These Terms of Service, including Alternative Dispute Resolution Policy* and Class Action Waiver* (“Terms of Service”) govern the use of Veya, Veya.coach, or iterations thereof (collectively the “Site”) and any related Mobile Application (the “Application”).

*Class Action Waiver and Alternative Dispute Resolution Policy are not applicable where explicitly excluded herein or otherwise prohibited by law.

The Site and the Application are owned and operated by Ignitea Ltd, a Cyprus Limited Liability Company with Legal Address of 40, 3095, Limassol, Cyprus ( “Company”). The Site and the Application are collectively referred to as the “Platform” within the Terms of Service. The terms “you”, “user”, “consumer” or “resident” refer to you as a user of the Platform. The terms “we” or “us” refer collectively to the Company.

BY ACCESSING OR OTHERWISE USING THE PLATFORM, YOU ACKNOWLEDGE YOUR UNDERSTANDING OF AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE INCLUDING, WITHOUT LIMITATION, AS APPLICABLE HEREIN AND NOT PROHIBITED BY LAW, THE AGREEMENT TO BINDING ARBITRATION AND CLASS ACTION WAIVER SET FORTH HEREIN. YOU FURTHER ACKNOWLEDGE AND AGREE THAT YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT (18 YEARS OF AGE OR OLDER) AND, IF ACCEPTING THESE TERMS OF SERVICE ON BEHALF OF A THIRD PARTY, YOU HAVE AUTHORITY TO BIND SAID THIRD PARTY. IF YOU ARE UNDER THE AGE OF 18 OR OTHERWISE NOT OF LEGAL AGE TO FORM A CONTRACT, OR IF YOU DO NOT AGREE TO ALL THE TERMS OF THIS AGREEMENT, YOU MUST NOT USE THIS PLATFORM OR PROVIDE ANY PERSONAL INFORMATION THROUGH IT.

THE SERVICES OFFERED THROUGH THIS PLATFORM ARE FOR INFORMATIONAL AND EDUCATIONAL PURPOSES ONLY. THEY ARE NOTINTENDED TO SUBSTITUTE PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. COMPANY DOES NOT EMPLOY LICENSED HEALTHCARE PROVIDERS OR OFFER INDIVIDUALIZED CLINICAL OR THERAPEUTIC SERVICES. FOR ANY MEDICAL CONCERNS, USERS ARE ADVISED TO CONSULT A QUALIFIED HEALTHCARE PROVIDER BEFORE MAKING A SIGNIFICANT LIFESTYLE CHANGES.

1. SCOPE OF TERMS OF SERVICE

Unless we indicate otherwise, these Terms of Service apply to your use of all Platforms which are owned or operated by the Company and its affiliates, including, without limitation, this Platform and any other website or application that the Company may own or operate currently or in the future. For purposes of these Terms of Service, "affiliates" shall mean, without limitation, Company's Payment Processors, (including, without limitation, Reverse Group, Inc., WellPay, Inc. and/or RevTechPay LLC) or any entity or person, directly or indirectly, owning a controlling interest in, owned by, or under common ownership control with the Company.

2. SERVICES

Veya provides users with access to a range of tools and content through its Platform, designed to support general emotional wellbeing, self-awareness, and lifestyle habits. These may include, without limitation:

i.

Guided self-work programs and reflections;

ii.

Educational lessons drawing on concepts from psychology (including CBT principles) and behavior change;

iii.

Audio, video, and written content about stress, nervous system regulation, and digital habits;

iv.

Community features that allow users to share experiences and encouragement;

v.

Tracking and accountability tools to help users notice patterns and monitor their own progress.

These services are intended solely for informational, educational, and self-coaching purposes. They do not constitute therapy, counseling, psychiatric or medical advice, diagnosis, or treatment, and must not be relied on as a substitute for professional healthcare or mental health services. Users should consult a qualified healthcare or mental health professional for any questions about their health, mood, or safety, and before making significant changes to their care, medication, or treatment plan. If you are in crisis or may harm yourself or others, you must contact local emergency services or a crisis hotline immediately and not use the Platform for emergency support.

3. ACCOUNTS

a)

To access certain features of the Platform you must first complete a quiz on our Platform, register, and create an account.

b)

To register for an account, you are required to provide a valid e-mail address.

c)

By creating an account, you agree that the personal information you provide is accurate, truthful and up to date. You further agree to promptly update your personal information if it changes.

d)

We reserve the right to suspend or terminate your account if we determine that you are using the Platform in violation of applicable laws or these Terms of Service.

e)

In the event of a dispute regarding account ownership, we reserve the right to determine ownership based on our reasonable judgment and any available evidence.

