Last Updated: January 11, 2022

1. About this Terms of Service

A. At Wellell Group, referring to Wellell Inc. and our affiliates and subsidiaries (collectively, “Wellell” or “we”), we strive to provide everyone with the highest quality of healthcare. Please review these terms of service (“Terms of Service”) carefully as it governs your access and use of Wellell’s SleepWell digital services, including website (SleepWell Track), software (SleepWell Reader), application (SleepWell), and related products and services (collectively, the “Service”).

B. By accessing the Service and selecting to opt-in, you are agreeing to this Terms of Service. In addition, when using particular products or services owned or operated by Wellell, you will be subject to any posted guidelines or rules. All such guidelines and rules are hereby incorporated by reference into this Terms of Service.

C. If you do not agree this Terms of Service, please stop downloading and using this Service immediately.

2. Intended Users

The Service is available to the user who is considered as “adult” according to the applicable laws and who is over specific weight (depending on which products or services you use). If you do not meet these standards or without legal capacity, please stop using this Service immediately. We will not knowingly collect personal information from any child. Similarly, if you discover that your child has been using the Service without your consent, please contact us immediately and we will take reasonable steps to delete the child’s information. You may not provide your access information or the access information of a Child for the benefit of a third party.

3. Not Medical Service or Advice

A. If you use our Service as a patient, you acknowledge and agree that the Service only supports you to easily review and check your treatment condition, and encourage you to actively follow your doctor’s instructions. This Service is not intended to provide medical service or advice, diagnose any disease or conditions, cure, treat, or prevent any disease or conditions. Please contact your hospital or healthcare provider for all medical assistances and treatments.

B. If you use our Service as our partner (including healthcare provider, dealer, and distributor), you acknowledge and agree that the Service only supports you to easily check, record, review and evaluate your customer and/or patient’s treatment condition, related symptoms, and supports you to manage your relationship with customer and provide after services. This Service is not intended to provide medical service or advice, diagnose any disease or conditions, cure, treat, or prevent any disease or conditions.

C. You shall exercise reasonable care when using the Service. Wellell will not be responsible for any error in your interpretation of any information provided by the Service.

4. Internet Transmit and Use of SIM Card

A. You acknowledge and agree that the information and data displayed on the Service may not be the most updated, and may contain faults, mistakes, or errors. If there is any inconsistency between the information or data displayed on the Service and the actual situation you know, please contact your distributor immediately. If you are the distributor or dealer, please contact your supplier immediately.

B. The SIM card with 4G internet connecting function provided with our products shall only be used for our products to connect with the Service, shall only be used for record, transmit treatment data or data functions. You shall follow all our instructions and regulations concerning the use of the SIM card, and you shall not use the SIM card for other purposes. if you fail to comply with them, you shall be responsible for all the losses damages suffered by us.

5. Your Account

To access and use the Service, you might need to complete the account registration process. You acknowledge and agree all the follows:

• (a) You provide us with current, truthful, complete and accurate information;
• (b) Update and maintain the account information anytime in order to maintain its accuracy. If you provide inaccurate, untruthful, false or incomplete information, Wellell has the right to suspended or terminate your account, and refuse your access to part or all of our Service.
• (c) You are responsible for your account to (i) maintain the confidentiality of the account information and password; (ii) any and all activities that occur under the account; and (iii) You should notify us immediately of any known or suspected unauthorized use of your account or breach of security.

6. Privacy, Collection and Transmission of Information

A. Before using our Service, please review our “SleepWell Digital Service - Privacy Policy” to understand how we can make your user experience better by using certain personal information we collect on the products and services provided by Wellell. By using the Service, you agree that Wellell can process and use your information in accordance with our “SleepWell Digital Service - Privacy Policy”.

B. You shall guarantee that all the personal information you collect, process, upload, insert, keep and use by or in the Service are under legal basis. Wellell does not promise the lawfulness, accuracy and completeness of these personal information. If you do not follow this clause, you shall be responsible for all the losses and damages suffered by Wellell.

7. Ownership of Intellectual Property

A. The Service are licensed. All materials provided as part of the Service and by Wellell, including but not limited to data, content, images, graphics, videos, design, data and all other materials contained within are provided by Wellell or its authorized party and are protected by all relevant intellectual property laws, including but not limited to trademark law, patent law, copyright law and trade secret law. Trademarks, service marks, trade names, logos and copyrights within the Service are trademarks and copyrights of Wellell. Without our prior consent, you should not use, copy, reproduce, modify, edit, reform, publish, rent, distribute, display, transmit, express, reverse engineer, broadcast, translate, decompile or disassemble the Service. If you violate any of our intellectual property right, you shall be responsible for all the losses damages suffered by us.

