01 Introduction

1.1. Please read the Terms of Use (or “Agreement”, “Terms” for short) carefully. This Agreement is a legally binding contract between you and Neve Ella Limited (trading as “Solace”) with its registered address at [xxx ]. Access to and use of Solace’s products and services is expressly conditioned upon acceptance of this Agreement. If you do not agree to these Terms, you will not be able to access Solace or its products or services.

1.2. By creating an account or accessing or using the App, you acknowledge that you accept and agree to be bound by the terms of this Agreement. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS OR USE THE APP.

1.3. In addition to these Terms, the following terms apply and form part of your contract with us [ xxx/privacy-policy ](“Privacy Policy”).

1.4. By accepting this agreement, you affirm that you: (a) have read this Agreement and agree to abide by its terms and the other terms incorporated into it by reference; and (b) have reviewed and consent to the Privacy Policy; (c) agree not to use the respective service or content for any other purposes as described in these Terms.

02 Who are we?

2.1. We are Neve Ella Limited , a company incorporated in the United Kingdom, company number [xxx]. So we will refer to ourselves throughout this Agreement as “Solace”, “Company”, “we” or “us”.

03 When do these Terms apply?

These Terms apply to all use of the [Solace] mobile application (“the App”), the websites (xxx.), and all related services, features and content offered by Solace.

04 Who can access Solace ?

Age Requirements

4.1. You must be at least 16 to use the App and access Solace’s content.

4.2. We do not knowingly collect personal information from children under 16.

4.3. We do not allow people to use the App and access Solace if they are younger than 16.

4.4. Some of the App functions are limited for users that are younger than 16.

4.5. If you are aware of anyone that does not comply with these limitations, please contact us at [neve@officialsolaceapp.com] and we will take the necessary steps to delete or terminate their account.

05 App, Features and Content are not intended to provide medical advice,diagnosis, or treatment

⚠️ Important Medical Notice

5.1. the company is not a licensed medical care provider and the app is not intended to replace professional medical advice or diagnose, treat or manage any illness or medical condition. please consult with a licensed doctor or other qualified healthcare provider before making any decisions or taking any actions that may affect your health and. never disregard professional medical advice or delay in seeking it because of something you have read in connection with the app.

5.2. some translations on Solace’s app or website are powered by machine learning and artificial intelligence. Solace disclaims all warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties for fitness for a particular purpose and non-infringement.

06 Registration and eligibility

6.1. To use the App, you may be required to create or update an account (“Account”) and will be asked to provide certain personal information, which may include your name, birth date, and e-mail address.

6.2. All information provided during Account creation must be accurate. You will update that information promptly after it changes.

6.3. This information will be held and used in accordance with our privacy policy, which can be found at [ xxx] (“Privacy Policy”).

6.4. Solace reserves the right to deny the creation of any Account or limit the availability to users under the age of 16 of certain content in the App, in its sole discretion.

07 Your use of the App

7.1. Any content you submit through the App is governed by the Company’s Privacy Policy [ xxx]. If you submit a question or response, you are solely responsible for your own communications, the consequences of posting those communications, and your reliance on any communications found in the public areas. The Company and its licensors are not responsible for the consequences of any communications in the public areas. In cases where you feel threatened or you believe someone else is in danger, you should contact your local law enforcement agency immediately. If you think you may have a medical emergency, call your doctor immediately. As a condition of using the App, you agree not to use the App for any purpose that is prohibited by this Agreement. You are responsible for all of your activity in connection with the App and you shall abide by any applicable regulatory codes.

