Effective on 25th of February 2023
1 Preamble
1.1 Welcome to the Hvil website located at hvil.app ("Site"), operated by Hvil ApS, company reg. no.: 43036769.
1.2 Please read these Terms of Service (the "Terms") and our Privacy Policy carefully as they govern your use of our Site and our Sleep Programme services, accessible via our mobile device application (the "App"). Our Site, services, and App are collectively referred to as the "Services.".
2 Agreement to Terms and Privacy Policy
2.1 By using our Services, you agree to be bound by these Terms and by our Privacy Policy.
2.2 Please refer to our Privacy Policy for information on how we collect, use, and disclose information from our users. You acknowledge and agree that your use of the Services is subject to our Privacy Policy.
3 Changes to Terms or Services
3.1 We may update these Terms and the Privacy Policy at any time, at our sole discretion. If we do so, we will notify you either by posting the updated Terms on the App or through other communications. It is important that you review the Terms whenever we update them. If you continue to use the Services after receipt of the updated Terms, you acknowledge that you agree to be bound by the updated Terms. If you do not agree to be bound by the modified Terms you shall stop using the Services at the date of the update. As the Services on the Site or App are evolving over time, we may change or discontinue all or any part of the Services at any time and without notice, at its sole discretion.
4 Health-Related Content
4.1 The Services offer a range of Sleep Programme lessons and features that are meant to provide general guidance and information on improving sleep. It is important to note that the descriptions of these lessons and features are intended to convey the general direction or goal of the content and can not be considered a guarantee of specific results. The Services are not intended to be a substitute for professional medical advice, diagnosis, or treatment, and should not be used to diagnose, prevent, monitor, predict, prognose, treat, or alleviate any disease. Any health-related content provided through the Services is broad in nature and may not be appropriate or relevant for your individual situation. It is important to consult with your healthcare professionals if you have any questions about your physical or mental health. Use of the Services and reliance on any information provided through them is at your own risk, and you should never disregard professional medical advice or delay seeking it due to something you have seen or heard on the Services. Any information or reports generated by the Services should not be used as a substitute for consulting a physician or other healthcare provider.
5 HEALTH AND MEDICAL SERVICE DISCLAIMER
5.1 THE SERVICES PROVIDED DO NOT OFFER PROFESSIONAL MEDICAL SERVICES OR ADVICE AND SHOULD NOT BE INTERPRETED AS SUCH. THE SERVICES SHOULD NOT BE USED FOR MEDICAL EMERGENCIES. IF YOU BELIEVE YOU ARE EXPERIENCING A MEDICAL EMERGENCY OR HEALTH ISSUES, PLEASE CONTACT A PROFESSIONAL HEALTHCARE PROVIDER.
5.2 HVIL SPECIFICALLY DISCLAIMS ANY LIABILITY THAT MAY ARISE FROM YOUR USE OF THE SERVICES OR PARTICIPATION IN ANY ACTIVITIES OFFERED THROUGH THE SERVICES. BY USING THE SERVICES, YOU UNDERSTAND AND ACCEPT THE RISKS INVOLVED AND ASSUME ALL RESPONSIBILITY FOR YOUR OWN SAFETY.
5.3 It is important to consult a physician or other medical professional before beginning any plans or activities offered through the Services, especially if you are being treated for an illness, taking prescription medication, or following a therapeutic plan to treat a disease. If you have any questions about your health, you should seek the advice of a medical professional before using the Services. You should also consult your physician if you are at risk of problems resulting from changes to your sleep. If the information you receive from the Services is inconsistent with the medical advice of your physician or healthcare professional, you should follow the advice of such professional. You warrant that you are not using the Services or participating in any activities offered through the Services for the purpose of seeking medical attention.
6 Who May Use the Services?
6.1 To use the Services, you must be at least 16 years old and have the ability to enter into a legally binding contract with Hvil. If you are under 16 years old, you may use the Services if your legal guardian has entered into a contract with Hvil on your behalf.
6.2 In order to access certain features of the Services, you must create an account ("Account") with us through the App using your email or third-party accounts.
6.3 It is important that you provide accurate, complete, and up-to-date information for your Account, and you agree to update this information as necessary. Inaccurate or incomplete information may result in the suspension or termination of your Account.