B. You may download and keep the content from this Service for your personal, non-profit and reasonable use, and you should not transmit, distribute or provide it to the public or third party. You shall follow all relevant intellectual property laws when you use the Service. You shall not, directly or indirectly, modify, publish, broadcast, re-sale, reproduce, edit, reform, display or use part or all the contents for profit (including but not limited to advertisement profit).

8. License Grant

A. Wellell grants you the license and right to use the Service subject to this Terms of Service and this license and right is limited, personal, non-exclusive, non-transferable, non-sublicensable and revocable. This license is only for your personal and non-commercial use. You may not:

• (a) distribute or make the Service available for use by others on multiple devices simultaneously;
• (b) copy, modify, decompile, reverse engineer, disassemble, or attempt to derive the source code; or
• (c) circumvent, disable, or otherwise interfere with security-related features of the Service.

B. You acknowledge and promise that the information you upload, transmit, insert, or provide to us are all created by yourself or from lawful authorization. Once you upload, transmit, insert, or provide to us, you hereby grant Wellell a nonexclusive, worldwide, perpetual, irrevocable, unlimited, fully paid-up, transferable, assignable and sub licensable license and right to use, modify, edit, reproduce, broadcast, distribute, display, rent, transmit, express or sublicense the information which you have provided in any manner for all purposes, without providing prior notice to you or obtaining prior consent.

9. Third Party Limitations

The Service may enable access to other services, websites or products provided by third parties (“Third Party Content”). Wellell does not control Third Party Content and it is provided solely as a convenience to you. You acknowledge and agree that Wellell is not responsible for examining or evaluating the content, accuracy, completeness, validity, legality, security, copyright, quality or any other aspect of such Third Party Content. Wellell disclaims all express and implied warranties regarding Third Party Content and does not assume any liability or responsibility to you or any other person for any Third Party Content.

10. User’s Responsibilities and Restrictions

A. You must follow all applicable laws and regulations, including export and re-export control laws, and any policies made available to you as part of the Service. You acknowledge and agree not to misuse the Service in any of the following ways:

• (a) Upload or transmit any information that violates any other party’s intellectual property (including but not limited to trademark laws, copyright laws, patent laws, trade secret laws), reputation, privacy right or other rights;
• (b) Violate confidential obligations derived from laws or contract;
• (c) Intercept or observe any proprietary communications protocol used by the Service, whether through the use of a network analyzer, packet sniffer or other devices;
• (d) Use any type of bot, spider, virus, clock, timer, counter, worm, software lock, Trojan horse, or any other code that is designed to provide a means of unauthorized access to, or distort, delete, damage or disassemble, the Service or other products or services provided by Wellell;
• (e) Commit to trespass or act in a manner that intentionally burdens the Service;
• (f) Use the Service in any manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of Wellell and any other party. You must use reasonable efforts to prevent any unauthorized access to or use of the Service and promptly notify us of any such unauthorized access or use; and
• (g) Commit any activity that violates law or regulation, or commit any activity that Wellell considers inappropriate.

B. This Terms of Service controls the relationship between you and Wellell and does not create any third-party beneficiary rights. A failure by Wellell to exercise, or any delay in exercising, any right or remedy provided under these terms or by law shall not be constitute a waiver of that or any other right or remedy.

11. Interruption or Failure of Service System

This Service may be interrupted or malfunctioned occasionally, and such interruption or malfunction may cause inconvenience to your experience, or cause losses, mistakes or other damages to your information. We strongly suggest you prevent this situation occurs when using this Service. In no event shall Wellell be liable for any losses or damages arising out of or in connection with the use of our Service or cannot use of our Service.

12. Suspension and Termination

A. We reserve the right to change, suspend, remove, disable or terminate your access to the Service at any time without prior notice and without liability or responsibility to you. Any suspension or termination shall not affect your obligations under this Terms of Service, which are intended to survive the suspension or termination of any Service, in part or in whole, to you.

B. You acknowledge and agree that the account of this Service is non-transferable. The account and all the contents and rights derived from the account will be automatically terminated when a company is dissolved, or an individual is dead or has no legal capacity. We have no obligations to maintain or keep that account and the contents in that account.

C. We may suspend or terminate part or all of the Service when one of the following situations occurs and we bear no liability to you for the losses or damages caused:

• (a) The Service is being upgraded; the hardware is under transformation, move, upgrade, or maintenance.
• (b) If you violate any regulations, laws or this Terms of Service.
• (c) The suspension or termination of the Service is caused by force majeure (forces beyond our control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes, epidemic, or acts of God).
• (d) The suspension or termination of the Service is unattributable to us.

