laws and regulations in your jurisdiction.

 

Your use of Vimflo Pay, our live coaching services, or any of our paid services are subject to additional terms and conditions, which are incorporated into these Terms:

 

Vimflo Terms for Paid Services

 

  1. READ OUR PRIVACY POLICY

For information about our data practices, please see our Privacy Policy, including our Cookie Use statement. By accessing or using the Vimflo Service, you agree that we can collect and use your information in accordance with the Privacy Policy.

 

  1. USE OF THE VIMFLO SERVICE

Persons under the age of 13, or any higher minimum age in the jurisdiction where that person resides, are not permitted to access or use the Vimflo Service unless their parent has consented in accordance with applicable law. Additionally, you cannot access or use the Vimflo Service if you are barred from receiving services under applicable law or have previously been suspended or removed from the Vimflo Service.

You may only use the Vimflo Service developed, maintained by Vimflo, distributed by us or our authorised resellers and agents. You agree to only use the Vimflo Service after purchasing a valid and genuine license from Vimflo or our authorised resellers and agents or, for an enterprise user, then your company/employer must have purchased a valid and genuine license from Vimflo or our authorised resellers and agents. You must not use Vimflo Service distributed by unauthorised sources or without a license or any products that resemble or purports to be Vimflo Service. Any violation or attempted violation of this provision may result in the immediate termination of your ability to access the Vimflo Service and be pursued to the full extent allowed by law. If you have questions about whether you have a genuine Vimflo Service or your purchased license is genuine and valid, please contact info@vimflo.com.

 

  1. CREATING AN ACCOUNT

Full use of the Vimflo Service requires that you create an account by downloading and installing the Vimflo Service on your computer through the setup file provided by Vimflo and activating the software using the license key provided by Vimflo and providing your email address. You are responsible for all activity that occurs in association with your account. Vimflo is not liable for any loss or damages caused by your failure to maintain the confidentiality of your account, the license key or the computer on which the software is installed. Please contact Customer Support if you discover or suspect any security breach related to the Vimflo Service or your account.

 

  1. NECESSARY EQUIPMENT

Full use of the Vimflo Service is dependent upon your use of a computer with adequate software and Internet access. The maintenance and security of this equipment may influence the performance of the Vimflo Service and it is your responsibility to ensure the equipment’s functionality. You are responsible for all Internet access charges. Please check with your Internet provider for information on possible Internet data usage charges.

 

  1. POSTING YOUR CONTENT ON THE VIMFLO SERVICE

Vimflo may enable you to store, send, or display your tracked data, and other information and content (“Your Content”) to and via the Vimflo Service. You retain all rights to Your Content that you post to the Vimflo Service. By making Your Content available on or through the Vimflo Service you hereby grant to Vimflo a non-exclusive, transferable, sublicensable, worldwide, royalty-free license to use, copy, modify, publicly display, publicly perform, reproduce, translate, create derivative works from, and distribute Your Content, in whole or in part, including your name and likeness, in any media. The rights you grant us in this Section 5 are only for the limited purpose of offering and improving the Vimflo Service.

YOU ARE ENTIRELY RESPONSIBLE FOR “YOUR CONTENT” PROVIDED BY YOU AND FOR ANY CONSEQUENCES ARISING IN CONNECTION WITH “YOUR CONTENT” (INCLUDING ANY LOSS OR DAMAGE SUFFERED OR INCURRED BY US OR OTHER USERS). YOU REPRESENT AND WARRANT THAT (I) YOU ARE THE OWNER OF ALL RIGHTS PERTAINING TO “YOUR CONTENT”, OR OTHERWISE AUTHORISED TO GRANT US “YOUR CONTENT” LICENCE AS DESCRIBED IN THESE TERMS; (II) “YOUR CONTENT” WILL NOT INFRINGE ANY INTELLECTUAL PROPERTY OR OTHER THIRD-PARTY RIGHTS; (III) “YOUR CONTENT” WILL COMPLY AND CONFORM TO ANY AGE CLASSIFICATION RULES AND REQUIREMENTS (INCLUDING ACCURATE AND ADEQUATE CLASSIFICATION AND RATING OF ANY USER CONTENT, AS THE CASE MAY BE) UNDER APPLICABLE LAW.