4. USERNAMES AND PASSWORDS

a)

Each person who uses the Platform must register for their own account.

b)

You are entirely responsible for safeguarding and maintaining the confidentiality of your username and password. You agree not to share your username or password with any person, and, if you are a legal entity who is not a natural person, to only share your username and password with a person who is authorized to use your account.

c)

You agree to notify us immediately if you suspect or become aware of any unauthorized use of your account or any unauthorized access to the password for any account.

d)

You further agree not to use the account or log in with the username and password of another user of the Platform if you are not authorized to use both; or such use would violate the Terms of Service.

5. NON-PERMITTED USAGE

a)

As a user of our Platform, you agree to use our Platform legally, not to use our Platform for illegal purposes, and not to:

i.

violate the rights of other users of our Platform;

ii.

violate the intellectual property rights of the Platform owners or any third party to the Platform;

iii.

hack into the account of another user of the Platform; or

iv.

act in any way that could be considered illegal or fraudulent.

b)

If we believe you are using our Platform illegally or in a manner that violates these Terms of Service, we reserve the right to limit, suspend or terminate your access to our Platform. We also reserve the right to take any legal steps necessary to prevent you from accessing our Platform.

6. PRICES AND OTHER FEES

a)

Access to certain services on the Platform, such as guided self-work programs, structured courses, community features, or other premium content and tools (collectively, the “Paid Services” or “Subscription Services”), is subject to payment of the applicable fees (“Fees”), as determined by the Company in its sole discretion.

b)

The Company reserves the right to change its Fees at any time. Advance notice of any changes will be provided so that customers remain informed about updates to pricing.

c)

Prices for Paid Services will be as quoted on the Platform at the time you submit your order.

d)

Prices posted on the Platform are valid only at the time of purchase and do not constitute any promise or representation regarding future pricing.

e)

You are responsible for the payment of all applicable taxes relating to your use of Paid Services or any payments made by you.

f)

If the Company is required to collect or remit taxes on the Fees you owe, such taxes may be added to the payment amount and will appear on your invoice. You are responsible for checking whether any additional fees may be charged by third parties in connection with your purchase of Paid Services (such as international transaction fees, currency exchange fees, or fees charged by banks or credit card companies). The Company is not responsible for any such additional fees or costs.

g)

By registering for, or submitting payment information in connection with, any Paid Services, you authorize the Company (directly or through its affiliates, subsidiaries, or third-party service providers) to request and collect payment, process Fees, and take other billing actions necessary to ensure payment. This includes making inquiries to validate your designated payment account or financial information and obtaining updated payment details from your credit card or banking provider, as necessary.

7. PURCHASES AND PAYMENTS

a)

You can pay your subscription Fees through PayPal, Credit Card (Mastercard, Amex, Visa, Discover) or any other payment method(s) designated by the Company. By using our services and making payments, you acknowledge and agree that payment processing may occur in the United States, the EU/EEA/UK or other countries, through third-party intermediary entities. The specific location of payment processing may vary based on several factors including, but not limited to, the payment method used and the location of the payment processor. If you have any questions or concerns about our payment processing practices or the security of your information, please contact us as indicated in our Privacy Policy.

b)

By using the Platform or engaging in any transactions with Ignitea Ltd, you acknowledge and agree that your business relationship is exclusively with Ignitea Ltd. Any legal disputes, claims, or issues arising from our services or your subscription shall be solely between you and Ignitea Ltd. This includes disputes related to billing, payments, or any other aspect of our services. You further understand and agree that any payment processors utilized by Ignitea Ltd, including those for processing payments from United States customers act solely as intermediaries for payment processing purposes. These entities are not involved in the provision of services and shall not be party to any disputes or legal matters arising from the services provided by Ignitea Ltd.

c)

We will not be liable for any direct or indirect losses arising from your use of third-party gateways for payment processing.

d)

If we suspect your payment violates applicable laws or these Terms of Service, we reserve the right to cancel or reverse your transaction.

e)

Before placing your order, please check all your information and purchase details. It is your responsibility to check all your information and purchase details before placing an order. You will have the opportunity to review and edit your information and purchase details at any time before you enter your credit card details and make the payment.

f)

After you place an order through our Platform, you will receive a confirmation e-mail, SMS or “Magic Link” allowing you access to the Program. This communication constitutes the Company’s acceptance of your order. Please check the confirmation e-mail and inform us if any of the information in the confirmation e-mail is incorrect.

g)

Upon our being notified of an error with respect to pricing, we will take appropriate steps to correct the error.

h)

We reserve the right to refuse any order placed through the Platform at our sole discretion. In the event an order is refused, any payments made will be refunded.