7.2. You agree that you will not, nor permit or authorise anyone to:

7.2.1. resell, rent, lease, loan, sublicense, distribute, or otherwise transfer rights to the App;

7.2.2. modify, reverse engineer, decompile or disassemble the App;

7.2.3. copy, adapt, alter, modify, translate, or create derivative works of the App without the written authorization of Solace;

7.2.5. circumvent or disable any technological features or measures in the App for protection of intellectual property rights;

7.2.7. use or access the App to compile data in a manner that is used or usable by a competitive product or service;

7.2.8. use your Account to advertise, solicit, or transmit any commercial advertisements, including chain letters, junk e-mail or repetitive messages to anyone;

7.2.9. use your Account to engage in any illegal conduct;

7.2.10. upload or transmit any communications that infringe or violate the rights of any party;

7.2.11. upload media of any kind that contain expressions of hate, abuse, offensive images or conduct, obscenity, pornography, sexually explicit or any material that could give rise to any civil or criminal liability under applicable law or that otherwise may be in conflict with this Agreement, and the Company’s Privacy Policy;

7.2.12. upload any material that contains software viruses or any other computer code, files or programs that is malicious, technologically harmful or designed to interrupt, destroy or limit the functionality of any computer software, website or the App;

7.2.13. use data, content, or features from the App and the website to diagnose, treat, or mitigate any health conditions.

08 Termination and Export Compliance

Any such forbidden use shall immediately terminate your licence to use the App. If you violate these Terms by engaging in a forbidden use, the permission granted you to use the App will be revoked, and you will no longer be authorized to use it.

8.1 You represent and warrant that you are (1) not located in any country or region that is subject to government embargo, and (2) are not a denied party as specified in the regulations listed above.

8.2. You agree to comply with all export laws and regulations to ensure that neither the App nor any technical data related thereto nor any direct product or products derived from or based on such technology received from Solace under these Terms of Use thereof is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations.

8.3 Solace products are provided subject to the laws and regulations of the United Kingdom and other countries on trade restrictions that may prohibit or restrict access by certain persons or from certain countries or territories, including but not limited to sanctions, embargoes and export restraints. The Solace products may be subject to Export Control Laws. “Export Control Laws” means: export control laws and regulations of the U.K, E.U, and other foreign governments, as well as regulations and sanctions declared by such governments, including the Council of the E.U. and their counterparts under applicable law, including all end user, end use and destination restrictions.

09 Limited Licence to the App

9.1. We grant you a personal, worldwide, revocable, non-transferable and non-exclusive licence to access and use the App for personal and non-commercial purposes in accordance with the terms of this Agreement. You may not copy, store, modify, distribute, transmit, perform, reproduce, publish, licence, create derivative works from, transfer or sell any text, graphics, logos and other source-identifying symbols, designs, icons, images, or other information, software or code obtained from the App without prior express written permission from the Company which may be withheld for any or no reason. You further agree not to download, display or use any content on the App that is provided by the Company or its licensors located on the App for use in any publications, in public performances, on websites other than the App for any other commercial purpose, in connection with products or services that are not those of the Company, in any other manner that is likely to cause confusion among consumers, that disparages or discredits the Company and/or its licensors, that dilutes the strength of the Company or its licensor's property, or that otherwise infringes the Company or its licensors’ intellectual property rights. You further agree to in no other way misuse any content published by the Company or third-party content that appears on the App.

9.2. All rights, title, and interest in and to the App not expressly granted in this Agreement are reserved by the Company. If you wish to use the Company’s software, title, trade name, trademark, service mark, logo, domain name and/or any other identification with notable brand features or other content owned by the Company, you must obtain written permission from the Company. Permission requests may be sent to [neve@officialsolaceapp.com]

9.3. To avoid any doubt, the Company owns all the text, images, photos, audio, video, location data, software, code, and all other forms of data or communication that the Company creates and makes available in connection with the App, including but not limited to visual interfaces, interactive features, graphics, design, compilation of User Content (as defined below), and the compilation of aggregate user review ratings and all other elements and components of the App, excluding User Content (collectively referred to herein as the “Company’s Content”). Except as expressly and unambiguously provided herein, we do not grant you any express or implied rights, and all rights in and to the App and the Company’s Content are retained by us.

10 Licence to User Content

10.1. The App enables you to input personal notes, share your stories, post or upload content, submit content and log certain information into the App (“User Content”). You retain all rights to such User Content that you post, share, or log in the App.

