These terms of use cover important information about services provided to you, charges and amounts we bill you, future changes to these terms, and automatic renewals. Please read them carefully.

Who we are and how this Agreement applies to you

REFSIX Limited, trading as Scorza, a company incorporated and registered in England and Wales with company number 10416702 and registered office at 51 Half Moon Lane, Worthing, West Sussex, BN13 2EP ("us", "we", "our" or "Scorza"), makes certain services, features, content, websites (or other linked pages) or applications available to you, from time to time, (collectively with the Scorza Performance Vest, the "Service(s)").

Please read the following terms of use ("Agreement") carefully before using the Services offered by Scorza. This Agreement sets out the legally binding terms and conditions for:

• your use of the Scorza Performance Vest in conjunction with your own smartwatch;

• the Scorza smartwatch app and mobile app;

• your Scorza account and membership; and

• the Services.

"You" and "your" refer to the person accessing or using the Services, or if you create an account on behalf of an employer, company, organisation, or other entity, then (i) all references to "you" in this Agreement includes you and that entity, and (ii) you represent and warrant that you are an authorised representative of the entity with the authority to bind the entity to this Agreement, and that you agree to this Agreement on the entity's behalf.

By accessing and using the Service in any manner, you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you do not accept and agree to be legally bound by this Agreement, you are not authorised to use the Services. Scorza may modify this Agreement at any time and such modification will be effective upon posting such modifications to the Services. If a change is material, you may terminate this Agreement and request a pro-rated refund of membership fees by contacting support@scorza.com within 30 days of the posting of such material change (otherwise you waive your ability to seek a refund). By continuing to access or use the Services after such modification, you are agreeing to be legally bound by the modified Agreement.

Your personal data

Details of how we collect and use your personal data are set out in the Scorza Privacy Policy.

1. INTRODUCTION

The Scorza service includes access to the Scorza Performance Vest, Scorza smartwatch app, and Scorza mobile app. The Services allow you to track information collected through your smartwatch when used with the Scorza Performance Vest, including your performance metrics, activity data, and fitness insights. The Services are provided to you by Scorza and in connection with our partners, service providers, or other affiliates.

Scorza offers membership options with pricing information available on our website.

2. REGISTRATION

You must pay a membership fee and open an account to use the Services.

In order to use the Services, you must subscribe, pay any applicable membership fees ("membership fees") as and when due, and create an account ("Account"). You agree to provide true, accurate and complete information and keep your Account information current and updated. You shall not select or use as a username (i) a name of another person with the intent to impersonate that person; (ii) a name subject to any rights of a person other than yourself without appropriate authorisation or (iii) a name that is obscene, hateful, racially or ethnically offensive, or is otherwise inappropriate.

You must keep your account details safe

You are solely responsible for any and all activities that occur under your Account or password, and for keeping your Account password confidential and secure. You may never use another person's account or registration information for the Services without permission.

You agree to notify us immediately of any breach of security or unauthorised use of your Account or password. You should never publish, distribute or post login information for your Account. You have the ability to delete your Account by contacting support@scorza.com.

3. ELIGIBILITY

Who can set up an Account

You represent and warrant that you are at least 18 years of age. If you are under age 18, you may not, under any circumstances or for any reason, use the Services. We may, in our sole discretion, refuse to offer the Services to any person or entity and change its eligibility criteria at any time.

You are not permitted to access the Services where this Agreement or use of the Services is prohibited or to the extent offering, sale or provision of the Services conflicts with any applicable law, rule or regulation.

4. USE OF THE SERVICES

Your use of the Services is subject to important license terms

Scorza software, text, graphics, images, video, audio, data, and other technology and material are made available to you through the Services (collectively referred to as the "Content").

Subject to this Agreement and your active and valid membership, we grant to you a worldwide, non-exclusive, non-sublicensable and non-transferable limited license solely to (i) access and use (i.e., to download and display locally) the Content and the software and applications made available through the Services, in each case solely for your personal use of the Services.

You shall not sell, transfer, assign, license, rent, sublicense, modify, publicly perform, make a derivative version of, or distribute the Content except with our prior written permission.

You shall not use, copy, display, or store the Content for any purpose other than as expressly permitted in this Agreement or with our prior written permission. You shall not use, copy, display, or store the Content or otherwise exploit any Content in any way that violates any third-party right.

The Content may be owned by us or may be provided through an arrangement we have with others, including other users of the Services, or our licensors, partners, or affiliates.

The Content is protected by intellectual property rights, including, for example, patent, trade mark, copyright, and database rights. Unauthorised use of the Content may infringe such intellectual property rights and other laws. Other than your rights in any User Content (as defined below), you have no rights in or to the Content other than the limited right to use as set out in this Agreement. No other use is permitted without prior written consent from us or the owner of the Content.