8. SUBSCRIPTIONS

a)

The Platform offers several subscription options with varying durations. All subscriptions will automatically renew at the end of the subscription period unless you cancel your subscription prior to the renewal date. Company complies with all applicable laws regarding automatic renewals. Where required by law, we will provide advance notice of automatic renewal for subscriptions exceeding one month.

b)

You may cancel your subscription at any time through the ‘Manage Subscription’ section on the Platform or, if purchased via an app store, by updating your subscription settings in the relevant app store. Alternatively, you may email us at help@veya.coach. Your cancellation will take effect at the end of the current subscription period, and you will retain access to the Platform until that time.

9. CANCELLATION AND REFUND POLICY

a)

Subscriptions involve the purchase of digital content customized to your preferences. Accessing or downloading digital content constitutes use, and such purchases are non-refundable unless otherwise stated in these Terms.

b)

Refunds will be provided only under the following circumstances:

i.

You did not receive access to your personalized weight loss coaching program (TOS 9(c)); or

ii.

You received a defective product (TOS 9(d)).

c)

If you did not receive access to your program within 14 days of your purchase:

i.

Check your email (including SPAM/Promotional folders) for your login details.

ii.

Email our customer support team at help@veya.coach raising your concern.

iii.

Our customer support team will do their best to help you but if you do not hear from us, or do not receive your login details, within 14 days after you send your notification email, you may cancel your subscription and request a full refund.

d)

If you received a defective product:

i.

Email our customer support team at help@veya.coach with a screenshot or screen recording of the faulty product.

ii.

If the Company is not able to resolve the product defect within 14 days, you may elect to cancel your subscription and request a refund.

e)

If your refund request is approved, you will receive a refund within 10 business days as of your refund request and you will lose access to Paid Services. The refund will be made by the same method you used for payment.

f)

An Important Note on Credit Card Disputes: If you dispute your purchase with your credit card provider, we will not be able to refund your payment until the dispute is fully processed by the provider. It can take months for a provider to resolve a dispute. Furthermore, we are unable to reverse charges in cases closed in the merchant's favor. We kindly request that you give us a chance to resolve any concerns directly with you before you initiate this long and difficult process.

10. FAIR REFUND POLICY

We want you to feel confident in trying the Program. If the Platform is not a good fit for you, we aim to treat all refund requests fairly and transparently. The Company may provide a full or partial refund of initial or renewal Subscription payments under the circumstances below:

a)

Medical or safety concerns
If you are unable to continue using the Program due to a medical condition, safety concern, hospitalization, or similar circumstance, please notify us at help@veya.coach with a brief explanation. The Company may approve a full or pro-rated refund depending on timing and circumstances.

b)

Dissatisfaction after good-faith use
If you make a genuine effort to use the Program but feel it is not helping you, you may request a refund within 30 days of purchase. We may ask for a short explanation of your experience so we can understand what went wrong and improve the Program. No detailed proof requirements will apply.

c)

Extenuating circumstances
If you experience unexpected life events or other issues that do not fit the categories above, please contact us. The Company will review your request in good faith and may offer a full or partial refund at its sole discretion.

d)

Processing refunds
If your refund is approved, it will be issued within 10 business days using the same payment method you used for purchase. A full refund ends access to Paid Services. In the case of a partial refund, access will continue for the remaining subscription period.

e)

Privacy
Any medical or sensitive information submitted in connection with a refund request will be handled securely.

11. REFUND PROCEDURES AND DOCUMENTATION

a)

All requests for refunds under these Terms (including any applicable cancellation or Fair Refund Policy provisions) should be submitted to help@veya.coach for review.

b)

While the Company will make reasonable efforts to review refund requests promptly, please allow up to three (3) business days for initial review.

c)

Approved refund requests will be confirmed by email sent to the email address associated with your account.

d)

Subject to the policies and practices of your financial institution, approved refunds will be credited to the original form of payment within ten (10) business days of our written approval.

e)

If your financial institution has not credited an approved refund within ten (10) business days of our written approval, please contact us at help@veya.coach for assistance.

f)

If you initiate a credit card dispute or “chargeback,” the refund timeline described above may be extended while your financial institution completes its investigation. During that investigation, the Company will not be able to approve or process a separate refund request, and if your dispute is declined by your provider, we may be unable to issue a refund.

12. DORMANT ACCOUNTS

If your account remains inactive for a period of time that we determine, in our sole discretion, indicates dormancy, we may delete your account and all associated data.

13. PROPRIETARY RESTRICTIONS AND INTELLECTUAL PROPERTY

a)

The Platform, including its general layout, look and feel, design, information, content, including, without limitation, personalized programs, all source codes, databases, functionality, software, audio, video, text, photographs, and graphics on the Platform (the “Content”) and the trademarks and logos contained therein and other materials available thereon, unless otherwise indicated, is exclusively owned by Company and protected by copyright, trademark, and other intellectual property laws.

b)

The Platform and its Content are provided "AS IS" for personal, non-commercial use only. Except as expressly permitted by law or these Terms of Service, no Content, trademarks, or logos may be copied, reproduced, aggregated, republished, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose without our prior written consent.

c)

Access to Paid Services is granted to authorized users only. Authorized users are provided with a limited, non-transferable, and non-exclusive license to access and use the Platform and its Content for personal, non-commercial purposes, subject to compliance with these Terms of Service.

d)

Users agree not to engage in any of the following prohibited activities related to the Platform or its Content:

i.

