Terms of Use

1. The Service

Aerivity is a white-label software platform designed for longevity, VO₂, metabolic, lactate, heart-rate-recovery, and performance-testing clinics and practitioners. It provides workflows for client and clinic management, appointment scheduling, branded reporting, invoicing, billing, CRM, and finance management.

The service is provided by Xharvoc Ltd., the contracting legal entity for all Aerivity subscriptions and agreements.

2. Definitions

3. Eligibility and Business Use

Aerivity is intended for use by clinics, businesses, and professionals in a business-to-business (B2B) capacity. By using the service, you confirm that you:

• are at least 18 years old;
• have the legal authority to enter into these Terms on behalf of your organisation where applicable;
• will use Aerivity for legitimate professional purposes only; and
• have provided accurate, current, and complete registration information.

4. Accounts and Security

You are responsible for:

• maintaining the confidentiality and security of your account credentials;
• all activity carried out under your account or by Users you have invited into your organisation;
• keeping multi-factor authentication and account recovery methods up to date.

You must notify us immediately at [email protected] if you suspect or become aware of any unauthorised access to or use of your account. We may suspend or restrict accounts where we reasonably believe security has been compromised, without liability to you.

5. Acceptable Use

You agree not to use Aerivity to:

• upload, store, transmit, or distribute unlawful, harmful, defamatory, infringing, or fraudulent content;
• reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the platform or circumvent its security or access controls;
• interfere with or disrupt the operation or integrity of the service, its servers, or connected networks;
• send spam, malware, phishing communications, or unsolicited bulk messages through or in connection with the platform;
• misrepresent your identity, your organisation, or your relationship with any client or patient;
• process personal data through the platform in a manner that violates applicable data protection law, including the UK GDPR and the Data Protection Act 2018;
• resell, sublicense, or otherwise make the service available to third parties except under an authorised partner or white-label arrangement agreed in writing with Xharvoc Ltd.

6. Customer Content and Clinical Data

You retain ownership of all Customer Content. You grant Xharvoc Ltd. a limited, non-exclusive, royalty-free licence to host, store, process, and display Customer Content solely to the extent necessary to operate and provide the service to you.

You are responsible for:

• the accuracy, completeness, and legality of all data you upload or import, including testing results, client records, and financial information;
• ensuring you hold the appropriate rights, consents, and lawful basis to upload and process personal data relating to your clients, patients, and staff through the platform;
• compliance with all applicable laws governing the collection, use, and retention of that data.

Aerivity assists with analysis, reporting, and workflow automation but is not a substitute for independent professional, clinical, or medical judgement. All clinical decisions and professional responsibilities remain with qualified practitioners.

Data Processing Agreement

Where Customer Content includes personal data processed by Xharvoc Ltd. on your behalf, a Data Processing Agreement ("DPA") governs that processing in accordance with the UK GDPR Article 28. The DPA is incorporated into these Terms by reference and is available upon request at [email protected]. By accepting these Terms, you also accept the terms of the applicable DPA.

7. Subscriptions, Trials, and Billing

Aerivity is offered on a subscription basis. Plan features, usage limits, and pricing are described at the point of purchase or in your written agreement with us.

• Trials: Where a free or reduced-rate trial is offered, it is subject to any additional terms communicated at the time of activation.
• Auto-renewal: Subscriptions renew automatically at the end of each billing period unless cancelled before the renewal date through your account settings.
• Fees: Subscription fees are non-refundable except where required by applicable law or expressly stated in our Refund Policy.
• Pricing changes: We may update pricing on reasonable written notice for future billing periods. Continued use following a pricing change constitutes acceptance of the new fees.
• Taxes: All applicable taxes, including VAT, will be added where required and are non-refundable.

Late Payment

Where fees are not paid by the due date:

• we reserve the right to suspend access to the service until outstanding amounts are settled;
• late payment interest may be applied at the statutory rate under the Late Payment of Commercial Debts (Interest) Act 1998; and
• where fees remain unpaid following reasonable notice, we may terminate the subscription in accordance with Section 11.

8. Service Availability

We work to keep Aerivity available, performant, and continuously improved. The service is provided on a commercially reasonable basis and may occasionally be unavailable due to scheduled maintenance, emergency updates, or factors outside our reasonable control.

Where specific availability commitments are agreed, they are set out in a separate Service Level Agreement.