You represent and warrant that Your Content, the use and provision of Your Content on the Vimflo Service, and your use of the Vimflo Service will not (a) infringe, misappropriate, or violate a third party’s patent, copyright, trademark, trade secret, moral rights, or other intellectual property rights, or rights of publicity or privacy; (b) violate, or encourage any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (c) be fraudulent, false, misleading, or deceptive; (d) be defamatory, obscene, pornographic, vulgar, or offensive; (e) promote discrimination, bigotry, racism, hatred, harassment, or harm against any individual or group; (f) be violent or threatening or promote violence or actions that are threatening to any person or entity; or (g) promote illegal or harmful activities or substances.

You further agree not to (1) upload any content that contains software viruses or is designed to interrupt, destroy, or limit the functionality of any equipment or services, or that contains other harmful, disruptive, or destructive files or content; (2) use or attempt to use another user’s account without authorisation, or impersonate any person or entity; (3) harvest, solicit, or collect information of other users for any reason whatsoever, including, without limitation, for sending unsolicited communications; (4) post, advertise, or promote products or services commercially, or upload any content that is advertising, promotional material, junk mail, spam, or a contest or sweepstake, or that furthers or promotes criminal activity; or (5) use the Vimflo Service in any manner that, in our sole discretion, is objectionable or restricts or inhibits any other person from using or enjoying the Vimflo Service, or which may expose us or our users to any harm or liability of any type.

Vimflo may, in its sole discretion, alter, remove, or refuse to display any of Your Content, and may forbid you from posting, uploading, storing, sharing, sending, or displaying Your Content to and via the Vimflo Service.

 

  1. VIMFLO’S RIGHTS

“Vimflo Content” includes any photos, images, graphics, video, audio, data, text, music, exercise regimens, food logs, recipes, comments, software, works of authorship of any kind, and other information, content, or other materials that are posted, generated, provided, or otherwise made available through the Vimflo Service. Vimflo Content, the Vimflo Service, and its underlying technology are protected by copyright, trademark, intellectual property, and other laws of the United Kingdom and foreign countries. We reserve all rights not expressly set forth in these Terms. You agree not to remove, change or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Vimflo Service. Our logos and any other Vimflo trademarks that may appear on the Vimflo Service, and the overall look and feel of the Vimflo Service, including page headers, graphics, icons, and scripts, may not be copied, imitated or used, in whole or in part, without our prior written permission. Other trademarks, product, and service names and company names or logos mentioned on the Vimflo Service are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the permission of the applicable trademark holder.

 

  1. WHAT YOU CAN DO ON THE VIMFLO SERVICE

The Vimflo Service is intended for your personal, noncommercial use.

Vimflo grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to (1) access and use the Vimflo Service, (2) access and view the Vimflo Content, (3) access and use the software provided by the Vimflo Service, and (4) use the software that is embedded into Vimflo devices as authorised in these Terms. With respect to items (3) and (4), this license includes any third-party software embedded in any Vimflo Service. This license is provided solely for your personal, noncommercial use and enjoyment of the Vimflo Service as permitted in these Terms.

You will not use, sublicense, copy, adapt, modify, translate, disclose, prepare derivative works based upon, distribute, license, sell, rent, lease, assign, transfer, publicly display, publicly perform, transmit, broadcast, or otherwise exploit the Vimflo Content, Vimflo Service or any portion thereof (including any third-party software), except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Vimflo or its licensors, except for the licenses and rights expressly granted in these Terms.

Except to the extent permitted by law, you may not perform, attempt to perform, or encourage or assist others in performing any of the following while accessing or using the Vimflo Service: (1) use, display, mirror, or frame the Vimflo Service or any individual element within the Vimflo Service, including the layout and design of any page, without Vimflo’s express written consent; (2) use Vimflo’s name, any Vimflo trademark or logo, or any Vimflo proprietary information without Vimflo’s express written consent; (3) access or tamper with non-public areas of the Vimflo Service, Vimflo’s computer systems, or the technical delivery systems of Vimflo’s providers; (4) test the vulnerability of any Vimflo system or breach any security or authentication measures; (5) circumvent any technological measure implemented by Vimflo or any of Vimflo’s providers or any other third party (including another user) to protect the Vimflo Service; (6) access the Vimflo Service or Vimflo Content through the use of any mechanism other than through the use of an Authorised Connection, Vimflo Service, or Vimflo API; or (7) modify, decompile, disassemble, reverse engineer, tamper with, or otherwise attempt to derive the source code of any software that Vimflo provides to you or any other part of the Vimflo Service.

