Care Portal Terms and Conditions

Last updated: 17.06.2024

We are updating the CP Terms and Conditions. The changes will come into force:

● on the day the user starts using the CP if it is 17.06.2024 or later

● 01.07.2024 if the user started using the CP before the update date

INTRODUCTION

We are Vitala (“ we,” “ our,” “ us,” “ the Company,” or “ Vitala”) and we provide the Care Portal (“ CP”) for your use (“ you” or “ User”) in accordance with the Terms and Conditions and Privacy Policy. Please note that Vitala does not provide medical services. In specific cases, you as a Healthcare Provider (“ HP” or “ Healthcare Provider”) provide medical services to your patients. Vitala only provides services related to the maintenance and technical operation of the CP (“ Services”), so please read the following Terms and Conditions (“ TC”) carefully.

The term “ Vitala” refers to Vitala Europe or Vitala US, depending on your location. In the United States of America, the entity authorized to manage Services in the CP is Vitala US. In Europe and the rest of the world (except the USA), the entity authorized to manage Services in the CP is Vitala Europe. Full company identification data can be found in the “ Vitala Group” section.

Using the CP constitutes acceptance of the terms of the TC. If you do not agree to the terms, please stop using the CP.

1. Vitala Group

The Vitala Group (hereinafter referred to as "the Vitala Group") consists of the following companies: (a) Aasa Health AB, org. no. 559116-7936, with address Ola Hanssonsgatan 4, apt 1004, 112 52 Stockholm, Sweden (hereinafter referred to as “Vitala Europe”); (b) Vitala Health Inc. located at 16192 Coastal Highway, Lewes, Delaware 19958, EIN 38-4243867,

info@vitala.health (hereinafter referred to as “Vitala US”).

The Vitala Group is represented by Vitala Europe in case representation of the Vitala Group is necessary. Vitala Europe is the representative of Vitala US in Europe.

For obligations and representation before the client or user, the company from the Vitala Group that incurred the obligations or on which obligations rest is responsible.

The Vitala Group is part of a group of companies that have a legitimate interest in transmitting personal data within their own group of companies for internal administrative purposes, including the processing of personal data of clients and employees (data is transferred within the Vitala Group to a company domiciled in a third country within the meaning of the GDPR - Vitala US).

2. Technical Requirements

2.1. Technical requirements for using App by the User: (I) Internet connection with a speed of at least 1 Mbit/s; (ii) Internet browser that allows you to call up and view hypertext files (HTML) on a computer screen (or other electronic device) - we recommend using the latest, updated Internet browsers.

2.2. To obtain technical support, please contact our Vitala team. We will respond as soon as possible. We do not work on public holidays and non-working days. Remember that we never ask you for your password and we do not send links in messages, especially we do not ask you to make payments.

3. Overview of the Service

Vitala is CE-marked as a medical device (MDR Class 1), and the service consists of a web interface for healthcare providers and a mobile application for the patient. In the web interface, healthcare providers can prescribe and monitor diagnosis-specific medical exercise. In the app, the patient follows their prescription with daily exercise programs tailored to their medical diagnoses, functional abilities, musculoskeletal pains, and daily form. The patient can choose the duration and intensity of each exercise session themselves.

4. Overview of the Program

As part of the provision of the Services, Vitala offers access to an exercise program (videos, photos, etc.) that HP can use for its patients ("Program"). The Program, developed by Vitala, is based on evidence-based research on physical activity for various diagnoses, as well as extensive experience in exercise for medical conditions. The Program also incorporates knowledge of movement patterns and movement analysis. The exercise program is tailored to the patient's conditions as specified by the healthcare provider in the web interface.

These conditions include the patient's medical diagnoses, musculoskeletal pain, and functional abilities. The Program is fully automated, which means that the healthcare provider does not need to create any exercise routines themselves. The exercises are generated automatically based on the information entered by the healthcare provider in the web interface. All exercises are safe for you and include verbal, written, and video instructions.

5. Registration

Only if HP has concluded into an agreement with Vitala for the provision of CP Services, it is possible to add Users and send invitations. If you receive an invitation, you can complete the registration process by accepting the TC and the Privacy Policy. If the User does not accept the TC and the Privacy Policy, the registration will not be completed.