Reverse assembling, decompiling, reverse engineering, or attempting to derive the source code, underlying ideas, algorithms, structure or organization;

ii.

Removing, obscuring, or altering any copyright notice, trademark, identification, or proprietary rights notice;

iii.

Using unauthorized automation tools (e.g., bots), modifications, or software to alter the Platform’s functionality;

iv.

Gaining unauthorized access to or interfering with the Platform, its systems, or associated networks;

v.

Circumventing, removing, or deactivating technological measures or protections;

vi.

Using automated tools such as robots, spiders, or crawlers to extract or scrape data, or engaging in any similar manual process;

vii.

Introducing malicious code (e.g., viruses, worms, trojans) or technologically harmful materials into our systems;

viii.

Reproducing or using any part of the personalized programs, meal plans, or other Paid Services without our consent, except as expressly allowed for private use under applicable law;

ix.

Engaging in any activities that could damage, overburden, or impair the Platform or interfere with other users' enjoyment of the Platform;

x.

Using the Platform or its Content in any way not expressly permitted by these Terms of Service.

xi.

Users agree not to authorize or enable any third party to engage in any of the prohibited activities described above.

14. REVIEWS

a)

We reserve the right to remove reviews that meet the following criteria, based on reasonable and objective determination:

i.

Reviews that are illegal or fraudulent;

ii.

Reviews that are inappropriate, offensive, or incite violence or discrimination;

iii.

Reviews that constitute spam, nonsense, or deceptive content;

iv.

Reviews that infringe on our or a third party’s privacy, publicity rights, confidentiality, or intellectual property rights;

v.

Reviews that violate applicable local or international laws, regulations, or conventions; or

vi.

Reviews that violate these Terms of Service or other applicable policies.

In cases where we remove a review, we will notify the user of the reason for the removal and provide an opportunity to appeal the decision.

b)

To the extent users provide any reviews, suggestions, comments, or other feedback relating to the services offered through the Platform (whether existing, suggested, or contemplated) that may be subject to any Intellectual Property rights (collectively, “Feedback”), users hereby assign to Company all rights, title, and interest in and to the Feedback. Company is free to use Feedback, including any ideas, know-how, concepts, techniques, and other intellectual property contained in the Feedback, without providing attribution or compensation to users or any third party, for any purpose whatsoever. Feedback shall be deemed Company’s Confidential Information. Users acknowledge that acceptance of their submission of Feedback does not waive any rights of Company to use similar or related ideas previously known to Company, developed by its employees, or obtained from sources other than users. By submitting Feedback, you grant Company a worldwide, non-exclusive, royalty-free license to use, reproduce, and modify the Feedback to:

i.

Further develop, customize, and improve Wellinda’s services;

ii.

Provide ongoing assistance and technical support;

iii.

Contact you with notices, updates, or requests related to your Feedback;

iv.

Facilitate, sponsor, or monitor promotions;

v.

Create aggregated statistical data and insights for improving services;

vi.

Enhance Wellinda’s data security and fraud prevention measures; and

vii.

Comply with applicable laws and regulations.

c)

You represent and warrant that your Feedback is accurate, complete, and does not infringe the rights of any third party. If it is found to be false, misleading, or unlawful, Company reserves the right to take appropriate action, including removal or reporting to relevant authorities.

15. DISPUTES AMONG USERS

Users are encouraged to resolve conflicts directly with one another when such disputes arise from personal interactions independent of Company’s Platform or services.

Company does not mediate disputes between users except where the conflict involves violations of our Terms of Service, applicable laws, or misuse of the Platform. In such cases, Company may, at its discretion, investigate and take appropriate actions, such as suspending accounts or providing relevant information to authorities, in accordance with applicable laws and policies.

Company assumes no liability for damages or losses arising solely from disputes between users that do not involve our services or Platform. Users must try and settle conflicts amongst themselves. Company will not interfere with, and assumes no liability or responsibility for, conflicts or disputes between its users.

