1.                Who we are

1.1               We are Red Realm Limited trading as “AndBreathe”. Our company information is at the end of this document.

2.                What this is all about

2.1               These are our terms and conditions which apply to our Service (explained below). We’ve tried to make them user-friendly. Please read them carefully and save a copy as we don’t file a copy specifically for the transaction with you. They’re available in English only.

3.                Some definitions

3.1               Here are some definitions which are used in this document (all capitalised):

·                     “App” – the “AndBreathe” mobile application.

·                     “Content” - all information of whatever kind used on our Service (including messages sent via our Service).

·                     “Service” –the service we offer by means of our App.

·                     “Store” – the app distributor from which you download the App (e.g. Apple App Store, Google Play App Store).

·                      “Store Rules” – any applicable rules, policies or terms of the relevant Store.

·                      “User” - persons or organisations using our Service (whether or not registered with us).

4.                IMPORTANT WARNING

4.1               While we believe that our Service can be beneficial in many ways, it is not intended to diagnose, prevent, or treat any medical condition, to ascertain the state of your health, or to be used as a substitute for medical advice and we make no promise that the Service provides therapeutic benefit or that any particular “wellness” objective will be achieved.  Please consult your health professional if you have or think you may have a medical condition.

5.                How you enter a legal contract with us

5.1               By downloading our App, you enter into a legal contract with us.

5.2               These terms and conditions are an “end user licence agreement” between you and us (not the Store) in relation to our App (i.e. setting out how we allow you to use our App). You also agree to be legally bound by the Store Rules.

6.                Consumer right to cancel (“cooling off”)

6.1               If you are a consumer, you have the right to cancel this contract subject to what we say below.  However, you lose the right to cancel where the supply of digital content began before the end of cancellation period with your specific agreement and you acknowledged that your right to cancel would be lost in such case. If you do have the right to cancel, please see the instructions at the end of this document.

7.                Changing these terms and conditions

7.1               We may change these terms and conditions by giving you at least 30 days’ notice unless a more urgent change is needed to comply with laws or regulations or to deal with an unforeseen and imminent danger. We will notify you by email, SMS and/or in-app message.

7.2               If you don’t agree to the new terms, you should end this contract as explained below before the new terms take effect. Otherwise, the new terms will apply.

8.                Your right to use our Service

8.1               We grant you a limited personal non-transferable right to use our Service on any applicable device owned or controlled by you (only Apple-branded where Apple Inc is the Store) subject to these terms and conditions and, where applicable, in accordance with the Store Rules.

9.                Things you can’t do on our Service

9.1               You agree not to do any of the following in connection with the Service:

·                     break the law or infringe anyone else’s rights;

·                     use the Service with a view to competing with us or infringing our rights;

·                     use the Service for any commercial purpose;

·                     disrupt our Service, e.g spam, viruses or phishing;

·                     interfere with or damage our Service or gain unauthorised access to any part of our system, data, passwords or otherwise;

·                     intercept or modify communications;

·                     impose an unreasonable load on our Service;

·                     deliberately exploit any bugs found within the Service; or

·                     attempt, encourage or assist any of the above.

9.2               You agree to:

·                     comply with any rules or requirements on our Service;

·                     promptly comply with any reasonable request or instruction by us in connection with the Service; and

·                     ensure that any contact or other information which you supply to us is accurate and not misleading and you will tell us if there are any important changes.

10.               Other peoples’ services / advertising / websites

10.1           We may display other peoples’ services, advertising and /or links to other websites. We do not recommend or endorse, nor are we legally responsible for, any of these.  You use them at your own risk.

10.2           You agree that you are legally bound by the terms and conditions of any payment providers whose services you use on our Service. We aren’t responsible for what they do or don’t do.

11.           Our guidance

11.1           If we ourselves provide any guidance or other general information on our Service, we do not guarantee that it is accurate or up to date and we do not accept legal responsibility for it. Before acting on such information, you must make your own appropriate and careful enquiries including as to its accuracy and suitability for your purposes. You rely on such information at your own risk. 

12.            If you create an account on our Service

12.1           Unless otherwise specifically stated on our Service, your account is for your personal use only. You must not allow any other person to use your account. You agree to take reasonable care to keep your login information confidential and to tell us immediately of any apparent breach of security such as loss or misuse of a password.   You are responsible for other people who use your account or identity (unless and to the extent that we are at fault).

13.            Paying us

13.1           While access to the Timer and Reminder parts of our Service are available to Users for a one-off upfront payment, certain premium features may be available only to Users who subscribe. Subscriptions can be acquired at the prices, for the periods and by the payment methods specified on our Service. Payment is in advance. 

13.2           The prices shown include any applicable VAT unless we say otherwise. 

13.3           If we have mis-priced any part of our Service, we are not obliged to supply the Service at that price provided we notify you. If we do notify you, then you can decide if you want to continue with the Service at the correct price.