6.4 You are responsible for keeping your Account password confidential and for any activity that occurs under your Account. If you suspect unauthorized use of your Account, you must notify Hvil immediately.
7 Subscription Fees and Payment
7.1 Hvil® offers access through In-app purchase. Users need to have purchased access to get a sleep program. By purchase of access, you agree to pay the applicable fee, plus any applicable taxes and other fees related to your use of the Services. All fees are non-refundable and non-transferable unless otherwise stated in these Terms. All fees and applicable taxes are payable in local currency.
7.2 Free Access: Hvil offers free access of the Services without payment. Free access are available to users who have a valid Hvil-code.
7.3 Payment: If you are purchasing access or subscription, you authorize Hvil (or our third-party payment processor) to charge you for the transaction. We may request additional information related to your transaction, including your credit card number, the expiration date of your credit card, and your email and mailing addresses for billing and notification (this information is referred to as "Payment Information"). You warrant that you have the legal right to use all payment methods represented by the Payment Information. When you initiate a transaction, you authorize us to provide your Payment Information to third parties in order to complete the transaction and to charge your payment method for the selected transaction (plus any applicable taxes and other charges).
7.4 Advance Payment of Subscription Fees: If you purchase a subscription, the subscription fee (plus any applicable taxes and other charges) will be charged to you at the beginning of the paid portion of your subscription. Weekly, monthly and yearly subscriptions will be charged to you at the beginning of your subscription and each week or other billing period (as applicable) thereafter at the current rate. For weekly, monthly and yearly subscriptions, you will be automatically charged each week or other billing period on the calendar day corresponding to the date of your subscription's start.
7.5 Recurring Payment: By entering into these Terms and choosing a weekly, monthly or yearly subscription, you acknowledge that your subscription has a recurring payment feature and you accept responsibility for all recurring payment obligations before you cancel your subscription or Hvil terminates it. Your weekly, monthly or yearly subscription will continue until you cancel it or Hvil terminates access to or use of the Services according to these Terms.
7.6 Cancellation of Subscription: You may cancel your subscription at any time. All payments are non-refundable and non-transferable. You will not receive a refund for any portion of the subscription fee paid for the current subscription period at the time of cancellation. If you cancel, you can continue to use your subscription until the end of your current weekly, month or yearly period, depending on your subscription. You can cancel through your app store operator. For example, if you have an iPhone, go to Settings, tap your Apple ID, sign in if prompted, tap Subscriptions, then tap Hvil and follow the instructions provided in response to your cancellation request. Google subscriptions can be managed in the Google Play Store: search for Hvil and select "Manage Subscriptions".
7.7 Termination of Subscription: Hvil may terminate access to or use of the Services at any time for any reason, without notice, and without liability to you.
7.8 Subscription Price Changes: We reserve the right to change our subscription plans or adjust pricing for our service or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise expressly provided for in these Terms, any price changes or changes to your subscription plan will take effect following notice to you.
Hvil reserves the right to correct any pricing errors, revoke any limited-time offers, and correct any errors, inaccuracies, or omissions on the Services, including after you have been charged your subscription fee.
If the price of your subscription is changed, you have the option to cancel at any time before the new price is applied.
8 Feedback
8.1 We value feedback, comments, and suggestions for improving the Services ("Feedback"). You can submit Feedback by emailing us at feedback@hvil.app. By submitting Feedback, you grant Hvil a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable, and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based on, and otherwise exploit the Feedback for any purpose.
9 Content and Content Rights.
9.1 For purposes of these Terms:
"Content" means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services; and
"User Content" means any Content that Account holders (including you) provide to be made available through the Services.
9.2 Content Ownership, Responsibility, and Removal:
9.2.1 Hvil does not claim any ownership rights in User Content and nothing in these Terms will restrict any rights you have to use and exploit your User Content.
9.2.2 Hvil and its licensors exclusively own all rights, title, and interest in and to the Services and Content, including all associated intellectual property rights.