 

  1. HYPERLINKS

You are granted a limited, nonexclusive, and nontransferable right to create a text hyperlink to the Vimflo Service for noncommercial purposes, provided that such link does not portray us or any of our products or services in a false, misleading, derogatory, or otherwise defamatory manner, and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing, or otherwise objectionable. This limited right may be revoked at any time in Vimflo’s sole discretion.

 

  1. OUR ENFORCEMENT RIGHTS

We reserve the right (but are not required) to remove or disable access to the Vimflo Service, any Vimflo Content, or Your Content at any time and without notice, and at our sole discretion, if we determine that the Vimflo Content, Your Content, or your use of the Vimflo Service is objectionable or in violation of these Terms. We have the right to investigate violations of these Terms and any conduct that affects the Vimflo Service, and in response may take any action we may deem appropriate.

 

  1. USE THE VIMFLO SERVICE AT YOUR OWN RISK

If you rely on any Vimflo Content or the Vimflo Service, you do so solely at your own risk.

Our goal is to provide helpful and accurate information on the Vimflo Service, but we make no endorsement, representation, or warranty of any kind about any Vimflo Content, information, software or services. The accuracy of the data collected and presented through the Vimflo Service is not intended to match that of medical devices or scientific measurement devices.

We are not responsible for the accuracy, reliability, availability, effectiveness, or correct use of information you receive through the Vimflo Service. Vimflo Content and the Vimflo Service may change from time to time or vary by geographic location. 

Use of the Vimflo Service should not replace your good judgment and common sense. Please read and comply with all safety notices that accompany your use of the Vimflo Service, including those located on our website or within the software.

VIMFLO SERVICE IS INTENDED FOR FITNESS AND WELLNESS PURPOSES ONLY, AND IS NOT INTENDED FOR USE IN THE DIAGNOSIS OF DISEASE OR OTHER CONDITIONS OR IN THE CURE, MITIGATION, TREATMENT OR PREVENTION OF DISEASE. VIMFLO SERVICE IS NOT INTENDED FOR USE IN THE DETECTION, DIAGNOSIS, MONITORING, MANAGEMENT OR TREATMENT OF ANY MEDICAL CONDITION, DISEASE OR VITAL PHYSIOLOGICAL PROCESS OR FOR THE TRANSMISSION OF TIME-SENSITIVE HEALTH INFORMATION. ANY INFORMATION FOUND, ACQUIRED OR ACCESSED THROUGH VIMFLO SERVICE IS MADE AVAILABLE ONLY FOR YOUR CONVENIENCE, AND SHOULD NOT BE TREATED AS MEDICAL ADVICE OR ANY OTHER FORM OF ADVICE. YOU SHOULD SEEK MEDICAL ADVICE FROM A DOCTOR BEFORE STARTING A NEW FITNESS OR LIFESTYLE REGIMEN. YOU UNDERSTAND AND AGREE THAT ANY INFORMATION YOU OBTAIN FROM VIMFLO SERVICE MAY NOT BE SUITABLE, ACCURATE, COMPLETE OR RELIABLE AND THAT VIMFLO, EXCEPT AS OTHERWISE PROVIDED FOR IN THESE TERMS, WILL NOT BE HELD LIABLE FOR ANY INJURIES, DAMAGES, LOSSES AND/OR COSTS ASSOCIATED WITH VIMFLO SERVICE, NOR FOR THE ACCURACY OR RELIABILITY OF ANY INFORMATION FOUND, ACQUIRED OR ACCESSED THROUGH VIMFLO SERVICE. YOU ACKNOWLEDGE AND AGREE THAT VIMFLO IS NOT ENGAGED IN THE PRACTICE OF MEDICINE AND THAT VIMFLO DOES NOT DETERMINE THE APPROPRIATE MEDICAL USE OF VIMFLO SERVICE. VIMFLO SERVICE DOES NOT GENERATE ANY INDIVIDUAL BENEFIT FOR PATIENTS OR ITS USERS.