6. Account

6.1. Access to the Services is paid and is conditional on HP paying for the Services. This means that the User does not directly incur any costs or fees in connection with the use of CP. The User Account is the property of the given HP to which it is assigned. This means that in the event of termination of the Agreement between Vitala and HP, your Account will be deleted. What is more, HP has the right to delete, suspend or edit your Account at any time - e.g. if you go on vacation, you may not have access to CP. We are not obliged to inform you in such situations.

6.2. Suspension of the User Account may be made by Vitala if the User grossly violates the provisions of the TC (e.g. more than once) or the law. Suspension of the Account means that you cannot log in for a specified period of time. In such a case, Vitala informs both HP and the User.

6.3. Users can manage their Account and use the functionalities visible after logging in. Account deletion is available after logging in, but may be restricted (e.g. for security reasons by HP) and you should contact us in such case.

7. Changes, Updates, Limited Access to the Service, etc.

7.1. Vitala does not guarantee continuous, uninterrupted, or secure access to the Service. The Service may be disrupted or affected by factors beyond Vitala's control. Vitala does not provide any warranties regarding the functionality or availability of the Service.

7.2. Vitala has the right to implement updates and new versions of the Service at any time as it deems appropriate. Vitala also has the right to make changes, of any kind, to the Service or the way the Service is provided. The changes must not prejudice consumer rights.

7.3. Vitala has the right to take actions that may affect access to the Service if necessary, considering technical, maintenance, or security reasons, among others.

7.4. Vitala has the right to deactivate User from the Service at any time if, in Vitala's own judgement, User is suspected of violating the rules applicable to the use of the Service or these TC, if there is reason to believe that an unauthorised person has gained access to the User account, if it is being misused, or if it causes harm to Vitala, Users, or any other person.

7.5. In addition to the above, Vitala has the right to terminate, conclude, or remove the whole or parts of the Service, including but not limited to specific features or content in the Service, as well as any material made available in the Service by User, at any time. Vitala shall not be liable for any damages, direct or indirect, arising from changes, modifications, terminations, limitations of the Service, or the removal of content or material in the Service in any respect.

8. Intellectual Property Rights

8.1. Except as expressly provided in the TC, TC does not grant you any intellectual property rights or any other rights, including licenses, in relation to the Vitala software. We expressly reserve all rights, titles and interests in and to any intellectual property rights not expressly granted to you herein.

8.2. If you decide to add/modify or remove content, you are responsible for doing so. We assume no liability for your content.

8.3. You grant Vitala a license to use your content when using the Services. This license is worldwide, non-exclusive (meaning you can still license your content to others if you have the right to do so), royalty-free (meaning there are no fees for this license), transferable and granted for the duration of the Agreement and for up to 24 months after termination of your HP Services Agreement. Your content may be protected by certain intellectual property rights. We do not own them. However, remember that by using our Services, you grant us a license - which is a form of permission - to do the following: (i) for the purposes of presentation in CP in connection with your Account or other Accounts assigned to HP; (ii) recording in the IT infrastructure and use or modification by Users who have access within HP; (iii) public performance, public display (in particular on the Internet), copying (also for emergency purposes), including creating backup copies.

8.4. The User shall not: (i) alter or remove any of Vitala’s or its suppliers’ copyright, patent, or other proprietary rights notices or legends appearing on or in the CP; (ii) modify, adapt, alter, translate, or create derivative works of the CP; or (iii) reverse- engineer the CP or reverse- compile, decompile, or attempt to derive the source code of any object code contained in any of the part of CP. The TC does not transfer or grant any license to User to use the CP.

9. Data Protection and Privacy

Please see the App Privacy Policy: https://www.vitala.health/legal

10. Guarantees

10.1. TO THE FULLEST EXTENT PERMITTED BY LAW, VITALA, ITS AFFILIATES AND PARTNERS MAKE NO WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SERVICES. THE SERVICES ARE PROVIDED “AS IS.” WE ALSO DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING. THE LAWS OF SOME JURISDICTIONS OR COUNTRIES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. TO THE EXTENT SUCH WARRANTIES CANNOT BE EXCLUDED UNDER THE LAW OF YOUR JURISDICTION, WE LIMIT THE DURATION AND REMEDIES OF SUCH WARRANTIES TO THE FULLEST EXTENT PERMITTED BY SUCH LAW.

10.2. The foregoing limitations do not apply to consumer rights. However, we reserve that the Services are not directed at or provided to consumers.

