The new science in workplace culture

last updated May 29th 2018

Welcome to Calmer Sea.  

PLEASE READ THESE TERMS OF USE AND THE PRIVACY POLICY CAREFULLY BEFORE USING OUR SERVICES.

THIS SERVICE DOES NOT PROVIDE MEDICAL OR EMERGENCY ADVICE.

If you think you may have a medical emergency, call your doctor immediately or seek emergency help.

This page sets out the terms and conditions that concern your use of the Calmer Sea Limited (‘Calmer Sea’) wellbeing and personal development services and the content delivered through it.

To make these Terms easier to read, the Site, our services and App are collectively called the “Services.” Please read these Terms of Service (the “Terms”) carefully because they govern your use of our Services.

Additional Definitions
•    ‘Member’ means a member of the Calmer Sea Site and App, ‘membership’ shall be interpreted accordingly.
•    ‘Site’ means the website located at www.calmersea.com
•    ‘App’ means our mobile device application, available on android and Apple IOS platforms
•    ‘Terms’ means the Terms of Use which incorporate the following terms and conditions.
•    ‘I’, ‘we’, ‘us’ or ‘our’ means Calmer Sea Limited, a company registered in England and Wales under company number 9408120, with a registered office at 86 Deansgate, Manchester, M3 2ER.
•    ‘You’ means you, the user of the site and ‘Your’ and ‘Yourself’ shall be interpreted accordingly.

Agreement to Terms
By using the Calmer Sea Services including the App or Website, you are agreeing to comply with these Terms of Use and the Privacy Policy for the Calmer Sea Limited (<<ADD LINK>>). If you do not agree with all of these Terms of Use and the Privacy Policy, do not use the Calmer Sea Services.

Changes to Terms or Services
We may modify the Terms at any time, in our sole discretion and without notice to you. The changes shall be effective immediately upon posting to the App and Website unless otherwise stated on the website. You agree to review these Terms of Use periodically to make sure that you are aware of any changes. By continuing to use this website you accept the Terms of Use as they apply from time to time.
We reserve the right to modify or discontinue all or any part of Calmer Sea, either temporarily or permanently.

Ownership
This App and website is owned by Calmer Sea Limited (Calmer Sea) © 2018 Calmer Sea Limited [or its licensor’s] all rights reserved. The content and service provided on the App, services and Website including graphics, code, text products, software, audio, music and design (“Calmer sea Ltd Materials”) is owned by Calmer Sea Limited or its licensors all rights reserved, except where otherwise indicated. Certain third party copyright materials will be included on the Website from time to time including licensor’s of Calmer Sea Limited. Please ensure you read these carefully before using the materials or software. The “Calmer Sea Limited” mark, the Calmer sea™.com domain name (“Calmer Sea programme”), the Calmer Buddy™ and Calmer Community™ branding are the property of Calmer Sea Limited. You agree not to copy, reproduce, upload, post, display or use in any way the STS Marks without the prior written permission of Calmer Sea Limited.

The nature of our Services
The Services in Calmer Sea comprise of a multi-faceted blend of therapies, exercises and wellbeing development protocols as well as an interactive service, linking you, the User, with other Users in the service. These Services are delivered over a series of 30 steps (the Programme).

Whilst in many cases the content our Services has associated third-party clinical evidence giving credence to it as a benefit to or a compliment to the treatment for mental health issues, the Services provided throughout Calmer Sea is intended for information and personal wellbeing development purposes only. It is not intended to be exhaustive, nor to constitute professional or medical advice or be used for medical diagnosis or treatment or to replace a personal consultation with a qualified health care professional.

We urge you to always obtain professional or medical advice appropriate to your own circumstances should you require it. None of the information on this website is a substitute for a diagnosis and treatment by an appropriate health professional.
The wellbeing checks in Calmer Sea are intended for identifying and measuring the levels of anxiety, stress, depression, demonstrating progress and providing a vehicle for a therapist, counsellor or medical practitioner to view data, specific to you. It is not designed to provide a diagnosis.

Not all activities described in the Services are suitable for everyone, in particular. Do not use the Services while driving, operating heavy machinery, or performing other tasks that require attention and concentration or if you suffer from epilepsy, if in doubt or for further advice please consult your doctor. You understand and agree that you are solely responsible for your use of the Services.