If you violate any part of this Agreement, your permission to access and use the Content and Services automatically terminates and you must immediately destroy any copies you have made of the Content.

The Services are provided for personal use only

The Services are provided to you for personal use only and may not be used in connection with any commercial activities except those that are expressly approved by Scorza in advance in writing.

Links to external third-party sites

The Services permit access to content, recommendations, and data posted, stored, or displayed at the direction of users of the Services, for which we cannot accept any responsibility or liability. The Services also include access to, links to, and content, recommendations, and data from third-party websites, products and services ("External Services"). These External Services are provided solely as a convenience to you, are not an endorsement by us of the content, recommendations, and data on or made available through such External Services, and may be subject to separate legal terms and conditions between you and third parties.

Actions you are specifically prohibited from taking

The following activities are expressly prohibited: (i) collecting usernames and/or email addresses of other users by electronic or other means for the purpose of sending unsolicited email or other communications; (ii) any use of the Services which may harm or degrade the reliability, speed, or operation of the Services or any underlying hardware or software including, for example by introducing malware, hacking or bypassing our security; (iii) use of web scraping, web harvesting, or web data extraction methods from Scorza Services; (iv) reverse engineering the Services or any underlying software, except to the extent this restriction is prohibited by applicable law, (v) any use of the Services which is unlawful or in violation of this Agreement.

Necessary Equipment

Use of your membership is dependent upon a supported smartwatch, the Scorza Performance Vest, supported mobile device and internet access. It is your responsibility to ensure access to the internet and functionality of your mobile device and smartwatch. You are responsible for all internet access charges. Please check with your internet provider for information on possible internet data usage charges.

5. MEMBERSHIP

You must have an active membership in place to use the Services

You must maintain a membership to continue using the Services. If you do not maintain a membership and pay all membership fees when due, this Agreement shall terminate.

How you activate and pay for your membership

Your membership will begin on the day you checkout on the website.

How your membership works

Recurring Billing: Your membership will auto-renew unless you cancel before the renewal date. You authorise Scorza to charge your credit card (or other payment form) for the membership fee and at the beginning of each subsequent billing period according to your membership terms until you cancel your membership.

Reaffirmation of Authorisation: Your non-termination or continued use of your membership reaffirms that we are authorised to charge your Payment Method for any fees related to that membership. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance or as otherwise described when you initially selected to purchase the membership.

Changes to the Price and membership Plans: We may change the memberships and membership fees from time to time. We will notify you at least fifteen days before any changes to your membership fee will become effective. If you do not wish to accept the price change or change to your membership plan, you can cancel your membership before the change takes effect.

Non-payment: If any membership fees due are outstanding, your Account will go into an inactive state three days after non-payment. In this inactive state, you will be unable to upload data from your smartwatch app. You will, however, still be able to access any historical data. Upon appropriate payment, your Account will be reactivated, and you will be able to utilise the full functionality of the membership. If your membership has been placed into an inactive state due to late payment of membership fees there is a risk that the data that would otherwise have been collected during that period will not be available or otherwise recoverable.

6. CANCELATION OR TERMINATION

Cancelation or termination of your membership

You may cancel your membership at any time, but your cancellation will only be effective as of the end of your currently paid membership period.

To cancel your membership, contact us at support@scorza.com. If you cancel your membership during the middle of a membership term, your membership will be terminated as of the expiration of your then-current term and will not be renewed. You may continue to use your membership until the end of your then-current term. Scorza will not provide any prorated refund of any portion of the membership fee paid for the then-current membership term. If you do not want to continue to be charged on a recurring basis, you must cancel your membership before the end of the then-current term.

Upon termination of your membership, all licenses granted to you under this Agreement shall terminate automatically, your right to use the Services shall cease and your User Content, as defined below, will no longer be available to you through the Services but you can request a copy of your data by contacting support@scorza.com.

We can terminate your access to the Services

Unless otherwise prohibited by law, and without prejudice to our other rights or remedies, Scorza shall have the right to immediately terminate your access to any or all of the Services if you breach any of the terms of this Agreement.

7. PAYMENT OF FEES

The fees you need to pay to access the Scorza Services and how we collect payment

fees: You agree to pay the membership fees as described in this Agreement and during the purchase and payment process. Any payment terms presented to you in the process of obtaining your membership are deemed part of this Agreement and are incorporated into this Agreement by reference. Unless otherwise stated, all membership fees are non-refundable, even if you stop using the Services.