By providing your User Content to the App, you (a) grant the Company a non-exclusive, transferable, sublicensable, worldwide, royalty-free licence to use, copy, exploit, modify, publicly display, publicly perform, create derivative works from, incorporate it into other works, change, reformat, and distribute your User Content in connection with providing and operating the App and related services and/or for the Company’s promotional purposes (for example, by displaying on our website, within the App, in social media, on any website or platform in the internet as we may deem appropriate), subject to the Privacy Policy; and (b) you agree to indemnify the Company and its affiliates, directors, officers, and employees and hold them harmless from any and all claims and expenses, including attorneys’ fees, arising from the User Content and/or your failure to comply with the terms described in this Agreement.

10.2. The Company reserves the right to review all User Content prior to submission to the App and to remove any content or media for any reason, at any time, without prior notice, at our sole discretion.

By providing your User Content to the App, you (a) grant the Company a non-exclusive, transferable, sublicensable, worldwide, royalty-free licence to use, copy, exploit, modify, publicly display, publicly perform, create derivative works from, incorporate it into other works, change, reformat, and distribute your User Content in connection with providing and operating the App and related services and/or for the Company’s promotional purposes (for example, by displaying on our website, within the App, in social media, on any website or platform in the internet as we may deem appropriate), subject to the Privacy Policy; and (b) you agree to indemnify the Company and its affiliates, directors, officers, and employees and hold them harmless from any and all claims and expenses, including attorneys’ fees, arising from the User Content and/or your failure to comply with the terms described in this Agreement.

11 Use at your own risk

11.1. Our goal is to help make certain health-related information more readily available and useful to you. However, the App cannot and does not guarantee health-related improvements or outcomes.

11.2. Your use of the App and any information, predictions, or suggestions provided in the App are at your sole risk. We make no representation or warranty of any kind as to the accuracy of data, information, estimates, and predictions that we may provide to you through the App and you agree and understand that the App is not intended to match or serve the same purpose as a medical or healthcare provider.

12 Use by minors disclaimer

All information provided within the app is for general educational purposes only.

Please be aware that individual ethical views on what is offensive or harmful to minors may vary from the requirements set for content that may be made available to minors under applicable law.

13 Subscriptions and billing

13.1. Subscriptions. We may offer you the opportunity to purchase subscriptions that provide access to certain content, products or services for a specified period of time. Subscriptions continue indefinitely. We charge you on-going fees automatically on a regular basis until cancelled. We explain the on-going fees, the billing frequency and how to cancel before you purchase.

13.2. Certain content, products or services included in subscription may change from time to time, as we introduce new features, develop our existing offering and sometimes retire features that aren't working out as planned. The features and content contained in the App may differ by country, language, relevant store, version or device.

By accessing Solace you agree that your purchases are not contingent on the provision of any future functionality or features, or dependent on any oral or written public statements, and comments made by Solace regarding such functionality or features.

13.3. Solace App is available via the third-party platform operators such as Firebase (Google), AWS and Apple/Google payment processors. Therefore, when you make a purchase, you may additionally enter into a separate contract with the respective third-party service provider providing your app store, whose terms and conditions may apply. Depending on the respective third-party service provider’s terms and conditions, you may need to exercise your rights of cancellation and revocation with these service providers.

13.4. Billing. You may purchase the subscription on a recurring basis disclosed to you prior to your purchase directly from Solace or through a third party by paying a subscription fee plus applicable taxes in advance.

13.5. Price and tax changes. Solace may from time to time make changes to subscription, including recurring subscription fees and will communicate any price changes to you in advance. Price changes will take effect at the start of the next subscription period following the date of the price change and, by continuing to use the subscription after the price change takes effect, you will have accepted the new price. If you don’t agree to a price change, you can reject the change by unsubscribing from the applicable subscription prior to the price change going into effect.

13.6. Trial. Some of our subscriptions include a trial period, where you can experience the application for a specified period at no cost or at a reduced price (“Trial”). Trials will automatically convert into ongoing paid subscriptions at the end of the trial period. To avoid being charged, you must cancel your subscription prior to the expiration of the trial period. Please review all applicable terms carefully before you sign up for Trial.