 

  1. CONSULT YOUR DOCTOR BEFORE USING THE VIMFLO SERVICE

The Vimflo Service is not intended to diagnose, treat, cure, or prevent any disease. If you have a medical or heart condition, consult your doctor before using the Vimflo Service, engaging in any wellbeing program, or changing your diet. If you experience a medical emergency, stop using the Vimflo Service and consult with a medical professional. We are not responsible for any health or psychological problems that may result from the Vimflo Service or programs, consultations, products, or events you learn about through the Vimflo Service. If you engage in any program you receive or learn about through the Vimflo Service, you agree that you do so at your own risk and are voluntarily participating in these activities.

 

  1. CONSENT FOR COLLECTION AND USE OF DATA

You acknowledge and agree that Vimflo and/or parties that are entrusted by Vimflo may collect and use information including your sensitive personal data, necessary to provide the Vimflo Service, and improve or enhance the Vimflo Service. At all times your information will be treated in accordance with the applicable laws and Vimflo’s Privacy Policy. Vimflo may update the Privacy Policy from time to time, so please periodically review the Privacy Policy.

 

  1. DMCA/COPYRIGHT POLICY

Vimflo respects the intellectual property of others and expects its users to do the same. It is Vimflo’s policy, in appropriate circumstances and at our discretion, to disable or terminate the accounts of users who repeatedly infringe the rights of copyright holders.

If you are a copyright owner, or are authorised to act on behalf of one, and you believe materials on Vimflo’s website or activities on its services infringe your rights in your copyright-protected work, please send us an appropriate notification of claimed copyright infringement that complies with UK copyright law at:

info@vimflo.com

or at the following postal address:

Vimflo

ATTN: Copyright Manager

1808 Aragon Tower

London, SE8 3AL, UK

 

  1. TERMS OF SALE, RETURNS AND WARRANTY, AND PAID SERVICES

Terms of Sale and Returns and Warranty

Vimflo’s Terms of Sale apply to purchases of physical goods and software from Vimflo and are incorporated into and made a part of these Terms. All orders placed are subject to Vimflo’s acceptance. We may accept, decline, or place limits on your order for any reason.

Paid Services

Your purchase and use of any of our paid services are subject to the Vimflo Terms for Paid Services, which are incorporated into these Terms.

 

  1. FEEDBACK AND SUBMISSIONS POLICY

If you submit comments, ideas, or feedback to us, you agree that we can use, disclose, reproduce, distribute, and exploit them without any restriction or compensation to you. We do not waive any rights to use similar or related ideas or feedback previously known to us, developed by Vimflo, or obtained from sources other than you. 

We are always pleased to hear from the members of the Vimflo community. However, neither Vimflo, nor any of its employees, may accept or consider any unsolicited ideas, including ideas for new or improved products or services, new marketing campaigns or product or service names. Therefore, please do not submit any such unsolicited ideas in any form to Vimflo or any of its employees. This policy is necessary to avoid potential misunderstandings or disputes that may arise if our new products or services or marketing campaigns were to appear similar to an idea submitted by you.

If, despite our policy, you still submit an idea to us, then regardless of anything contained in your submission you agree that the following shall apply: (i) we shall have no obligation to review the submission; (ii) the submission and its contents shall automatically become the property of Vimflo, without any compensation to you; (iii) we may consider the submission and its contents to be non-confidential and non-proprietary; and (iv) we may redistribute or use (for commercial purposes or otherwise) the submission and its contents for any purpose and in any way, without any compensation to you (collectively, the “Terms and Conditions”).

If a member of the Vimflo community provides us (at our request or otherwise) a comment or suggestion regarding our products or services through any means, such as our web forums, help forums or via any social network, the Terms and Conditions set forth above shall also apply thereto.

 

  1. CONTESTS AND GIVEAWAYS

Additional terms and conditions may apply to surveys, contests, giveaways, and other promotions sponsored by Vimflo or its partners. It is your responsibility to carefully review those terms and conditions.