Billing: We may collect payments from you directly or we may use a third-party payment processor ("Payment Processor") to bill you through a payment account linked to your Account on the Services (your "Billing Account") for your membership. The processing of payments by a Payment Processor will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to this Agreement. We are not responsible for any errors by a Payment Processor. By choosing to purchase a membership, you agree to pay us, either directly or through a Payment Processor, all membership fees and other charges at the prices then in effect and in accordance with the applicable payment terms and you authorise us, through a Payment Processor, to charge your chosen payment provider (your "Payment Method"). You agree to make payment using your selected Payment Method. We reserve the right to correct any errors or mistakes that we or a Payment Processor make even if we or a Payment Processor have already requested or received payment.

Payment Method: The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, through a Payment Processor, do not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand.

Current Information Required: You must provide current, complete and accurate information for your billing account. You must promptly update all information to keep your billing account current, complete and accurate (such as a change in billing address, credit card number, or credit card expiration date), and you must promptly notify us or our payment processor if your payment method is cancelled (e.g., for loss or theft) or if you become aware of a potential breach of security, such as the unauthorised disclosure or use of your user name or password. If you fail to provide any of the information described above, you agree that we may continue charging you for any membership fees under your billing account unless you have terminated your membership in accordance with this Agreement.

8. NO MEDICAL ADVICE

Scorza Services are not medical advice and Scorza Services are not a medical device.

Scorza provides the Services for you to track, manage, and share your fitness and wellness-related information. All Content available through the Services is for general fitness and informational purposes only. Scorza Services (e.g. heart rate, activity analytics, and other biometric indicators collected through your smartwatch) are subject to various limitations (e.g. poor signal quality or missing signal from your smartwatch) and are not guaranteed to be error-free or accurate. Scorza Services are intended solely for personal fitness tracking and not for making any medical decisions.

You should always consult a qualified and licensed medical professional prior to beginning or modifying any diet, exercise, or training program. You agree that your exercise and athletic activities carry certain inherent and significant risks of bodily injury, death or property damage, and that you voluntarily assume all known and unknown risks associated with these activities.

Use of the Services, or communication with us via the internet, e-mail or any other means, does not create any doctor-patient relationship. The Services and any results or Content displayed via the Services, whether provided by Scorza or third parties, do not provide medical advice and are not intended to be a substitute for (i) advice from your doctor or other medical professionals, or (ii) a visit, call, or consultation with your doctor or other medical professionals.

The Services are not a medical device and do not and are not intended to diagnose, prevent, monitor, treat or alleviate disease, diagnose, monitor, treat, alleviate or compensate for an injury or handicap, investigate, replace or modify the anatomy of a physiological process, control conception. You should not use the Services or any Content on the Services for diagnosing or treating a health condition.

If you have any medical questions, please call or see your doctor or other healthcare provider. You should never disregard medical advice or delay in seeking medical advice because of any Content presented on the Services.

The Scorza Services are not intended for emergency or life-threatening situations. If you believe you are experiencing a medical emergency, contact your local emergency services immediately.

9. FITNESS-RELATED CONTENT

The Content available through the Services may include training recommendations, and other media to help you meet your health, fitness, and wellness goals. You acknowledge and agree that Scorza is not a healthcare provider, personal trainer or fitness instructor and that the Services (including any recommendations and any information available through the Services that may appear to be personalised) may not be appropriate for you. If you have any concerns about your health or fitness, you should consult your doctor before starting any new exercise program. Scorza is not responsible for any results that may or may not be obtained from the use of the Service.

10. CHANGES TO SERVICES

We may modify the Services from time to time.

We can always change the Services without notification or refund or reimbursement:

• to comply with law, regulation, court order, or government action;

• to make technical adjustments and improvements, for example to address a security threat;

• to update and improve the Services; and

• to discontinue any feature or component or content, provided that the Services generally allow you to track your fitness and performance data and provide fitness insights.

If we make any changes that do not fall into the above categories and those changes are material, you can cancel your membership and receive a pro-rated refund for any membership paid for in advance by contacting support@scorza.com. Such request must be made within 30 days of the relevant change or you waive your ability to seek a refund.

11. USER CONTENT

Your user content and the rights you give us to use that content

The Services may include functionality to permit you to submit content to the Services in accordance with your Account settings, for example through activity sharing or social features ("User Content") and the hosting, sharing, and/or publishing of such User Content. User Content includes, without limitation, any of your user data, profile information, or information you enter manually, in each case that you submit to make available to others.

You understand that Scorza does not guarantee any confidentiality with respect to User Content that you submit and make available to others.