13.6. Trial. Some of our subscriptions include a trial period, where you can experience the application for a specified period at no cost or at a reduced price (“Trial”). Trials will automatically convert into ongoing paid subscriptions at the end of the trial period. To avoid being charged, you must cancel your subscription prior to the expiration of the trial period. Please review all applicable terms carefully before you sign up for Trial.

13.7 If we discover an error in the price of items you have purchased, we will contact you. You will have the option of either reconfirming your order at the correct price or canceling it. If we are unable to contact you, your purchase will be automatically cancelled. Tax rates or other fees are based on the rates applicable at the time of your monthly charge. These amounts can change over time with local tax requirements in your country, state, territory, county, or city. Any change in tax rate will be automatically applied based on the account information you provide.

13.8. Renewal. Your payment to Solace or the third party through which you purchased the subscription will automatically renew at the end of the applicable subscription period, unless you cancel your subscription before the end of the then-current subscription period.

13.8. Cancellation. You must cancel your subscription or Trial before it renews to avoid the billing of the fees for the next Subscription period. If you purchase your subscription through the [ xxx ap] you can cancel the renewal of your subscription at any time by contacting us by email at here and specify the email you used to register your account at [neve@officialsolaceapp.com].

14 Passwords

14.1. You are responsible for taking all reasonable steps to ensure that no unauthorised person shall have access to your App passwords or account. It is your sole responsibility to (1) control the dissemination and use of sign-in name, screen name and passwords; (2) authorise, monitor, and control access to and use of your App account and password; (3) promptly inform the Company if you believe your account or password has been compromised or if there is any other reason you need to deactivate a password.

Send us an email at [neve@officialsolaceapp.com]

15 Personal Data Use and Account Protection Policy

You grant the Company and all other persons or entities involved in the operation of the App the right to transmit, monitor, retrieve, store, and use your information in connection with the operation of the App. You further acknowledge and agree that the App and account are designed and intended for personal use on an individual basis and you should not share your account and/or password details with another individual. The Company cannot and does not assume any responsibility or liability for any information you submit, or your or third parties’ use or misuse of information transmitted or received arising from the using the App, and shall not be responsible for any losses arising out of the unauthorised use of your account or information resulting from you not following these rules.

16 Warranty disclaimer

16.1. The Company controls and operates the App from various locations and makes no representation that the App is appropriate or available for use in all locations. The App or certain features of it may not be available in your location or may vary across locations.

16.2. The app is provided “as is”, “as available” and is provided without any representations or warranties of any kind, express or implied, including, but not limited to, the implied warranties of title, non-infringement, merchantability, and fitness for a particular purpose, and any warranties implied by any course of performance or usage of trade, all of which are expressly disclaimed, save to the extent required by law. Neither the company, nor any of its officers, directors, employees, agents, affiliates, representatives, suppliers, partners, advertisers or content providers warrants, and each of them hereby expressly disclaims, that: (a) the app will be secure or available at any particular time or location; (b) any defects or errors will be corrected; (c) any content or software available at or through the app is free of viruses or other harmful components; (d) the results of using the app will meet your requirements. Or (e) the accuracy, reliability, or completeness of the content, text, images, software, graphics, or communications provided by third parties on or through the app, your use of the app is solely at your own risk.

17 Limitation of liability

17.1. In no event shall the company or any of its officers, directors, agents, affiliates, employees, be liable for any indirect, special, incidental or consequential damages (including but not limited to loss of use, loss of profits, or loss of data) whether in an action in contract, tort (including but not limited to negligence), equity or otherwise, arising out of or in any way connected with the use or misuse of this app. In no event will the company’s total liability arising out of or in connection with these terms or from the use of or inability to use the app exceed the amounts you have paid to the company for use of the app or one hundred pounds (£100) if you have not had any payment obligations to the company, as applicable. To the extent that solace may not, as a matter of law, disclaim or limit its liabilities, the scope or extent of solace’s liability will be the minimum permitted under such law. If a waiver, right, or remedy is exercised pursuant to mandatory law, it shall be exercised solely for the purpose provided and in conformance with the procedures and limitations expressly provided for by such law.