 

  1. ALERTS AND NOTIFICATIONS

As part of your use of the Vimflo Service, you may receive notifications, text messages, alerts, emails, and other electronic communications. You agree to the receipt of these communications. If you would like not to receive any of these communications, you can let us know by contacting us at info@vimflo.com. We may need to provide you with certain communications, such as service announcements and administrative messages. You are responsible for any messaging or data fees you may be charged. Any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that the communication be in writing.

 

  1. THIRD-PARTY SERVICES

The Vimflo Service may display or permit linking or other access to or use of third-party content, promotions, websites, apps, services and resources (collectively “Third-Party Services”) that are not under Vimflo’s control. This may include the opportunity for you to link your Vimflo account, Vimflo data, or the Vimflo Service with Third-Party Services. We provide these links only as a convenience and are not responsible for the products, services, or other content that are available from Third-Party Services. You acknowledge that any Third-Party Services that you use in connection with the Vimflo Service, such as third party applications accessed on Vimflo devices, are not part of the Vimflo Service and are not controlled by Vimflo, and you take sole responsibility and assume all risk arising from your interaction with or use of any Third-Party Services. You also acknowledge that these Terms and the Vimflo Privacy Policy do not apply to any Third-Party Services. You are responsible for reading and understanding the terms and conditions and privacy policy that applies to your use of any Third-Party Services.

 

  1. CHANGES TO THE VIMFLO SERVICE

Vimflo may change or discontinue, temporarily or permanently, any feature, component, or content of the Vimflo Service at any time without notice. Vimflo is not liable to you or to any third party for any modification, suspension, or discontinuance of any feature, component, or content of the Vimflo Service. We reserve the right to determine the timing and content of software updates, which may be automatically downloaded and installed by Vimflo Service and products without prior notice to you.

 

  1. TERMINATION

We reserve the right to suspend or deactivate your account or your access to certain aspects or all of the Vimflo Service, or to terminate these Terms, at our sole discretion, at any time and without notice or liability to you. Upon any such suspension, deactivation, or termination, we may delete or remove Your Content and other information related to your account. You may close your account at any time by contacting Customer Support at info@vimflo.com. Upon any termination of these Terms or suspension, termination, or discontinuation of the Vimflo Service or your account, the following provisions of these Terms will survive: Sections 1, 5, 6, 9, 10, 11, 13, 14, 16, 17, 19, 20, 21, 22, 23, 24, 25.

 

  1. DISCLAIMERS

THE VIMFLO SERVICE AND VIMFLO CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES ARISING OUT OF OR RELATED TO THESE TERMS OR THE VIMFLO SERVICE, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Vimflo Service or Vimflo Content will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness, or reliability of the Vimflo Service or any Vimflo Content.

 

  1. INDEMNITY

You will indemnify and hold harmless Vimflo or its officers, directors, employees, affiliates, agents, licensors, and contractors from and against any claims, suits, actions, demands, disputes, allegations, or investigations brought by any third party, governmental authority, or industry body, and all liabilities, damages, losses, costs, and expenses, including without limitation reasonable attorneys’ fees, arising out of or in any way connected with (i) your access to or use of the Vimflo Service, (ii) Your Content, (iii) your breach or alleged breach of any warranties made by you hereunder or your violation of any other provision of these Terms, or (iv) your violation of any law or the rights of a third-party. We reserve the right to assume control of the defense of any third-party claim that is subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.

 

  1. LIMITATION OF LIABILITY

NEITHER VIMFLO, ITS SUPPLIERS, OR LICENSORS, NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE VIMFLO SERVICE WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE VIMFLO SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT VIMFLO HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

IN NO EVENT WILL VIMFLO’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE VIMFLO SERVICE EXCEED THE AMOUNTS YOU HAVE PAID TO VIMFLO FOR USE OF THE VIMFLO SERVICE OR ONE HUNDRED POUNDS (£100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO VIMFLO, AS APPLICABLE.

THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN VIMFLO AND YOU.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

 

  1. DISPUTE RESOLUTION

PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH US AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.