16. DISCLAIMER AND DISCLOSURES

a)

PLATFORM AVAILABILITY AND WARRANTIES – Your use of the Platform, its content, and any services or items obtained through the Platform is at your own risk. The Platform is provided on an “AS IS” and “AS AVAILABLE” basis, without warranties of any kind, express or implied. The Company makes no representations regarding the completeness, security, reliability, quality, accuracy, or availability of the Platform or its content.

b)

GENERAL HEALTH, MENTAL HEALTH & SAFETY NOTICE – The programs, lessons, and tools offered through the Platform are intended solely for informational, educational, and self-coaching purposes. They are not a substitute for therapy, counseling, psychiatric care, medical advice, diagnosis, or treatment. Always consult a qualified healthcare or mental-health professional before making decisions related to your mental health, physical health, medication, or treatment plan. Do not use the Platform if you believe you may be experiencing a mental-health crisis or medical emergency. In such situations, immediately contact your local emergency services or a crisis hotline in your country. The Company does not provide medical or mental-health advice and does not endorse or recommend any specific clinicians, treatments, or opinions referenced within the Platform. Any reliance on content provided is solely at your own risk. You are responsible for monitoring your wellbeing and discontinuing any activity that causes distress, discomfort, or adverse symptoms. Participation in the Program is voluntary and at your own risk.

c)

LIMITATIONS OF INTERACTIVE FEATURES – The Platform may include interactive features that allow users to communicate with the Company or with one another. Due to the limited and asynchronous nature of such interactions, any guidance received may be incomplete and should not be relied upon as professional, medical, or therapeutic advice. Users should seek appropriate professional support where needed.

d)

SAFE USE OF THE PLATFORM – You agree not to use the Platform in any way that distracts you from driving or from any activity requiring full attention. Using the Platform while driving, operating machinery, or engaging in hazardous activities is strictly prohibited. You are solely responsible for complying with all applicable safety and traffic laws. The Company disclaims liability for any accidents or injuries arising from unsafe use.

e)

REFERENCES TO STUDIES, JOURNALS, OR THIRD-PARTY SOURCES – From time to time, the Platform or its marketing materials may reference studies or findings from governmental bodies, academic institutions, medical journals, or similar sources. These references are provided for context only and do not imply endorsement, affiliation, sponsorship, or approval of the Company or the Program by any referenced entity. Such references do not constitute medical or psychological advice. Users should consult licensed professionals for advice tailored to their individual circumstances.

f)

EXCEPTIONS TO WARRANTY DISCLAIMERS – Nothing in this Agreement excludes or limits any warranty, condition, or guarantee that cannot be lawfully excluded or limited under applicable law. To the extent such laws apply to you, the disclaimers and limitations in this Agreement shall be interpreted and enforced in accordance with those legal requirements.

g)

USE OF AI-GENERATED AND USER-PROVIDED IMAGES – To protect the privacy and confidentiality of our community members, the Company may use AI-generated or digitally created images in its marketing materials, funnels, advertisements, testimonials, social content, or educational resources. Unless a user has provided explicit written consent for the use of their real image or likeness, all such visuals are created solely for illustrative purposes and are not based on photographs, likenesses, or personal data of any identifiable individual.

17. LIMITATION OF LIABILITY

NO OTHER ENTITY OTHER THAN IGNITEA LTD SHALL IN ANY CASE BEAR ANY RESPONSIBILITY WITH RESPECT TO THE PLATFORM AND/OR SERVICES PROVIDED. ALL CLAIMS, REQUESTS AND OTHER COMMUNICATION RELATED TO THE PLATFORM MUST BE SUBMITTED DIRECTLY TO IGNITEA LTD. THE FOREGOING LIMITATION OF LIABILITY DOES NOT APPLY TO THE EXTENT PROHIBITED BY LAW. PLEASE REFER TO APPLICABLE LAWS FOR ANY PROHIBITIONS.

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT WE AND OUR AFFILIATES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR ANY OTHER DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF, OR RESULTING FROM:

(A)

THE USE OR THE INABILITY TO USE THE PLATFORM;

(B)

THE USE OF ANY CONTENT OR OTHER MATERIAL ON THE PLATFORM OR ANY WEBSITES OR OTHER RESOURCES LINKED TO THE PLATFORM;

(C)

THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE PLATFORM;

(D)

UNAUTHORIZED ACCESS TO, OR ALTERATION OF, YOUR TRANSMISSIONS OR DATA;

(E)

STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR PLATFORM OR

(F)

ANY OTHER MATTER RELATING TO OUR PLATFORM.

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING OUR PLATFORM. IF YOU ARE DISSATISFIED WITH ANY PORTION OF OUR PLATFORM, OR WITH ANY OF THESE TERMS & CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS THE DISCONTINUATION OF YOUR USE OF THIS PLATFORM. IF ANY PORTION OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID, OUR LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

Nothing in these terms of service shall be deemed to limit or exclude any liability which cannot be so excluded or limited under applicable law.

18. INDEMNITY

You agree to indemnify and hold harmless Company, including its directors, officers, employees, representatives, and agents, from any claims, actions, damages, liabilities, costs, losses, and expenses (including reasonable attorneys' fees) arising from:

a)

Any user content you post or submit that infringes upon the intellectual property or privacy rights of third parties or violates applicable laws;

b)

Any violation of applicable laws, including but not limited to data protection laws, consumer rights, or intellectual property rights, resulting from your actions on the Platform.