18 Use of mobile devices

18.1. Please note that your carrier’s normal rates and fees, such as text messaging and data charges, will still apply if you are using the App on a mobile device.

19 Third-Party Services and links

19.1. The App may give you access to links to third-party websites, apps, or other products or services (“Third Party Services”). The Company does not control Third Party Services in any manner and, accordingly, the Company is not responsible for the privacy practices of such Third Party Services and does not assume any liability associated with such Third Party Services. Your linking to or use of any Third Party Services other than the App is at your own risk. The Company's inclusion of links to Third Party Services does not imply any endorsement of any kind by the Company of the material located on or linked to by such Third Party Services. You need to take appropriate steps to determine whether accessing a Third Party Service is appropriate, including protecting your personal information and privacy in using any such Third Party Services.

You shall not link to our websites, app, content or services in a way that is: (i) illegal, (ii) suggests any form of association, approval or endorsement with or by us where none exists, (iii) damages our reputation or takes advantage of it, or (iv) is unfair.

20 Enforcement rights

20.1. We are not obligated to monitor access or use of the App. However, we reserve the right to do so for purposes of operating and maintaining the App, ensuring your compliance with this Agreement, and complying with applicable legal requirements. We may disclose unlawful conduct to law enforcement authorities, and pursuant to valid legal process, we may cooperate with law enforcement authorities to prosecute users who violate the law.

20.2. We reserve the right (but are not required) to remove or disable any content posted to the App or access to the App at any time, in each case without notice and at our sole discretion if we determine in our sole discretion that your content or use of the App is objectionable or in violation this Agreement.

We may refuse service or close Accounts at any time.

The Company has no liability or responsibility to users of the App or any other person or entity for performance or nonperformance of the aforementioned activities.

21 Indemnity

21.1. You agree to defend, indemnify, and hold the Company, its officers, directors, employees, agents, affiliates, representatives, licensors, suppliers, partners, advertisers and content providers, harmless from and against any claims, actions, demands, liabilities and settlements including without limitation, reasonable legal and accounting fees, arising out of or resulting from, or alleged to result from, your violation of this Agreement.

22 Governing Law

22.1. To the fullest extent permitted pursuant to applicable law, this Agreement shall be governed by the laws of England and Wales. (to the exclusion of its conflict of law rules). Any suit, action or proceedings arising out of or relating to this Agreement (including any non-contractual dispute or claim) will be adjudicated exclusively by the courts of England and Wales.

23 Other provisions

23.1. We may modify this Agreement from time to time if we think it is necessary (e.g. for legal reasons or to reflect changes in the App, website). If we materially change the Agreement, we will make the update Agreement available online and make reasonable efforts to tell you about it (e.g. by sending you a notice).

23.2. Once we change the Agreement, it will become legally binding on you thirty (30) days after we post it online. If you do not agree to those changes then unfortunately we need to ask you to cease using the Solace Ap, and access the website.

23.3. If you don’t agree to the new terms, you should stop using our services. Your continued use of the services after the effective date of an updated version of the Agreement will indicate your acceptance of the Agreement as modified.

23.4. Successors and Assigns. This agreement ensures the benefit of the parties, including any of our successors in interest. We have the right to assign our rights and obligations under this agreement to any affiliates or to any Solace Entity.

23.5. Severability. If for any reason a court of competent jurisdiction finds any provision of this Agreement, or any portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of this Agreement, and the remainder of this Agreement shall continue in full force and effect. A printed version of this Agreement shall be admissible in judicial proceedings.

23.6. No waiver by the Company of any term or condition set forth in this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under this Agreement shall not constitute a waiver of such right or provision.

23.7 Limitation. Subject to applicable law, no action, regardless of form, arising out of this Agreement may be brought by you more than two (2) years after the cause of action arose.

27.7. Upon termination of this Agreement, all provisions of this Agreement that by their nature, should survive termination, shall survive termination, including, without limitation, the provisions on dispute resolution and Governing Law, all ownership provisions, warranty disclaimers, and limitations of liability