11. Payment

11.1. User does not pay any membership fees for the use of the Service. Instead, the HP is responsible for the costs agreed upon in the contract between the HP and Vitala.

11.2. If the contract between Vitala and the HP is terminated, User will lose access to the Service.

12. User Rights and Obligations

12.1. The User has the right to manage the Services via the Account.

12.2. You use the Services at your own risk and bear full responsibility to the extent permitted by law, especially if you use the Services in a manner inconsistent with the law or good customs. The Service may not be available in some jurisdictions or local law may impose restrictions on the use of the Services, including the way you provide or direct communications, so it is your responsibility to check for legal compliance and proper use.

12.3. The User undertakes to: (i) check in advance whether the technical requirements necessary to use the CP, including the Services, are met; (ii) update data, including personal data; (iii) not use the CP to extort information from other Internet users, through malicious software or fraudulently obtaining access data or other information; (iv) not taking anyactions that are inconsistent with generally applicable legal provisions (in particular, it is prohibited to disseminate content containing child pornography, violence and hate speech,

violating copyrights and/or other intellectual property rights of third parties, as well as violating the principles of social coexistence, presenting extremely drastic scenes or which may be considered vulgar or offensive); (v) not using the Services to sell goods and/or services that are contrary to the provisions of the law; (vi) not posting misleading information regarding the authenticity and origin of goods and/or services; (vii) not using the CP and Services in a manner that is contrary to applicable legal provisions or good customs, as well as violating the personal rights of third parties and/or the legitimate interests of Vitala; (viii) not interfering with the source code of the CP; (ix) not posting hyperlinks via the CP to infected websites or websites whose content is contrary to the law; (x) not taking any action that may hinder and/or disrupt the operation of the CP and Services, in particular through deliberate placement of malicious code or infected files; (xi) using the Services within the limits of applicable legal provisions and in accordance with their intended purpose; (xii) not gaining access to third-party Accounts (e.g. by cracking the passwords of other Users); (xiii) not generating excessive or disproportionate traffic on connections or other elements of the infrastructure on which the provision of the Service is based; (xiv) keeping your CP password secret and not making it available to third parties in any way; (xv) not making your Account or Account access data available to third parties.

12.4. Within the Service, it is prohibited to use any software/scripts not authorized by Vitala, in particular those that disrupt and/or in any way automate the use of the Services, such as viruses, bots, other malware, etc.

12.5. You undertake to use correct personal data and content that complies with the law.

12.6. The User may not transfer his/her Account to another person.

13. Vitala’s Rights and Obligations

13.1. We do not moderate the content of User Accounts.

13.2. We may ask you about your opinions and level of satisfaction with the Services and customer service. We assess the quality of the service provided based on the legitimate interest of the data controller and only verify whether the Services provided by us meet your expectations or can be improved.

13.3. Vitala: (i) has the right to examine the use of the CP, including the Services, and to create statistical analysis reports and use them in commercial activities (only anonymous data without any personal data); (ii) may change the properties and functionalities of the Services and/or the software used at its own discretion, provided that this does not adversely affect the level of quality of the Services provided to the User; (iii) reserves the right to temporarily unavailable the entire CP and/or the Service or part thereof for technicalreasons, in particular during maintenance work or when making changes to the CP or Services. Vitala will make every effort to limit, as far as possible, the inconvenience of such unavailability of the CP and/or Services for the User; (iv) undertakes to make every effort to ensure that the Services are provided properly, on a permanent and continuous basis; (v) has designated a contact point for communication with the authorities of the Member States, the European Commission, the European Digital Services Council and recipients of services in accordance with Articles 11 and 12 of Regulation (EU) 2022/2065 of the European Parliament and of the Council of 19 October 2022 on the single market for digital services and amending Directive 2000/31/EC ("DSA").

Such communication should be conducted in

English via e-mail: info@vitala.health

14. Liability

14.1. We shall not be liable for: (i) any decisions, actions, omissions and content of the User, including the manner of using the Services by the User; (ii) actions taken or not taken by the User; (iii) data entered by the User; (iv) lack of access to the Service due to lack of operation or limitations in the operation of the Internet or other network services on the User's side; (v) limitations affecting and/or improper operation of software or hardware owned by the User, which they have selected for the purpose of accessing and using the Services; (vi) losses incurred and lost benefits by Users as a result of the User disclosing the password to the Account; (vii) losses incurred and lost benefits by Users as a result of actions or omissions of these Users, in particular in connection with their use of the Services in a manner inconsistent with applicable law and/or the TC; (viii) losses incurred and lost benefits by Users as a result of actions and/or omissions of third parties, losses incurred and lost benefits by Users that were not caused by the deliberate intention of Vitala. We have no influence on whether any third parties will take or not take action in connection with the Services provided. We have no influence on the way in which the User manages their Account.