You shall be solely responsible for User Content you submit and the consequences of our posting or publishing such User Content through the Services. In connection with any User Content you submit, you affirm, represent, and/or warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorise us to use all trademark, trade secret, copyright, publicity or other proprietary rights in and to any and all User Content; and (ii) you have the express specific, informed and unambiguous consent, release, and/or permission of each and every identifiable individual person in the User Content to use the name or likeness of each and every such identifiable individual person.

By submitting or uploading your User Content to us, you grant to us a worldwide, non-exclusive, royalty-free, fully paid-up, sublicensable and transferable license to:

• Reproduce, host, distribute, and display your User Content so that it is accessible on the Services including to other users of the Services;

• Edit, modify, aggregate, and prepare derivative works of, your User Content;

• Share your User Content with social media platforms (i.e., posting User Content to social media platforms if enabled in your Account's sharing settings);

• Promote and advertise the Services with your User Content; and

• Improve our Services through the use of your User Content.

If you wish to remove your User Content and terminate our license to your User Content, please contact support@scorza.com.

12. THIRTY (30) DAY RETURN POLICY

You have 30 days to change your mind about your membership.

Our Thirty (30) Day Return Policy

If you are unhappy or unsatisfied with the Services you may cancel your membership for any reason within thirty (30) days of your initial membership purchase for a full refund of the initial membership fee (which will be paid via your original payment method).

You may request a refund within thirty (30) days of your initial membership by contacting support@scorza.com.

Outside the standard return period

Once the initial 30-day period has passed, Scorza will not refund all or any portion of your membership fee.

13. DISCLAIMER OF WARRANTY

As a consumer, you have certain rights under law and nothing in this Agreement can, or is intended to, limit or remove these rights. We don't exclude or limit our responsibility to you for loss or damage where it would be unlawful to do so.

Except as stated above and to the extent permitted under applicable law, the Services and Content are provided on an "as is" and "as available" basis without any express or implied warranties or conditions of any kind. We hereby disclaim all implied warranties and conditions to the fullest extent permitted by law, including, but not limited to, the warranty of merchantability, non-infringement of third parties' rights, and fitness for a particular purpose.

To the fullest extent permitted by law, we make no warranties or representations about the Content or the User Content or Services, including but not limited to accuracy, completeness, timeliness, or reliability.

14. LIMITATION OF LIABILITY

IN NO EVENT SHALL WE BE LIABLE FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE SERVICES AND/OR THE CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, IN EXCESS OF ONE HUNDRED POUNDS (£100), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

In the UK, consumer protection laws may not allow certain disclaimers or exclusions or limitations of liability and consequently some of the disclaimers, exclusions and limitations of liability in this Agreement may not apply in whole or in part. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation. In such cases, our liability shall not be limited as prohibited by law, and shall be limited to the greatest extent permitted by law.

We do not accept responsibility for any loss or damage that was not caused by our breach of this Agreement or that was not, at the time you agreed to this Agreement, a reasonably foreseeable consequence of us breaching this Agreement. We do not limit liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation.

15. INDEMNITY

To the extent permitted by law, you agree to hold us and our subsidiaries, affiliates, officers, agents, suppliers, employees, partners and licensors harmless from and against any claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from (i) your User Content, (ii) your breach of this Agreement, (iii) your uploading of, access to, connection to, or use or misuse of the Content or the Services, or (iv) your violation of law. You agree to cooperate with any reasonable requests assisting our defense of such matter.

16. GENERAL

Other important legal terms you need to be aware of

Governing Law; Venue: This Agreement is governed by the laws of England and Wales. You expressly agree to submit to the exclusive jurisdiction of the courts of England and Wales.

Limitation on Claims: Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the Services must be filed within one (1) year after such claim or cause of action arose, or else that claim or cause of action will be barred forever.

Assignment: This Agreement, and any rights and licenses granted under this Agreement, may not be transferred or assigned by you, but may be assigned by us if such transfer or assignment does not materially affect your rights under this Agreement. This Agreement will inure to the benefit of our successors and permitted assigns.

Severability: If any provision of this Agreement is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.

Non-Waiver: Failure by us to act on or enforce any provision of this Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance.

Entire Agreement: Except as expressly agreed by us and you, this Agreement constitutes the entire agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter.

Survival: All sections of this Agreement that, by their nature, should survive termination will survive termination, including, without limitation, the sections entitled User Content, Indemnity, Disclaimer of Warranty and Limitation of Liability, and General.

17. CONTACT

If you have any questions regarding the Services, please contact us at support@scorza.com. Our mailing address is:

REFSIX Limited (trading as Scorza) 51 Half Moon Lane Worthing, West Sussex BN13 2EP United Kingdom