19. CONSUMER PROTECTION LAWS

Where consumer protection legislation in your jurisdiction applies and cannot lawfully be excluded, nothing in these Terms of Service is intended to, or will, limit your rights or remedies under that legislation. These Terms of Service will be interpreted and, where necessary, deemed modified only to the minimum extent required to comply with any such mandatory provisions, and will otherwise remain in full force and effect.

20. LINKS TO OTHER WEBSITES

Our Platform may contain links to third-party websites or services that we do not own or control. We are not responsible for the content, policies, or practices of any third-party websites or services linked to on our Platform. By using such third-party websites, you acknowledge and agree that it is your responsibility to review and comply with the terms of service and privacy policies of those websites. Please be aware that third-party sites may have their own data collection and privacy practices, and we are not responsible for their handling of personal data. We encourage you to review any third-party site’s privacy policy before providing any personal information.

21. APPLE APP STORE

a)

By downloading the Application from a device made by Apple, Inc. (“Apple”) or from Apple’s App Store, you specifically acknowledge and agree that:

i.

Apple is not a party to these Terms of Service. Apple is not responsible for the Application or the content thereof and has no obligation whatsoever to furnish any maintenance or support services with respect to the Application.

ii.

The license granted to you hereunder is limited to a personal, limited, non-exclusive, non-transferable right to install the Platform on the Apple device(s) authorized by Apple that you own or control for personal, non-commercial use, subject to the Usage Rules set forth in Apple’s App Store Terms of Services.

iii.

In the event of any failure of the Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Application, if any, to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Application.

iv.

Apple is not responsible for addressing any claims by you or a third party relating to the Application or your possession or use of the Application, including without limitation (a) product liability claims; (b) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation.

v.

In the event of any third-party claim that the Application or your possession and use of the Application infringes such third party’s intellectual property rights, Apple is not responsible for the investigation, defense, settlement or discharge of such intellectual property infringement claim.

vi.

You represent and warrant that (a) 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 (b) you are not listed on any U.S. Government list of prohibited or restricted parties.

vii.

Apple and its subsidiaries are third party beneficiaries of these Terms of Service and upon your acceptance of the Terms of Service, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you as a third-party beneficiary hereof.

22. GOOGLE PLAY

By downloading the Platform from Google Play (or its successors) operated by Google, Inc. or one of its affiliates (“Google”), you specifically acknowledge and agree that to the extent of any conflict between (a) the Google Play Terms of Services and the Google Play Business and Program Policies or such other terms which Google designates as default end user license terms for Google Play (all of which together are referred to as the “Google Play Terms”), and (b) these Terms of Service, the Google Play Terms shall apply with respect to your use of the Application that you download from Google Play, and you hereby acknowledge that Google does not have any responsibility or liability related to compliance or non-compliance by us or you (or any other user) under these Terms of Service or the Google Play Terms.

23. THIRD-PARTY PLATFORM NOTICE

The Platform may be accessed or delivered through technology, applications, or hosting services provided by third parties, including LearnWorlds and its affiliates. While the Company controls the content and services offered through the Program, the underlying application or site infrastructure may be operated by LearnWorlds. By using the Platform, you acknowledge that your access to and use of the app or site may also be subject to LearnWorlds’ applicable terms, policies, and technical requirements. The Company is not responsible for the availability, functionality, security, or performance of any third-party platform or service provider. However, nothing in this clause limits the Company’s responsibilities for the content and services it provides directly through the Program.

24. INTERPRETATION

Headings are inserted for the convenience of the parties only and are not to be considered when interpreting the Terms of Service. Words imparting the singular number shall include the plural and vice versa.

25. FORCE MAJEURE

Neither Company nor the users are liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that party; unless, the parties are aware of the existence of such a cause or it is reasonably foreseeable that such a cause might occur in the future in such an extent that it might affect the performance the parties’ obligations. Such causes include, but are not limited to, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, pandemics, or governmental action. In the event of force majeure, the affected party will notify the other party as soon as possible. If the delay continues for more than 90 days, either party may terminate the services without liability. This does not affect any rights the consumer may have under applicable consumer protection laws.

26. WAIVER

Our failure to exercise or enforce any of our rights under these Terms of Service shall not be deemed a waiver of such rights or affect our ability to exercise them in the future. No waiver of any provision of these Terms shall be effective unless it is in writing and signed by us.

27. SEVERABILITY

If any provision of these Terms of Service is found to be inconsistent with or invalid under applicable law, such provision shall be deemed void, and the remaining provisions shall remain in full force and effect. Invalidity of any provision shall not affect the enforceability of the remaining provisions.