Privacy Policy
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.

Who May Use the Services
Eligibility: You may use the Services only if you are 16 years or older and are not barred from using the Services under applicable law. If you are under 18 years of age, a parent or guardian must supervise you. To make a purchase you must be 18 years or older and capable of forming a binding contract.

Registration and Your Information
If you want to use certain features of the Services you will have to create an account (“Account”). You can do this via the App or the Site.

It’s important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information, as needed, to keep it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your Account. You agree that you won’t disclose your Account password to anyone and you’ll notify us immediately of any unauthorised use of your Account. You are solely responsible for all activities that occur under your Account, whether or not you know about them.

Using the Services
Fees: Calmer Sea offers Services in the form of a Programme, which you will be required to purchase as a monthly subscription (“Subscription”). When you purchase a Subscription (a “Transaction”), you will be directed to a third party payment-processing platform that will manage the amounts due and payable by you as a Transaction for the Services.  If you have any concerns or objections regarding charges, you agree to raise them with us first by contacting us at support@calmersea.com and you agree not to cancel or reject any credit card or third party payment processing charges unless you have made a reasonable attempt at resolving the matter directly with Calmer Sea.

Calmer Sea reserves the right to not process or to cancel your order in certain circumstances, for example, if your credit card is declined, if we suspect the request or order is fraudulent, or in other circumstances Calmer Sea deems appropriate in its sole discretion. Calmer Sea also reserves the right, in its sole discretion, to take steps to verify your identity in connection with your order. You may need to provide additional information to verify your identity before completing your Transaction (such information is included within the definition of Payment Information). Calmer Sea will either not charge you or refund the charges for orders that we do not process or cancel.

Changes to Price Terms for Subscriptions
Calmer Sea reserves the right to change its pricing terms for Subscriptions at any time and Calmer Sea will notify you in advance of such changes becoming effective. Changes to the pricing terms will not apply retroactively and will only apply for Subscription renewals after such changed pricing terms have been communicated to you. If you do not agree with the changes to Calmer Sea’s pricing terms then you may choose not to renew your Subscription in accordance with the section “Subscriptions Automatically Renew Until You Cancel & How to Cancel Your Subscription.”

Future Functionality
You agree that your purchases are not contingent on the delivery of any future functionality or features, or dependent on any oral or written public comments made by Calmer Sea regarding future functionality or features.

Feedback
We welcome feedback, comments and suggestions for improvements to the Services or Products (“Feedback”). You can submit Feedback by emailing us at support@calmersea.com. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicenseable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.

Content and Content Rights
For purposes of these Terms,
(i)    “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
(ii)    “User Content” means any Content that users (including you) provide to be made available through the Services. Content includes without limitation User Content.

Your content
You are solely responsible for the content You post or create on the Services including any communications in the Calmer Buddy and Calmer Community areas. We respect the intellectual property rights of others and We prohibit Members from uploading, posting or otherwise transmitting on the any materials that violate another party’s intellectual property rights. When We receive notification of a potential copyright infringement, We will promptly remove or disable access to the allegedly infringing material and terminate the accounts of repeat infringers, including without limitation content that in Our sole judgment violates these Terms, that might be offensive, defamatory, illegal, or that might violate the rights, harm, or threaten the safety of other Members, or other people in general or content that has generated a complaint which warrants further investigation. You may not post, transmit, or share content on the Site that You did not create or that You do not have permission to post. You understand and agree that We are not obliged to review the Site for copyright infringement and are not responsible for content posted by third parties without Our knowledge.

When you post content to the Site, You authorise and direct Us to make such copies thereof as We deem necessary in order to facilitate the posting and storage of such content. By posting content to any part of the Site, You grant, and You promise that You have the right to grant, to Us an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide licence (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such content for any purpose on or in connection with the Site or the promotion thereof, to prepare derivative works of, or incorporate into other works, such content.

Content Ownership
Calmer Sea does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your User Content. Subject to the foregoing, Calmer Sea and its licensors exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United Kingdom and foreign countries. 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.

