Terms and Conditions

Effective Date: 10 October 2025

Last Updated: 10 October 2025

1. Introduction and Acceptance

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("you", "your", or "User") and SPN Health Ltd ("we", "us", "our", or "Company"), a company registered in England and Wales.

Company Details:

Company Name: SPN Health Ltd
Registered Address: Bartle House, Manchester, M2 3WQ, United Kingdom
Product Name: SPNsync ("the Service")

By accessing, registering for, or using SPNsync, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not use the Service. You must actively indicate acceptance of these Terms by checking a confirmation box before connecting your Oura Ring account. Passive use of the website without such acceptance does not constitute agreement to these Terms.

2. Eligibility and User Representations

2.1 Age Requirement

You must be at least 18 years of age to use SPNsync. By using the Service, you represent and warrant that you are 18 years of age or older.

2.2 Capacity

You represent and warrant that:

You have the legal capacity to enter into these Terms
You are not prohibited from using the Service under any applicable laws
All information you provide is accurate, current, and complete

2.3 Oura Ring Ownership

You must be the authorized user of the Oura Ring account you connect to SPNsync. You may not connect another person's Oura Ring account without their explicit permission.

3. Service Description

3.1 Overview

SPNsync is a free artificial intelligence-powered analytical tool that connects to your Oura Ring to provide detailed analysis and feedback on your daily health habits across four key areas:

Sleep
Psychology
Activity
Nutrition

3.2 Service Provision

The Service provides:

An overview of your Oura Ring data
AI-generated analysis identifying potential areas for improvement
Informational insights based on your personal health metrics

3.3 Service Availability

We strive to provide continuous access to SPNsync but do not guarantee uninterrupted availability. We reserve the right to modify, suspend, or discontinue the Service (in whole or in part) at any time, with or without notice, for any reason including but not limited to maintenance, updates, or technical issues.

4. Medical Disclaimer and Limitations

4.1 Not Medical Advice

IMPORTANT: SPNsync is NOT a medical device and does NOT provide medical advice, diagnosis, or treatment. The Service provides informational content only based on data analysis.

4.2 No Healthcare Professional Relationship

Use of SPNsync does not create a doctor-patient, therapist-client, or any other healthcare professional relationship. The insights provided are educational and informational in nature.

4.3 Consult Healthcare Professionals

You should always:

Consult with qualified healthcare professionals before making any health-related decisions
Not rely on SPNsync as a substitute for professional medical advice
Seek immediate medical attention for any urgent health concerns
Discuss any significant changes to your health routine with your doctor

4.4 No Guarantees

We make no guarantees, representations, or warranties regarding:

The accuracy, reliability, or completeness of any analysis or recommendations
Any health outcomes or improvements from using the Service
The suitability of any suggestions for your individual circumstances

4.5 User Responsibility

You are solely responsible for:

Evaluating the information provided by SPNsync
Making your own informed decisions about your health
Any actions you take based on the Service's analysis

4.6 Regulatory Status

SPNsync is not classified as a medical device under the UK Medical Devices Regulations 2002 or equivalent international laws. The Service is intended solely for general wellness and informational purposes.

5. Data Collection, Use, and Privacy

5.1 Data Collection

When you use SPNsync, we collect and process:

Your name
Your email address
Your country of residence
Health and activity data from your Oura Ring (including but not limited to sleep metrics, sleep patterns, activity levels, heart rate data, heart rate variability, body temperature, respiratory rate, readiness scores, and related biometric information)

Explicit Consent for Health Data Processing: By creating an account and using SPNsync, you explicitly consent to our processing of your health data obtained from your Oura Ring for the purposes of:

Generating personalized health insights and analysis
Providing historical trend analysis and progress tracking
Identifying patterns in your health metrics over time
Creating comparative analysis of your health and wellness journey

You acknowledge that the health data we collect constitutes special category data under UK GDPR Article 9, and you provide your explicit consent for this processing.

5.2 Data Processing

We process your Oura Ring data using third-party services, which include:

AI services (OpenAI and Anthropic products)
Cloud hosting (Google Cloud Platform, with servers located in London, UK)
Analytics services (PostHog for application usage analytics)

Your health data will be processed using third-party AI services (OpenAI and Anthropic) whose servers may be located in the United States and other jurisdictions. Important: We send only anonymized health metrics to these AI providers. We do NOT share your name, email address, or any information that would allow OpenAI or Anthropic to identify you personally. These AI providers do not have access to your Oura Ring account or API.

Our application infrastructure is hosted on Google Cloud Platform servers located in London, UK. These jurisdictions may have different data protection standards than your home country. By using the Service, you explicitly consent to this international data transfer and processing.