You agree that any dispute between you and Vimflo arising out of or relating to these Terms of Service, the Vimflo Service, or any other Vimflo products or services (collectively, “Disputes”) will be governed by the arbitration procedure outlined below.

Governing Law: Except as otherwise required by applicable law, the Terms of Service and the resolution of any Disputes shall be governed by and construed in accordance with the laws of England & Wales without regard to its conflict of laws principles.

Informal Dispute Resolution: We want to address your concerns without needing a formal legal case. Before filing a claim against Vimflo, you agree to try to resolve the Dispute informally by contacting info@vimflo.com. We’ll try to resolve the Dispute informally by contacting you through email. If a dispute is not resolved within 15 days after submission, you or Vimflo may bring a formal proceeding.

We Both Agree To Arbitrate: You and Vimflo agree to resolve any Disputes through final and binding arbitration, except as set forth under Exceptions to Agreement to Arbitrate below.

Opt-out of Agreement to Arbitrate: You can decline this agreement to arbitrate by contacting info@vimflo.com within 30 days of first accepting these Terms of Service and stating that you (include your first and last name) decline this arbitration agreement.

Arbitration Procedures: The London Court of International Arbitration (LCIA) will administer the arbitration under its LCIA Arbitration Rules. The arbitration will be held in the United Kingdom county where you live or work, London, or any other location we agree to.

Arbitration Fees: The LCIA rules will govern payment of all arbitration fees. You agree to pay 50% of all arbitration fees. Vimflo may seek its attorneys’ fees and costs in arbitration, in particular if the arbitrator determines that your claim is frivolous.

Exceptions to Agreement to Arbitrate: Either you or Vimflo may assert claims, if they qualify, in small claims court in London or any United Kingdom county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorised use or abuse of the Vimflo products or Vimflo Service, or infringement of intellectual property rights (for example, trademark, trade secret, copyright or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above.

No Class Actions: You may only resolve Disputes with Vimflo on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed under our agreement.

Judicial Forum for Disputes: Except as otherwise required by applicable law, in the event that the agreement to arbitrate is found not to apply to you or your claim, you and Vimflo agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of London County, United Kingdom. Both you and Vimflo consent to venue and personal jurisdiction there. We both agree to waive our right to a jury trial.

Limitation on Claims: Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the Vimflo products or Vimflo Service must be filed within one (1) year after such claim or cause of action arose, or else that claim or cause of action will be barred forever.

 

  1. GENERAL TERMS

Except as otherwise stated herein, these Terms constitute the entire and exclusive understanding and agreement between Vimflo and you regarding the Vimflo Service, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Vimflo and you regarding the Vimflo Service and Vimflo Content.

We will notify you before we make material changes to these Terms and give you an opportunity to review the revised Terms before continuing to use the Vimflo Service. When you use the Vimflo Service after a modification becomes effective, you are telling us that you accept the modified Terms. 

 

If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

You may not assign, delegate, or transfer these Terms, by operation of law or otherwise, without Vimflo’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Vimflo may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.

Any notices or other communications provided by Vimflo under these Terms, including those regarding modifications to these Terms, will be given: (i) via email or (ii) by posting to the Vimflo Service. For notices made by e-mail, the date of receipt on the message will be deemed the date on which such notice is transmitted.

Vimflo’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorised representative of Vimflo. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.

 

  1. ADDITIONAL TERMS MAY APPLY

Additional terms may apply to certain products or services. In the event that there is a conflict between these Terms and any additional terms, the additional terms will control.

 

VIMFLO TERMS FOR PAID SERVICES

These Vimflo Terms for Paid Services (the “Paid Service Terms”) apply to your purchase and use of any paid Vimflo services, including purchase of any licenses to use our software and by extension any automatically renewing subscriptions (“Licenses”), and any one-time purchases (collectively the “Paid Services”). These Paid Service Terms only apply to services and software we offer for purchase, and do not apply to the sale of any physical goods.

By purchasing or using a Paid Service, you agree to be bound by the Vimflo Terms of Service, which incorporate these Paid Service Terms and include a mandatory arbitration provision, and any separate terms and conditions presented to you in conjunction with your use of the Paid Services. If you do not accept these terms, do not purchase, access, or use our Paid Services.