28. COMMUNICATIONS

You agree that we can communicate with you electronically, via SMS, push notifications, email or phone calls. All electronic communications shall have the same legal force as if they were in paper form. By using the Platform or providing your email address, you expressly consent to receive electronic communications, including, without limitation, communications sent via automatic dialing, email or texting services, from the Company, its affiliates and partner companies. This may include, but is not limited to, communications regarding your proposed program, as well as information about additional programs or offerings from affiliated or partner companies. For those who have provided their email without purchasing subscription services, the consent will remain effective for five years. For subscribers who cancel their subscription, the consent will continue for five years from the date of cancellation. For active subscribers, the consent shall remain in full force and effect indefinitely unless revoked in writing by sending a request to Legal@veya.coach

29. ASSIGNMENT

We reserve the right to assign or subcontract our rights or obligations under these Terms of Service, provided that such an assignment does not affect your statutory rights. You will be notified of any such assignment if required by law.

30. APPLICABLE LAW

a)

Users residing within the United States and its Territories: This Agreement shall be governed by and interpreted in accordance with the laws of the State of Wyoming. Notwithstanding the foregoing, the parties hereby expressly agree that, to the fullest extent permitted by applicable law, any claim(s) between the parties, or any principal, executive, affiliate or agent of the parties, whether based in contract, tort, statute, or any other basis for legal liability, shall be deemed time-barred if not brought within one (1) year of the accrual of the applicable cause of action.

b)

Users residing outside of the United States and its Territories: This Agreement shall be governed by and construed in accordance with the laws of the Republic of Latvia. Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall be subject to the exclusive jurisdiction of the courts of the Republic of Latvia.

31. RESIDENTS OF BRAZIL – ACKNOWLEDGMENT OF CUSTOMIZED GOODS AND SERVICES

Residents of Brazil hereby acknowledge and agree that the products and services provided by Company are personalized and customized to meet individual needs. As a result, the client explicitly recognizes that the Right of Regret legislation, as stipulated in Article 49 of the Brazilian Consumer Protection Code, will not be applicable to their subscription or other customized purchases.

32. RESIDENTS OF THE EU, EEA AND UK

Our services are not offered to individuals or entities located in, resident in, or ordinarily residing in the European Union (EU), the European Economic Area (EEA), or the United Kingdom (UK). By purchasing or using our services, you represent and warrant that you are not a resident of the EU, EEA, or UK, and that you do not access our services from any of these jurisdictions.

33. CLASS ACTION WAIVER

USER, COMPANY AND AFFILIATES HEREBY WAIVE, WITH RESPECT TO ANY DISPUTE: (I) THE RIGHT TO PARTICIPATE IN A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE ACTION IN COURT OR IN ARBITRATION, EITHER AS A CLASS REPRESENTATIVE OR CLASS MEMBER; AND (II) THE RIGHT TO JOIN OR CONSOLIDATE CLAIMS WITH CLAIMS OF ANY OTHER PERSON.

The foregoing waiver is referred to herein as the “class action waiver”. The Company, its affiliates and User further agree that no arbitrator shall have authority to conduct any arbitration in violation of the class action waiver or to issue any relief that applies to any person or entity other than the User and/or the Company and its Affiliates. The parties acknowledge that this class action waiver is material and essential to the arbitration of any claims and is non-severable from the Dispute Resolution section below. If the class action waiver is voided, found unenforceable, or limited with respect to any claim for which the User seeks class-wide relief, then the below Dispute Resolution section shall be null and void with respect to such claim, subject to the right to appeal the limitation or invalidation of the class action waiver. However, the Dispute Resolution section shall remain valid with respect to all other claims and Disputes. The parties acknowledge and agree that under no circumstances will a class action be arbitrated.

34. DISPUTE RESOLUTION – USERS RESIDING WITHIN THE UNITED STATES AND ITS TERRITORIES:

The parties shall exercise their best efforts to resolve by negotiation all disputes, controversies, or differences between them. In the absence of an explicit written agreement to the contrary, all disputes between the parties, or any principal, executive, affiliate or agent of the parties, whether based in contract, tort, statute, or any other basis for legal liability, shall be governed by the laws of the State of Wyoming and resolved as follows:

a)

In the event that the parties are not able to resolve by negotiation their disputes, controversies or differences, the aggrieved party shall provide written notice to the other party (“Receiving party”) of its intent to initiate arbitration as provided for herein. Said notice, hereinafter referred to as a “Notice of Intent to Commence Arbitration” shall include a) a brief description of the aggrieved party’s claim or dispute and, if applicable b) a specified claim for monetary damages.

b)

Absent an express, written direction to the contrary by the receiving party, said notice(s) to the Company shall be forwarded to Legal@veya.coach and said notice(s) to the User shall be forwarded to the email address provided by the User to the Company.

c)

The Receiving Party shall, within fifteen (15) days of their receipt of a Notice of Intent to Commence Arbitration, respond to the aggrieved party. Said response shall include either a) an acceptance of the aggrieved party’s demand OR a counterproposal for resolution of the dispute.

d)

In the event that the Receiving Party does not agree to the Aggrieved Party’s demand, or fails to respond to the Aggrieved Party’s Notice of Intent to Commence Arbitration within fifteen (15) days of their receipt of same, the aggrieved party may submit their claim for adjudication by the American Arbitration Association (“AAA”) as follows:

i.