5.3 Data Retention and Deletion

Health Data and AI-Generated Insights: We retain both your Oura Ring health data and the AI-generated insights we create from that data for as long as you maintain an active account. This retention is necessary to:

Provide you with access to your historical health insights and analysis
Enable trend analysis and progress tracking over time
Generate personalized recommendations based on your historical patterns
Allow you to view and compare your health metrics across different time periods

We only collect and retain the minimum data necessary to provide these features and historical analysis.

Account Inactivity: If your account remains inactive (no login or access) for 6 consecutive months, we will automatically and permanently delete all of your health data, AI-generated insights, and personal information from all active systems and backups.

Personal Information: We retain your name, email address, and country for as long as you maintain an active account and for service-related communications. If you have provided explicit consent, we will also use this information for marketing communications until you withdraw consent.

Right to Deletion: You may request deletion of your account and all associated data at any time by contacting us at the email address provided in Section 15. Upon receiving your deletion request, we will permanently delete all of your data within 30 days. This deletion includes:

All health data from your Oura Ring
All AI-generated insights and analysis
Your personal information (name, email, country)
All account information and history

After deletion, this data cannot be recovered.

5.4 Data Use

We use your data to:

Generate personalised health insights and analysis
Provide you with the Service, including access to historical health data and trends
Enable progress tracking and comparative analysis over time
Identify patterns in your health metrics
Send product updates and marketing communications (with your consent)
Improve the Service through analytics and usage data (using PostHog)
Optimise user experience and identify technical issues

5.5 No Third-Party Sharing

We will NOT sell, rent, or share your personal data or health data with any third parties, except:

As required by law or legal process
To our AI service providers (OpenAI and Anthropic) solely for the purpose of processing your analysis. Important: We share only anonymised health metrics with these AI providers. We do NOT share your name, email, or any personally identifiable information with OpenAI or Anthropic
To our infrastructure provider (Google Cloud Platform) for hosting and data storage
To our analytics provider (PostHog) for application usage analytics (no health data is shared)
With your explicit consent

5.6 Data Security

We implement appropriate technical and organizational measures to protect your data. However, no system is completely secure, and we cannot guarantee absolute security of your information.

5.7 Your Rights

Under UK GDPR, you have the right to:

Access your personal data and health data
Rectify inaccurate personal data
Request erasure of your personal data and health data
Object to processing of your personal data
Data portability (receive a copy of your data in a structured, machine-readable format)
Withdraw consent at any time without affecting the lawfulness of processing based on consent before its withdrawal

Withdrawing Consent: You may withdraw your consent for health data processing at any time by:

Deleting your account through your account settings
Contacting us at the email address provided in Section 15
Revoking access to your Oura Ring through your Oura account settings

Withdrawing consent will result in the deletion of your health data and termination of the Service, as we cannot provide personalized health insights without processing your health data.

Exercising Your Rights: To exercise these rights, contact us using the details in Section 15. We will respond to your request within 30 days.

6. Oura Ring Integration and Third-Party Terms

6.1 Oura API Usage

SPNsync connects to your Oura Ring through Oura's official Application Programming Interface (API). By using SPNsync, you authorise us to access your Oura Ring data through this API.

6.2 Oura Terms Compliance

Your use of SPNsync in connection with your Oura Ring is also subject to Oura's Terms of Service and Privacy Policy. You are responsible for complying with Oura's terms. We are not responsible for any violations of Oura's terms that result from your use of the Service.

6.3 Oura Connection Authorisation

You may revoke SPNsync's access to your Oura Ring data at any time through your Oura account settings. Revoking access will prevent SPNsync from providing further analysis.

6.4 No Oura Affiliation

SPNsync is an independent service and is not affiliated with, endorsed by, or sponsored by Oura Health Oy or its affiliates. Any references to Oura Ring are for identification purposes only.

7. Intellectual Property Rights

7.1 Ownership of Analysis

All AI-generated analyses, insights, reports, and content created by SPNsync ("Generated Content") are owned by SPN Health Ltd. However, you may request deletion of your Generated Content at any time by contacting us.

7.2 Service Ownership

All rights, title, and interest in and to the Service, including all software, technology, designs, trademarks, and content (excluding your personal data and Generated Content you request to be deleted), are and will remain the exclusive property of SPN Health Ltd.

7.3 Limited License

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your personal, non-commercial use, subject to these Terms.