13.4           Where stated on our Service when you subscribed, your subscription will continue to be auto-renewed for the same subscription period which you signed up to unless you end your subscription before the renewal date by following the instructions on our Service.  Ending your subscription does not entitle you to a refund (unless consumer cooling off rights apply). You authorise us and our payment provider to charge your payment card for the relevant amounts when payments are due in accordance with this agreement.

13.5           We may at any time change our subscription prices. The new rate takes effect if you apply for a new subscription after we post the new prices on our Service. For existing subscribers, we will give you notice by email at least one month before any price change takes effect. If you do not accept the new fee, you should end your subscription by following the instructions on our Service. Otherwise the next renewal of your subscription after the one month’s notice will be at the new price. 

13.6           You must contact us immediately with full details if you dispute any payment.

14.            About discount codes

14.1           We may offer discount codes from time to time. Such codes may only be applied to purchases made through the account in respect of which the discount code was offered and registered and are not transferrable or redeemable for cash. Unless otherwise stated: codes (1) are only available for future new orders placed online; (2) cannot be used retrospectively; (3) can only be redeemed once per customer; and (4) expire after 12 months. You cannot use more than one discount code per transaction unless we state otherwise; if we do so, the order in which the codes are to be applied is in our sole discretion.

14.2           We reserve the right to reject any discount code if we consider that it is being used in breach of these terms. Discount codes are subject to any additional specific terms and conditions which are specified at the point of issue.  We reserve the right to discontinue or otherwise modify any discount codes at any time without prior notice.

15.           Support

15.1           We do not supply support except to the extent specifically stated on our Service, as may be varied from time to time. You acknowledge that the Store has no obligation to supply any maintenance and support services in relation to the App.

16.           Ending or suspending this contract

16.1           You may at any time end this contract by emailing us to the email address shown below and by uninstalling the App from all of your devices. (This doesn’t entitle you to a refund unless you have consumer “cooling off” rights, explained above.)

16.2           We are entitled at any time to end this contract or suspend part or all of our Service or impose restrictions on our Service if:

·                     you break this contract;

·                     any fees payable by you are unpaid / unjustifiably charged back;

·                     acting reasonably, we think that it is necessary to protect us or others;

·                     we are required to do so by applicable law or regulation or to comply with an order, instruction or request from a competent authority; or

·                     you or anyone on your behalf acts inappropriately towards our staff.

16.3           We are entitled at any time to end this contract if we terminate our Service as a whole if in our reasonable opinion it is necessary to do so for security, technical or operational reasons.

16.4           If this contract ends:

·                     Your right to use our Service and all licences are terminated.

·                     Existing rights and liabilities are unaffected.

·                     All clauses in this contract which are stated or intended to continue after termination will continue to apply.

17.            Restrictions on our legal responsibility – very important

17.1           Nothing in this agreement in any way limits or excludes our liability for negligence causing death or personal injury [AT8] or for fraud or fraudulent misrepresentation or for anything which may not legally be excluded or limited. In this section, any reference to us includes our employees and agents, who have the right to enforce this agreement.

17.2           We shall not be liable for any loss or damage where:

·                     there is no breach of a legal duty owed to you by us;

·                     such loss or damage was not reasonably foreseeable (meaning it was not an obvious consequence of our breach or not contemplated by you and us at the time we entered into this contract);

·                     (and to the extent that) such loss or damage is your fault, for example by not complying with this agreement; or

·                     such loss or damage relates to a business of yours.

17.3           You will be responsible to us for any reasonably foreseeable loss or damage we suffer (including claims made by other people) resulting from your breach of this agreement or misuse of our Service.

18.            Intellectual property rights (e.g. copyright)

18.1           The intellectual property rights in all material used on or in connection with our Service are owned by us or by our partners or suppliers. For your personal use only, you may view such material on your device.  You must not otherwise use such material including copying, publishing, selling or adapting it or taking extracts from it without our specific prior written consent.   You must not misrepresent the ownership or source of such material, for example by changing or removing any legal notices or author attributions.

18.2           Just to be clear - you must not collect, scrape, harvest, frame or deep-link to any Content on our Service without our specific prior written consent.

18.3           You must not reverse-engineer or decompile any of our software in any way (except to the extent allowed by applicable law). You must not create or use a modified or derivative version of our software or distribute or sublicense our software to third parties.  You must take reasonable steps to ensure that our software is not disclosed to any third party.

19.            If our Service doesn’t work properly

19.1           We do not guarantee that the Service will be uninterrupted or error-free. We are entitled, without notice and without liability (a) to suspend the Service for repair, maintenance, improvement or other technical reason and (b) to make changes to the Service. 

19.2           You acknowledge that technology is not always secure and you accept the risks inherent in use of the Internet or other technology for the purpose of the Service.