Rights in User Content Granted by You
By making any User Content available through Services you hereby grant to Calmer Sea a non-exclusive, transferable, sublicenseable, worldwide, royalty-free license to use, copy, modify, create derivative works based upon, distribute, publicly display, publicly perform and distribute your User Content in connection with operating and providing the Services and Content to you and to other users.

Rights regarding Content Granted by Calmer Sea
Subject to your compliance with these Terms, Calmer Sea grants you a limited, non-exclusive, non-transferable, non-sublicenseable license to download, view, copy and display the Content solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes.

Rights and Terms for the Calmer Sea App
Subject to your compliance with these Terms, Calmer Sea grants you a limited non-exclusive, non-transferable, non-sublicenseable license to download and install a copy of the App on a mobile device or computer that you own or control and to run such copy of the App solely for your own personal non-commercial purposes. Calmer Sea reserves all rights in and to the App not expressly granted to you under these Terms. You may not copy the App, except for making a reasonable number of copies for backup or archival purposes. Except as expressly permitted in these Terms, you may not:
(i)    copy, modify or create derivative works based on the App;
(ii)    distribute, transfer, sublicense, lease, lend or rent the App to any third party;
(iii)    reverse engineer, decompile or disassemble the App; or
(iv)    make the functionality of the App available to multiple users through any means.

Additional Terms for App Store Apps
If you accessed or downloaded the App from the Apple Store, then you agree to use the App only:
(i)    on an Apple-branded product or device that runs iOS (Apple’s proprietary operating system software); and
(ii)    as permitted by the “Usage Rules” set forth in the Apple Store Terms of Service.

If you accessed or downloaded the App from an App Provider, then you acknowledge and agree that:

These Terms are concluded between you and Calmer Sea, and not with the App Provider, and that, as between Calmer Sea and the App Provider, Calmer Sea, is solely responsible for the App.

The App Provider has no obligation to furnish any maintenance and support services with respect to the App.

In the event of any failure of the App to conform to any applicable warranty, you may notify the App Provider and the App Provider will refund the purchase price for the App to you (if applicable) and, to the maximum extent permitted by any applicable law, the App Provider will have no other warranty obligation whatsoever with respect to the App. Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure of an App to conform to any warranty will be the sole responsibility of Calmer Sea Limited.

The App Provider is not responsible for addressing any claims you have or any claims of any third party relating to the App or your possession and use of the App, including, but not limited to:

(i)    product liability claims;
(ii)    any claim that the App fails to conform to any applicable legal or regulatory requirement; and
(iii)    claims arising under consumer protection or similar legislation.

In the event of any third-party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, Calmer Sea will be solely responsible for the investigation, defence, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms.

The App Provider and its subsidiaries are third-party beneficiaries of these Terms as related to your license of the App, and that, upon your acceptance of the terms and conditions of these Terms, the App Provider will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the App against you as a third party beneficiary thereof.

You must also comply with all applicable third-party terms of service when using the App. You agree to comply with all United Kingdom and foreign export laws and regulations to ensure that neither the App nor any technical data related thereto nor any direct product thereof is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations. By using the App you represent and warrant that:

(i)    you are not located in a country that is subject to a United Kingdom embargo, or that has been designated by the United Kingdom as a “terrorist supporting” country; and
(ii)    you are not listed on any United Kingdom list of prohibited or restricted parties.

Prohibitions
You agree not to do any of the following:
Post, upload, publish, submit or transmit any Content that:
(i)    infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy;
(ii)    violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability;
(iii)    is fraudulent, false, misleading or deceptive;
(iv)    is defamatory, obscene, pornographic, vulgar or offensive;
(v)    promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;
(vi)    is violent or threatening or promotes violence or actions that are threatening to any person or entity; or
(vii)    promotes illegal or harmful activities or substances;

Use, display, mirror or frame the Services, or any individual element within the Services, Calmer Sea’s name, any Calmer Sea trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Calmer Sea’s express written consent;

Access, tamper with, or use non-public areas of the Services, Calmer Sea’s computer systems, or the technical delivery systems of Calmer Sea’s providers;

Attempt to probe, scan, or test the vulnerability of any Calmer Sea system or network or breach any security or authentication measures;

Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Calmer Sea or any of Calmer Sea’s providers or any other third party (including another user) to protect the Services;

Attempt to access or search the Services or download Collective 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 Calmer Sea or other generally available third party web browsers;

Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;

Use any meta tags or other hidden text or metadata utilising a Calmer Sea trademark, logo URL or product name without Calmer Sea’s express written consent;
Use the Services for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms;

Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive or false source-identifying information;

Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;

Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;

Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
Impersonate or misrepresent your affiliation with any person or entity;
Violate any applicable law or regulation; or
Encourage or enable any other individual to do any of the foregoing.