If and to the extent applicable, the claim shall be subject to the Consumer Rules and Procedures of the AAA (adr.org/consumer).

ii.

Pursuant to the AAA Consumer Rules (R-9), if a party’s claim is within the jurisdiction of a small claims court, either party may choose to take the claim to that court instead of arbitration.

iii.

Absent a finding of potential prejudice by the arbitral tribunal, the matter shall be adjudicated by way of a desk decision and/or remote appearances. If in-person hearings are required, the local determination will be made after considering the positions of the parties, the circumstances of the parties and the dispute, and the Consumer Due Process Protocol.

iv.

The arbitral award shall be final and binding upon both parties.

v.

All aspects of the arbitration shall be confidential, and the parties and the arbitrator shall not disclose to others, or permit disclosure of, any information related to the proceedings, including but not limited to discovery, testimony and other evidence, briefs and the award.

vi.

Absent a finding that a party's breach of this Agreement was willful or a result of gross negligence, the arbitrator shall not award attorney’s fees, indirect, special, consequential, incidental or exemplary damages.

vii.

Notwithstanding the foregoing, the Arbitrator shall award attorney’s fees and costs against a party found to have brought any claim (or counterclaim) that is found to be frivolous or wholly without merit.

viii.

Also notwithstanding the forgoing, the arbitrator shall award attorney’s fees, filing fees, costs and actual damages a) incurred by a party required to answer or litigate a claim within an alternate court or tribunal where it is ultimately determined that such claim(s) come within this scope of this arbitration provision OR b) where the filing party failed to comply with their obligation to provide a timely Notice of Intent to Commence Arbitration as outlined herein.

35. DISPUTE RESOLUTION – USERS RESIDING OUTSIDE THE UNITED STATES AND ITS TERRITORIES:

The parties shall exercise their best efforts to resolve by negotiation all disputes, controversies, or differences between them. In the absence of an explicit written agreement to the contrary, all disputes between the parties, or any principal, executive, affiliate or agent of the parties, whether based in contract, tort, statute, or any other basis for legal liability, shall be resolved as follows:

a)

In the event that the parties are not able to resolve by negotiation their disputes, controversies or differences, the aggrieved party shall provide written notice to the other party (“Receiving party”) of its intent to initiate litigation as provided for herein. Said notice, hereinafter referred to as a “Notice of Intent to Commence Litigation” shall include a) a brief description of the aggrieved party’s claim or dispute and, if applicable b) a specified claim for monetary damages.

b)

Absent an express, written direction to the contrary by the receiving party, said notice(s) to the Company shall be forwarded to Legal@veya.coach and said notice(s) to the User shall be forwarded to the email address provided by the User to the Company.

c)

The Receiving Party shall, within fifteen (15) days of their receipt of a Notice of Intent to Commence Arbitration, respond to the aggrieved party. Said response shall include either a) an acceptance of the aggrieved party’s demand OR a counterproposal for resolution of the dispute.

d)

In the event that the Receiving Party does not agree to the Aggrieved Party’s demand or fails to respond to the Aggrieved Party’s Notice of Intent to Commence Litigation within fifteen (15) days of their receipt of same, the aggrieved party may submit their claim for adjudication by the courts of the Republic of Latvia.

e)

Absent a finding of potential prejudice by the tribunal, and to the extent allowed under Latvian Law the matter shall be adjudicated by way of a desk decision and/or remote appearances.

f)

Absent a finding that a party's breach of this Agreement was willful or a result of gross negligence, the tribunal shall not award attorney’s fees, indirect, special,consequential, incidental or exemplary damages. Notwithstanding the foregoing, the tribunal shall award attorney’s fees and costs against a party found to have brought any claim (or counterclaim) that is found to be frivolous or wholly without merit. Also notwithstanding the forgoing, the tribunal shall award attorney’s fees, filing fees, costs and actual damages a) incurred by a party required to answer or litigate a claim within an alternate court or tribunal where it is ultimately determined that such claim(s) come within this scope of this provision OR b) where the filing party failed to comply with their obligation to provide a timely Notice of Intent to Commence Litigation as outlined herein.

36. CONTACT US

Please address your questions and feedback to: help@veya.coach.