7.4 Restrictions

You may not:

Copy, modify, distribute, sell, or lease any part of the Service
Reverse engineer or attempt to extract the source code of the Service
Use the Service for any commercial purpose without our written permission
Remove any copyright, trademark, or other proprietary notices from the Service
Use automated systems (bots, scripts, scrapers) to access the Service

8. User Conduct and Prohibited Activities

8.1 Acceptable Use

You agree to use SPNsync only for lawful purposes and in accordance with these Terms.

8.2 Prohibited Activities

You must NOT:

Provide false, misleading, or inaccurate information
Use the Service to harm, harass, or violate the rights of others
Attempt to gain unauthorised access to any part of the Service
Interfere with or disrupt the Service or servers
Upload or transmit viruses, malware, or other malicious code
Use the Service in any way that could damage, disable, or impair the Service
Violate any applicable laws or regulations

8.3 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately of any unauthorised access to your account.

9. Pricing and Payment Terms

9.1 Current Free Service

SPNsync is currently provided free of charge. You are not required to provide payment information to use the Service.

9.2 Future Pricing Changes

We reserve the right to introduce fees or subscription charges for the Service in the future, particularly if high demand results in substantial operational costs.

9.3 Advance Notice of Charges

If we decide to implement pricing:

We will provide you with at least 30 days' advance written notice via email
You will have the option to discontinue using the Service before any charges take effect
Continued use of the Service after the effective date of pricing changes constitutes acceptance of the new pricing terms

9.4 No Retroactive Charges

We will never charge you retroactively for Service usage that occurred while the Service was offered free of charge.

10. Disclaimer of Warranties

10.1 "AS IS" Provision

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

10.2 No Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

WARRANTIES OF MERCHANTABILITY
FITNESS FOR A PARTICULAR PURPOSE
NON-INFRINGEMENT
ACCURACY, RELIABILITY, OR COMPLETENESS OF CONTENT
UNINTERRUPTED OR ERROR-FREE OPERATION
SECURITY OR FREEDOM FROM VIRUSES

10.3 AI Limitations

The analyses and insights generated by SPNsync rely on machine-learning algorithms that operate autonomously based on available data. These algorithms may produce results that are incomplete, inaccurate, or inconsistent. You acknowledge and agree that such analyses are provided solely for informational purposes and that SPN Health Ltd has no duty to monitor, validate, or verify their accuracy.

You acknowledge that:

AI-generated analysis may contain errors, inaccuracies, or limitations
AI technology is evolving and may not always produce optimal results
The Service's suggestions are based on algorithmic analysis and may not be suitable for your individual circumstances

10.4 Consumer Rights

Nothing in these Terms limits or excludes any statutory rights you may have under the UK Consumer Rights Act 2015 that cannot lawfully be limited or excluded.

11. Limitation of Liability

11.1 Maximum Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SPN HEALTH LTD, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE.

11.2 Specific Exclusions

WE SHALL NOT BE LIABLE FOR:

Any health outcomes, injuries, or adverse effects resulting from your use of or reliance on the Service
Any decisions you make based on the Service's analysis
Errors, inaccuracies, or omissions in the analysis provided
Unauthorised access to or alteration of your data
Service interruptions, technical failures, or data loss
Any third-party content, including Oura Ring data accuracy

11.3 Cap on Liability

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU EXCEED £100 (ONE HUNDRED POUNDS STERLING) OR THE AMOUNT YOU PAID TO US IN THE 12 MONTHS PRECEDING THE CLAIM, WHICHEVER IS GREATER.

11.4 UK Law

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such jurisdictions, our liability will be limited to the maximum extent permitted by law.

11.5 Third-Party Data Accuracy

SPN Health Ltd is not responsible for the accuracy, completeness, or reliability of any third-party data, including data obtained from the Oura Ring or Oura API. You acknowledge that such data may contain errors or omissions beyond our control, and that our analyses are only as accurate as the underlying data provided.

12. Indemnification

You agree to indemnify, defend, and hold harmless SPN Health Ltd, its directors, officers, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, costs, expenses (including reasonable legal fees) arising out of or related to:

Your use or misuse of the Service
Your violation of these Terms
Your violation of any third-party rights, including Oura's terms
Any health decisions or actions you take based on the Service
Any inaccurate or misleading information you provide

13. Termination

13.1 Termination by You

You may stop using the Service at any time and request deletion of your account and data by contacting us.