Links to Third Party Websites or Resources
The Services and App may contain links to third-party websites or resources. We provide these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party websites or resources.

Termination
We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. You may cancel your Account at any time by sending an email to us at support@calmersea.com. If you purchase a Subscription via an App Provider, you should also cancel your Subscription with the App Provider directly. Upon any termination, discontinuation or cancellation of Services or your Account, all provisions of these Terms which by their nature should survive will survive, including, without limitation, ownership provisions, warranty disclaimers, limitations of liability, and dispute resolution provisions.

Warranty Disclaimers
The Services and Content are provided “as is,” without warranty of any kind. Without limiting the foregoing, we explicitly disclaim any warranties of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement and any warranties arising out of course of dealing or usage of trade.
We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any Content.
Indemnity

You will indemnify and hold harmless Calmer Sea and its officers, directors, employee and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with:
(i) your access to or use of the Services or Content or
(ii) your violation of these Terms.

Limitation of Liability
Neither Calmer Sea nor any other party involved in creating, producing, or delivering the Services, Products or Content will be liable for any incidental, special, exemplary or consequential damages, including, but not limited to, lost profits, loss of data or goodwill, service interruption, computer damage or system failure or the cost of substitute Services or Products arising out of or in connection with these terms or from the use of or inability to use the Services, Products or Content, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not Calmer Sea has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.

In no event will Calmer Sea’s total liability arising out of or in connection with these terms or from the use of or inability to use the Services, Products or Content exceed the amounts you have paid to Calmer Sea for use of the Services, Products or Content or forty pounds sterling (£40), if you have not had any payment obligations to Calmer Sea, as applicable. The exclusion and limitations of damages set forth above are fundamental elements of the basis of the bargain between Calmer Sea and you.

Dispute Resolution

Governing Law: These Terms and any action related thereto will be governed by the laws of the United Kingdom.

Agreement to Arbitrate

You and Calmer Sea agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services, Products or Content (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right:

(i)    to bring an individual action in small claims court and
(ii)    to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (the action described in the foregoing clause
(iii)    an “IP Protection Action”).

Without limiting the preceding sentence, you will also have the right to litigate any other Dispute if you provide Calmer Sea with written notice of your desire to do so by email at support@Calmer Sea.com within thirty (30) days following the date you first agree to these Terms (such notice, an “Arbitration Opt-out Notice”). If you don’t provide Calmer Sea with an Arbitration Opt-out Notice within the thirty (30) day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except as expressly set forth in clauses (i) and (ii) above. The exclusive jurisdiction and venue of any IP Protection Action or, if you timely provide Calmer Sea with an Arbitration Opt-out Notice, will be the United Kingdom and each of the parties hereto waives any objection to jurisdiction and venue in such courts. Unless you timely provide Calmer Sea with an Arbitration Opt-out Notice, you acknowledge and agree that you and Calmer Sea are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Calmer Sea otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.

General Terms
These Terms constitute the entire and exclusive understanding and agreement between Calmer Sea and you regarding the Services and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Calmer Sea and you regarding the Services and Content. If any provision of these Terms is held invalid or unenforceable (either by an arbitrator appointed pursuant to the terms of the “Arbitration” section above or by court of competent jurisdiction, but only if you timely opt out of arbitration by sending us an Arbitration Opt-out Notice in accordance with the terms set forth above), that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

You may not assign or transfer these Terms, by operation of law or otherwise, without Calmer Sea’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Calmer Sea 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.

Any notices or other communications provided by Calmer Sea under these Terms, including those regarding modifications to these Terms, will be given:
(i)    by Calmer Sea via email; or
(ii)    by posting to the Services.

For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

Calmer Sea’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 Calmer Sea. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.

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