14.2. Vitala only stores the User's data and enables its online transmission, but does not modify the data entered by Users.

14.3. Vitala complies with the obligations imposed on it by the DSA (European regulations). According to Article 16 of the DSA, anyone can report to Us that information considered illegal is present via the Services. Such communication must be conducted in English via e- mail: info@vitala.health

14.4. Vitala is liable for its actions and omissions to HP in accordance with the terms specified in a separate agreement for the provision of Services. In the event of disputes with the User, liability is limited to EUR 100.

14.5. We are not liable for lost profits and are not liable for the actions and omissions of third parties, with the exception of our employees and subcontractors. In the event that you are not permitted to use the Services in a particular jurisdiction or jurisdictions, we are not responsible. You are responsible for checking compliance with the law.

15. Telemedicine

15.1. Self-care does not constitute healthcare. This means that healthcare legislation, such as the Health and Medical Services Act (2017:30), the Patient Act (2014:821), and the Patient Safety Act (2010:659), are not applicable to the extent that the use of the Service involves self-care. All self-care is performed at the User's own risk.

FINAL PROVISIONS

16. Force majeure

Vitala is always exempt from liability for breaches of the agreement caused by events beyond the control of the party, such as lightning strikes, fire, power outages, strikes, war, mobilization or military call-up on a larger scale, requisition, seizure, government regulations, government actions, new or amended legislation, labor market conflicts, and equivalent circumstances.

17. Communication and Contact Information

Please contact us by electronic mail: support@vitala.health . This is the fastest way to contact us. If you want you can write to use a paper list and send it to our address. Please go to the “Vitala Group” section.

Telephone: 070 – 454 78 85

18. Notifications

Vitala has the right to send messages/push notifications to Users through the Service. Such messages shall be deemed received by User when Vitala makes the message available to User in the Service.

19. Governing Law

19.1. This TC is governed by and construed in accordance with the laws of Sweden. Any disputes or claims may be brought by the consumer and brought before the court having jurisdiction over the consumer's place of residence. A dispute may also be filed due to Vitala's registered office. Any dispute, controversy or claim arising out of or in connection with the TC, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the “SCC”).The Rules for Expedited Arbitrations shall apply, unless the SCC in its discretion determines, taking into account the complexity of the case, the amount in dispute and other circumstances, that the Arbitration Rules shall apply. In the latter case, the SCC shall also decide whether the Arbitral Tribunal shall be composed of one or three arbitrators. The seat of arbitration shall be Stockholm, Sweden. The language to be used in the arbitral proceedings shall be English.

19.2. We are open to all the needs of users and our customers. Therefore, please contact us first before you decide to take legal action. We believe that we will be able to find an amicable solution to the situation.

20. Miscellaneous

20.1. We make the content of the TC available at the following URL:

https://www.vitala.health/legal

20.2. The TC may also be made available in a different manner, upon individual request of a given person, if such a person encounters problems in displaying or reading the Privacy Policy. To this end, they are requested to get in touch with us: info@vitala.health

20.3. We may modify this TC from time to time. We will notify you of significant changes by e- mail. The changes will take effect within 30 days. If you do not agree with the proposed changes, you should stop using the CP before the change becomes effective. If you continue to use the CP after the effective date, you will be bound by the updated TC terms.

20.4. We would like to point out that the TC is available in English and other languages. For other languages, we use machine translation from English. Machine translation may not be perfect, so in cases of dispute over interpretation, English (the source language of translation) shall prevail. Please remember that we always prioritise the welfare of our users, and no provisions will be interpreted to the detriment of the consumer within the meaning of

the law.

20.5. You can submit a complaint by e-mail to support@vitala.health. The complaint should include a detailed description of the irregularity (taking into account the time and place of occurrence), and, if possible, an indication of the method of handling the complaint. The complaint will be handled as soon as possible, but no later than within 14 days. The day of filing the complaint is considered to be the day the complaint is received by Vitala.