9.2.3 You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of Denmark and foreign countries.
9.2.4 You agree not to remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Services or Content.
9.3 Rights in User Content:
9.3.1 By making any User Content available through Services, you grant Hvil a non-exclusive, transferable, sublicensable, worldwide, royalty-free license to use, copy, modify, create derivative works based on, distribute, publicly display, publicly perform, and distribute your User Content in connection with operating and providing the Services and Content to you and other users.
9.4 Responsibility for User Content:
9.4.1 You are solely responsible for all your User Content.
9.4.2 You represent and warrant that you own all your User Content or have all necessary rights to grant Hvil the license rights in your User Content under these Terms.
9.4.3 You also represent and warrant that neither your User Content nor your use and provision of your User Content to be made available through the Services nor any use of your User Content by Hvil on or through the Services will infringe, misappropriate, or violate a third party's intellectual property rights, rights of publicity or privacy, or result in the violation of any applicable law or regulation.
9.5 Rights in Content
9.5.1 Subject to your compliance with these Terms, Hvil grants you a limited, non-exclusive, non-transferable, non-sublicensable license to view, copy, display, stream, and download the Content solely in connection with your permitted use of the Services.
10 General Prohibitions and Hvil's Enforcement Rights
10.1 By using the Services, you agree not to engage in any of the following activities:
10.1.1 Posting, uploading, publishing, submitting, or transmitting any content that:
10.1.2 Infringes on, misappropriates, or violates a third party's intellectual property rights, including patents, copyrights, trademarks, trade secrets, moral rights, or rights of publicity or privacy;
10.1.3 Violates, or encourages any conduct that would violate, any applicable laws or regulations, or would give rise to civil liability;
10.1.4 Is fraudulent, false, misleading, or deceptive;
10.1.5 Is defamatory, obscene, pornographic, vulgar, or offensive;
10.1.6 Promotes discrimination, bigotry, racism, hatred, harassment, or harm against any individual or group;
10.1.7 Is violent or threatening, or promotes violence or actions that are threatening to any person or entity; or
10.1.8 Promotes illegal or harmful activities or substances.
10.2 Using, displaying, mirroring, or framing the Services or any individual element within the Services, Hvil's name, any Hvil trademark, logo, or other proprietary information, or the layout and design of any page or form contained on a page, without Hvil's express written consent.
10.3 Accessing, tampering with, or using non-public areas of the Services, Hvil's computer systems, or the technical delivery systems of Hvil's providers.
10.4 Attempting to probe, scan, or test the vulnerability of any Hvil system or network, or breaching any security or authentication measures.
10.5 Avoiding, bypassing, removing, deactivating, impairing, descrambling, or otherwise circumventing any technological measure implemented by Hvil or any of Hvil's providers, or any other third party (including another user), to protect the Services or content.
10.6 Attempting to access or search the Services or content, or download content from the Services, through the use of any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, data mining tools, or the like) other than the software and/or search agents provided by Hvil, or other generally available third-party web browsers.
10.7 Sending any unsolicited or unauthorized advertising, promotional materials, emails, junk mail, spam, chain letters, or other form of solicitation.
10.8 Using any meta tags or other hidden text or metadata, utilizing a Hvil trademark, logo, URL, or product name, without Hvil's express written consent.
10.9 Using the Services or content, or any portion thereof, for any commercial purpose or for the benefit of any third party, or in any manner not permitted by these terms.
10.10 Attempting to decipher, decompile, disassemble, or reverse engineer any of the software used to provide the Services or Content.
10.11 Interfering with, or attempting to interfere with, the access of any user, host, or network, including, but not limited to, sending a virus, overloading, flooding, spamming, or mail-bombing the Services.
10.12 Collecting or storing any personally identifiable information from the Services from other users of the Services without their express permission.
10.13 Impersonating or misrepresenting your affiliation with any person or entity.
10.14 Violating any applicable laws or regulations.
11 DMCA/Copyright Policy
11.1 Hvil values and complies with copyright law, and we expect our users to do the same. If a user is found to be repeatedly infringing or is suspected of repeatedly infringing the rights of copyright holders, we reserve the right to terminate their account.
12 Links to Third Party Websites or Resources.
12.1 The Services and App may include links to third-party websites or resources for your convenience. However, we are not responsible for the content, products, or services available on or through those websites or resources, nor do we endorse any such websites or resources. Your use of any third-party websites or resources is at your own risk.