 

  1. PAID SERVICES

Paid Services include content and personalised, interactive services. They may be one-time purchases or automatically renewing subscription services, like our Licenses (“Subscriptions”). Please see the product page for your specific Paid Services for more information. We may make changes to, suspend, or discontinue Paid Services at any time for any reason, and we have the sole discretion to determine which portions of the Vimflo Service require payment.

 

  1. SUBSCRIPTIONS

Automatically Renewing Subscriptions. Your Subscription term may vary, for example, with monthly or annual automatic renewal terms (a “Subscription Term”), as described in the course of your transaction. Your Subscription will automatically renew for additional Subscription Terms as long as your Subscription continues, until you cancel it or we suspend or stop providing the Subscription in accordance with our Terms of Service. Unless otherwise indicated by us, you will be charged prior to, or at the beginning of, each renewal term. Before charging you for a Subscription Term, we will notify you of the applicable fees, and the renewal will occur at the price then in effect for the Paid Service.

Subscription Cancellation. You may cancel your Subscription at any time. Your cancellation will take effect at the end of the current Subscription Term.

In the event you cancel your Subscription, note that we may still send you promotional communications about Vimflo, unless you opt out of receiving those communications by following the unsubscribe instructions provided in the communications.

No Refunds on Subscriptions. When you cancel a Subscription, you cancel only future charges for your Subscription. You will not receive a refund for the current Subscription Term you paid for, but you will continue to have full access to that Subscription until the end of that current Subscription Term. At any time for any reason, we may provide a refund, discount, or other consideration (“credits”) to some or all of our users. The amount and form of such credits, and the decision to provide them, are at our sole and absolute discretion. The provision of credits in one instance does not entitle you to credits in the future for similar instances, nor does it obligate us to provide credits in the future.

Free Trials. From time to time, we may offer free trials of certain Subscriptions for specified periods of time without payment. If we offer you a free trial, the specific terms of your free trial will be provided in the marketing materials describing the particular trial. Once your free trial ends, we (or our third-party payment processor) will begin billing your designated payment method on a recurring basis for your Subscription (plus any applicable taxes and other charges) for as long as your Subscription continues, unless you cancel your Subscription prior to the end of your free trial. Instructions for canceling your Subscription are described in the sections above. To avoid any charges, you must cancel your Subscription before the end of your free trial period. Before charging you at the end of your free trial period, we will notify you of the applicable fees.

Price Changes. We reserve the right to adjust pricing for our Paid Services or any components thereof in any manner and at any time. Any price changes will take effect following notice to you.

 

  1. ONE-TIME PURCHASES

Certain Paid Services are one-time purchases, and not subscription-based. One-time purchases may not be canceled and you are not entitled to a refund for such services.

 

  1. PAYMENT AND BILLING

You authorise Vimflo to charge your chosen payment method for the Paid Services. By providing a payment method that we accept, you represent and warrant that you are authorised to use the designated payment method and that you authorise us (or our third-party payment processor) to charge your payment method for the total amount of your purchase (including any applicable taxes and other charges). If the payment method cannot be verified, is invalid or is otherwise not acceptable, your Paid Service may be suspended or cancelled. You must resolve any problem we encounter in relation to the payment method you select in order to proceed with your use of the Service.

Please note that if you accept a promotional offer or make changes to your Paid Services, the amount billed may vary. It may also fluctuate due to changes in applicable taxes or currency exchange rates. You authorise us (or our third-party payment processor) to charge your payment method for the corresponding amount.

 

  1. REPRESENTATIONS, WARRANTIES, AND COVENANTS

Any Paid Services are personal to you and may not be used by any other person. You will not allow anyone else to use your Paid Services, and you will not transfer any Subscription or disclose your password to any other person. You will report to Vimflo any unauthorised or prohibited use of your Paid Services.

 

CONTACT US

PLEASE CONTACT US IF YOU HAVE ANY QUESTIONS ABOUT THESE TERMS.

You may contact us at info@vimflo.com or at our mailing address below.

Wellness Assist Software Limited

Attn: Legal Department (Terms of Service)

Suite 18.08 Aragon Tower George Beard Road

London, SE8 3AL, England

 

Last Update: 1 November 2021