20.            Compatibility of App

20.1           We do not guarantee that the App is or will be compatible with any particular mobile devices or associated operating systems (OS’s). You must check that the App works on your applicable device before you subscribe. You acknowledge that the supplier of the device or OS may issue an update that causes our App to stop working. We may issue App updates through the Store; if so, you may not be able to use our App properly or at all until you have downloaded the update, which may be subject to agreement to new terms and conditions. It is your responsibility to frequently monitor for App updates and to install them as soon as they become available.

21.            Things we can’t control

21.1           We are not liable for failure to perform or delay in performing any obligation under this agreement if the failure or delay is caused by any circumstances beyond our reasonable control including third party telecommunication failures and epidemics/pandemics.

22.            Transferring this contract to someone else

22.1           We may transfer all or part of our rights or duties under this agreement provided we take reasonable steps to ensure that your rights under this agreement are not prejudiced. As this agreement is personal to you, you may not transfer any of your rights or duties under it without our prior written consent.

23.           Your personal information – see our privacy policy

23.1           You agree that we can deal with your personal information in accordance with our Privacy Policy which may change from time to time.

24.            English law and courts 

24.1           This contract is under English law and any disputes will be decided only by the courts of the United Kingdom.  

25.           General

25.1           We may send all notices under this agreement by email to the most recent email address you have given us. You can send notices to our email address shown below.  Headings used in this agreement are for information and not binding. If any part of this agreement is ineffective or unenforceable for any reason, the rest of the agreement will still apply. If either of us overlooks any breach of this agreement by the other, it can still be actioned later. A person who is not a party to this agreement can’t enforce it unless the agreement says otherwise. The parties are independent contractors and, except as otherwise specifically stated above, nothing in this agreement make any party as agent, employee or representative of the other.

26.           Extra legal terms required by the Store

26.1           In the event of any third party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, we, not the Store, will be solely responsible for the investigation, defence, settlement and discharge of any such intellectual property infringement claim. 

26.2           The following applies where Apple Inc is the Store:

·                     In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App (if applicable). To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be our sole responsibility subject to these terms and conditions.  

·                     We, not Apple, are responsible for addressing your claims or the claims of any third party relating to the App or the end-user’s possession and/or use of that App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy or similar legislation including use of HealthKit and HomeKit frameworks.

26.3           You acknowledge and agree that the Store, and the Store’s subsidiaries, are third party beneficiaries of this agreement, and that the Store will have the right (and will be deemed to have accepted the right) to enforce this agreement against you as a third party beneficiary thereof.

26.4           You promise that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

27.            Complaints

27.1           If you have any complaints, please contact us via the contact details shown below.

28.            Company information 

28.1            Company name: Red Realm Limited

28.2           Trading name: “AndBreathe”

28.3           Country of incorporation: England and Wales.

28.4           Registered number: 13180242

28.5           Registered office and contact address: Paddock Cottage, Beech Green Lane, Withyham, Hartfield, TN7 4DB, UK

28.6           Contact email address: info@andbreathe.com

28.7           Other contact information: See our website / contact page.

RIGHT TO CANCEL (“COOLING OFF”)

The following applies if you have the right to cancel this contract (as explained above).

Right to cancel

1.                   You have the right to cancel this contract within 14 days without giving any reason.

2.                   The cancellation period will expire after 14 days from the day of the conclusion of the contract.

3.                   To exercise the right to cancel, you must inform Red Realm Limited, Paddock Cottage, Beech Green Lane, Withyham, Hartfield, TN7 4DB, UK (email address above) of your decision to cancel this contract by a clear statement (e.g. a letter sent by post or e-mail). You may use the model cancellation form below but it is not obligatory.

4.                   To meet the cancellation deadline, it is sufficient for you to send your communication concerning your exercise of the right to cancel before the cancellation period has expired.

Effects of cancellation

5.                   If you cancel this contract, we will reimburse to you all payments received from you.

6.                   The reimbursement will be made without undue delay, and not later than 14 days after the day on which we are informed about your decision to cancel this contract.

7.                   The reimbursement will be made using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise; in any event, you will not incur any fees as a result of the reimbursement.

8.                   If you requested us to begin the performance of services during the cancellation period, you shall pay us an amount which is in proportion to what has been performed until you have communicated to us your cancellation of this contract in comparison with the full coverage of the contract.

MODEL CANCELLATION FORM 

Complete and return this form only if you wish to cancel the contract:

— To Red Realm Limited, Paddock Cottage, Beech Green Lane, Withyham, Hartfield, TN7 4DB, UK (email address above):

— I/We [*] hereby give notice that I/We [*] cancel my/our [*] contract of sale of the following goods [*]/ for the supply of the following service [*],

— Ordered on [*]/received on [*],

— Name of consumer(s),

— Address of consumer(s),

— Signature of consumer(s) (only if this form is notified on paper),

— Date

[*] Delete as appropriate