13 Termination
13.1 At any time and without notice, we reserve the right to terminate your access to and use of the Services at our sole discretion. You may cancel your Account at any time by cancelling your subscription in accordance with clause 8. Upon any termination, discontinuation, or cancellation of the Services or your Account, certain provisions of these Terms will continue to apply, including but not limited to the sections on Feedback, Content, Ownership, Responsibility and Removal, Warranty Disclaimers, Indemnity, Limitation of Liability, Governing Law, Dispute Resolution, General Terms, and this section on Termination.
14 Warranty Disclaimers
14.1 THE SERVICES AND CONTENT ARE PROVIDED "AS IS" AND WITHOUT WARRANTY OF ANY KIND. THIS INCLUDES, BUT IS NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, AND NON-INFRINGEMENT, AS WELL AS ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT GUARANTEE THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE WITHOUT INTERRUPTION, SECURELY, OR FREE FROM ERRORS. ADDITIONALLY, WE DO NOT ENDORSE OR MAKE ANY WARRANTIES REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF ANY CONTENT.
15 Limitation of Liability
15.1 HVIL AND ANY OTHER PARTIES INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES OR CONTENT WILL NOT BE HELD LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITIES, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTIONS, COMPUTER DAMAGE OR SYSTEM FAILURES, OR THE COST OF SUBSTITUTE SERVICES ARISING FROM OR IN CONNECTION WITH THESE TERMS OR THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT. THIS INCLUDES, BUT IS NOT LIMITED TO, DAMAGES BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY. THIS LIMITATION OF LIABILITY APPLIES EVEN IF HVIL OR ANY OTHER PARTY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, AND WHETHER OR NOT A LIMITED REMEDY SET FORTH HEREIN HAS FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU.
15.2 IN NO EVENT WILL HVIL'S TOTAL LIABILITY ARISING FROM OR IN CONNECTION WITH THESE TERMS OR THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT EXCEED THE AMOUNT YOU HAVE PAID TO HVIL FOR THE USE OF THE SERVICES OR CONTENT IN THE YEAR PRECEDING THE CLAIM. IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO HVIL IN THE PRECEEDING YEAR THE TOTAL LIABILITY OF HVIL CANNOT EXCEED EUR 100 OR THE EQUIVALENT AMOUNT IN LOCAL CURRENCY. THE EXCLUSIONS AND LIMITATIONS OF DAMAGES STATED ABOVE ARE FUNDAMENTAL ELEMENTS OF THE AGREEMENT BETWEEN HVIL AND YOU.
16 Governing Law
16.1 These Terms, the use of Services and any related actions will be governed by the laws of Denmark, excluding any choice of law rules.
17 Dispute Resolution
17.1 Any dispute arising out of or in connection with this contract, including any disputes regarding its existence, validity or termination, which the Parties have been unable to settle amicably, shall be finally settled by arbitration administered by the Danish Institute of Arbitration in accordance with the Rules of Arbitration adopted by the Board of the Danish Institute of Arbitration. The arbitration shall take place in Aarhus, Denmark. The language of the arbitral proceedings shall be English.
18 Miscellaneous
18.1 Entire Agreement: These Terms constitute the entire and exclusive understanding and agreement between you and Hvil regarding the Services and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between you and Hvil regarding the Services and Content. If any provision of these Terms is found to be invalid or unenforceable by an arbitrator or court of competent jurisdiction, that provision will be enforced to the maximum extent possible and the remaining provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, whether by operation of law or otherwise, without Hvil's prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and void. Hvil 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.
18.2 Notices: Any notices or other communications provided by Hvil under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Services. For notices made by email, the date of receipt will be deemed the date on which such notice was transmitted. c. Waiver of Rights. Hvil'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 authorized representative of Hvil.
18.3 Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will not prejudice its other remedies under these Terms or otherwise.
19 Contact Information
If you have any questions about these Terms or the Services, please contact Hvil at info@hvil.app
Hvil ApS
Mariane Thomsens Gade 6
8000 Aarhus C, Denmark.