13.2 Termination by Us

We reserve the right to suspend or terminate your access to the Service at any time, with or without notice, for any reason, including:

Violation of these Terms
Fraudulent, abusive, or illegal activity
Extended periods of inactivity
Technical or security reasons
Discontinuation of the Service

13.3 Effect of Termination

Upon termination:

Your right to access the Service will immediately cease
We will delete your health data within 24 hours (as per our normal data retention policy)
Your personal information (name and email) will be deleted upon request
Provisions that by their nature should survive termination will remain in effect (including Sections 7, 10, 11, 12, and 14)

14. Governing Law and Dispute Resolution

14.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of England and Wales, without regard to conflict of law principles.

14.2 Jurisdiction

You irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter.

14.3 Informal Resolution

Before initiating formal legal proceedings, we encourage you to contact us to seek an informal resolution of any disputes.

14.4 International Use and Data Transfers

(a) Availability: While SPNsync is available internationally, certain features may be restricted in specific jurisdictions based on local law.

(b) Data Transfers: Your data may be transferred to and processed in the United Kingdom and the United States. Specifically:

Application hosting and data storage: Google Cloud Platform servers in London, UK
AI processing: OpenAI and Anthropic services (servers may be located in the United States)
Analytics: PostHog (application usage data only, no health data)

These countries may have data protection laws that differ from those in your jurisdiction.

(c) User Responsibility: If you access the Service from outside the UK, you are responsible for compliance with all local laws, including data protection and healthcare regulations.

(d) US Users: If you are a resident of the United States, you acknowledge that SPNsync is not subject to HIPAA and does not provide HIPAA-compliant services.

(e) EU/EEA Users: For users in the European Union or European Economic Area, we process data in accordance with UK GDPR, which maintains adequacy with EU GDPR standards.

15. General Provisions

15.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and SPN Health Ltd regarding the Service and supersede all prior agreements and understandings.

15.2 Amendments

We reserve the right to modify these Terms at any time. We will notify you of material changes by:

Posting the updated Terms on our website
Sending an email notification to your registered email address
Displaying a prominent notice within the Service

Your continued use of the Service after changes take effect constitutes acceptance of the modified Terms.

15.3 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect.

15.4 No Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

15.5 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign our rights and obligations under these Terms without restriction.

15.6 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including acts of God, natural disasters, war, terrorism, pandemics, government actions, or internet/telecommunications failures.

15.7 Contact Information

For questions, concerns, or requests regarding these Terms or the Service, please contact us at:

SPN Health Ltd
Bartle House
Manchester, M2 3WQ
United Kingdom

Email: jack@spn.health

15.8 Notices

All notices to you will be sent to the email address you provided during registration. You are responsible for keeping your email address current. Notices sent to your registered email address will be deemed delivered 24 hours after sending.

16. Specific GDPR Provisions

16.1 Legal Basis for Processing

We process your personal data under the following legal bases:

Explicit Consent (Article 9 UK GDPR): For processing your health data from your Oura Ring, which constitutes special category data. You provide explicit consent when you create your account and connect your Oura Ring
Consent: For marketing communications and certain analytics
Legitimate Interest: For improving the Service, security, and business operations
Contractual Necessity: For providing the Service you requested, including storing your health data and insights for your access

16.2 Data Controller

SPN Health Ltd is the data controller for the personal data we collect through SPNsync.

16.3 Data Protection Officer

For data protection inquiries, you may contact us using the details provided in Section 15.7.

16.4 Supervisory Authority

You have the right to lodge a complaint with the UK Information Commissioner's Office (ICO) if you believe your data protection rights have been violated:

ICO Website: https://ico.org.uk
ICO Helpline: 0303 123 1113

If you are located outside the UK, you may also have the right to lodge a complaint with your local data protection supervisory authority.

16.5 Automated Decision-Making

The Service uses AI for automated analysis. While this analysis may influence your health decisions, you are always free to disregard the analysis, and we encourage you to consult healthcare professionals for important health decisions.

17. Acknowledgment and Consent

By clicking "I Agree," registering for, or using SPNsync, you acknowledge that:

You have read and understood these Terms in their entirety
You agree to be bound by these Terms
You are at least 18 years of age
You understand that SPNsync does NOT provide medical advice
You will consult healthcare professionals for health-related decisions
You provide explicit consent for the collection, processing, and storage of your health data from your Oura Ring as described in these Terms
You understand that your health data constitutes special category data under UK GDPR and you consent to its processing for the purposes specified in Section 5.1
You consent to receiving product updates and marketing communications via email (you can opt out at any time)
You authorize SPNsync to access your Oura Ring data through Oura's API when you connect your account
You understand that your health data and AI-generated insights will be stored for the duration of your account or until 6 months of inactivity
You understand you can withdraw consent and request deletion of all your data at any time
You understand the Service may introduce charges in the future with advance notice

Last Updated: 10 October 2025

Version: 1.0