9. Intellectual Property

The Aerivity platform, software, source code, design, documentation, and brand assets are owned by or licensed to Xharvoc Ltd. and are protected by intellectual property laws. These Terms do not transfer any intellectual property rights to you.

You are granted a limited, non-exclusive, non-transferable, revocable licence to access and use the service for your legitimate business purposes during the term of your subscription.

Feedback, suggestions, or ideas you provide regarding Aerivity may be used by Xharvoc Ltd. to improve the platform without restriction or compensation to you.

10. White-Label and Customer Branding

Where Aerivity supports white-label or custom-branded experiences, you remain solely responsible for:

• the content, accuracy, and lawfulness of your branding, communications, and client-facing materials;
• compliance with applicable advertising, marketing, and professional conduct rules;
• any third-party intellectual property rights involved in your branding assets.

Use of Aerivity's white-label features under an authorised partner arrangement is subject to any applicable partner or reseller agreement entered into with Xharvoc Ltd.

11. Suspension and Termination

By Xharvoc Ltd.: We may suspend or terminate your account and access to the service, with or without notice, if:

• you breach these Terms or any applicable policy;
• your use of the service poses a legal, regulatory, or security risk;
• fees remain unpaid after reasonable notice; or
• we are required to do so by law or court order.

By you: You may cancel your subscription at any time from your account settings. Cancellation takes effect at the end of the current billing period. No partial-period refunds are provided unless required by law.

On termination: We will make a reasonable export window available before deletion of Customer Content in accordance with our data retention practices and the applicable DPA. Following that window, Customer Content may be permanently deleted.

12. Warranties and Disclaimers

To the maximum extent permitted by applicable law, Aerivity is provided "as is" and "as available" without warranties of any kind, whether express or implied, including any implied warranties of merchantability, fitness for a particular purpose, accuracy of outputs, or non-infringement. We do not warrant that the service will be uninterrupted, error-free, or meet every requirement of your business.

Nothing in this clause limits any statutory rights that cannot be excluded or restricted under applicable law.

13. Limitation of Liability

To the maximum extent permitted by applicable law, Xharvoc Ltd. shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, goodwill, business opportunity, or data, arising out of or in connection with your use of or inability to use Aerivity.

Our aggregate liability to you for any and all claims arising out of or related to these Terms shall not exceed the total fees paid by you to Xharvoc Ltd. for the Aerivity service in the twelve (12) months immediately preceding the event giving rise to the claim.

Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under the laws of England and Wales.

14. Force Majeure

Xharvoc Ltd. shall not be in breach of these Terms or liable for any delay in performing, or failure to perform, any of its obligations under these Terms if such delay or failure results from circumstances beyond its reasonable control, including but not limited to:

• natural disasters, extreme weather events, or acts of God;
• government action, legislation, regulation, or restriction;
• internet or telecommunications infrastructure outages;
• third-party platform failures or cybersecurity incidents outside our control;
• pandemics, public health emergencies, or acts of war or civil unrest.

Where such circumstances arise, we will use reasonable efforts to notify affected customers and resume normal service as soon as practicable.

15. Dispute Resolution

In the event of any dispute arising out of or in connection with these Terms or the use of Aerivity, the parties agree to:

• first attempt to resolve the matter through good-faith negotiations, with the party raising the dispute providing written notice to the other;
• allow a period of 30 days from the date of that notice for good-faith resolution before escalating the matter further.

If the dispute is not resolved within that period, either party may refer it to mediation or, if mediation fails or is declined, to the courts of England and Wales in accordance with Section 16.

16. Governing Law

These Terms are governed by and construed in accordance with the laws of England and Wales. Subject to Section 15, the courts of England and Wales shall have exclusive jurisdiction over any dispute arising out of or in connection with these Terms, unless a mandatory provision of applicable law in your jurisdiction requires otherwise.

17. Changes to These Terms

We may update these Terms from time to time. Material changes will be communicated through the platform or by email to the address associated with your account. The updated Terms will be posted at aerivity.com/terms with a revised effective date.

Continued use of Aerivity after any changes take effect constitutes your acceptance of the updated Terms. If you do not agree to updated Terms, you should discontinue use and cancel your subscription before the effective date.

18. Contact

Aerivity is operated by Xharvoc Ltd.

• Registered address: 71–75 Shelton Street, Covent Garden, London, WC2H 9JQ, United Kingdom
• Company number: 16590285
• Legal enquiries: [email protected]
• General contact: aerivity.com/contact
• Xharvoc legal hub: xharvoc.co.uk/legal