13. Security

After you use the Service, you are encouraged to log out and close the Service in order to protect your information from unauthorized access or exposure.

14. Software Updates

Service may be updated automatically from time to time. These updates are designed to improve our products and services to you, which may include bug fixes, enhanced functions and new software.

15. Consent to Receive Notifications

Our Service may have features that send messages or notifications to you, such as reminders or alerts for your use of Wellell’s products and services. You agree to receive such messages and notification in association with your use of the Service.

16. Download software or information

Wellell does not promise and guarantee any software or information you download from our Service or from other services connected through our Service. And in no event shall we be liable for any losses or damages suffered by you or third party arising from or in connection with the download.

17. Warranties and Disclaimers

Wellell does not make any specific promises about the Service or Wellell’s other products or services, including but not limited to, the content, specific functions of the Service, or its reliability, availability, or ability to meet your needs. Wellell provides the Service “as is” and hereby disclaims all express or implied representations, warranties, guaranties, and conditions, including fitness for a particular purpose, title and non-infringement.

18. Limitation of Liability

A. In no event shall Wellell be liable for any personal injury or lost profits, revenues, financial losses or indirect, special, consequential, exemplary, or punitive damages suffered as a result of using, modifying, contributing, copying, distributing, or downloading the materials, however it arises, whether in an action of contract, negligence or other tortious actions, arising out of or in connection with the use or performance of information available from the Service or other Wellell’s products and services.

B. Wellell shall not be liable to you in connection with these terms or the Service.

19. Indemnity

You agree to indemnify, defend and hold harmless Wellell and its respective officers, directors, employees and agents, from and against any and all claims, actions, liabilities, damages, losses, costs, expenses and fees (including attorneys’ fees) arising from or related to your use of the Service or violation of this Terms of Service. If you are using this Service on behalf of another person, you agree and guarantee such person accepts this Terms of Service.

20. Notification

A. The notification of the change of this Terms of Service or other notification required by applicable laws may be made through the Service, SMS, e-mail, mail, text message, our website or other reasonable methods. If you use this Service by the manner that violates this Terms of Service, you may not receive the notification.

B. When you use this Service under our authorization, you are deemed to accept the way that we send the notification to you and you receive the notification.

21. Severability

If any provision in this Terms of Service is held by a court of competent jurisdiction to be unenforceable, such provision shall be modified and interpreted so as to best accomplish the original provision to the fullest extent permitted by law, and remaining provisions of this Terms of Service shall remain in effect.

22. Changes to Terms and Service

A. We may update this Terms of Service from time to time and any changes will be notified to you in reasonable way. The then current terms will apply. Please stop using the Service if you do not accept the then current terms. We encourage you to periodically review this Terms of Service.

B. Wellell reserves the right to modify, temporarily suspend, or permanently terminate the Service any time without notification. You acknowledge and agree Wellell will not be liable for the modification, temporary suspension, and permanent termination.

23. Dispute Resolution

The Terms of Service, and your relationship with Wellell under the Terms of Service, shall be governed by Taiwan (Republic of China) law. You and Wellell agree to submit to the exclusive jurisdiction of the Taiwan New Taipei District Court to resolve any legal matter arising from the Terms.

Last Updated: January 11, 2022

1. Introduction

A. Wellell Group, referring to Wellell Inc. and the affiliates and subsidiaries within this group (collectively, “Wellell” or “we”), respects your privacy and is committed in protecting your personal and medical information. Wellell may collect, process, make use and maintain the information you provide to us through your use of Wellell’s services: SleepWell Track (web service), SleepWell (app), SleepWell Reader (pc software) and internet-connected products (collectively, “Service”). This SleepWell Digital Service - Privacy Policy (“Privacy Policy”) tells you the basic information about personal information you provide to us.

B. If you do not want Wellell to process any of your personal or medical information through the Service, please do not install or use the Service.

2. Information Collection

A. When you use our Service, we may collect and use the information to improve our products and our services to you. We will only collect, process and maintain your personal information where a lawful basis exists, which may fall under one of the following:

• (a) You have given explicit consent to the collection, process, use maintenance of your personal information.
• (b) Collection, processing and use is necessary for the performance of a contract to which you are a party.
• (c) Collection, processing and use is necessary for compliance with a legal obligation of Wellell.
• (d) Personal data may be lawfully processed in the event that the processing is required to protect your vital interest or carried out in the public interest.
• (e) Collection, processing and use is necessary for the purpose of the legitimate interest pursued by us, which does not conflict with any of your fundamental rights and the protection of your personal information.

B. We may supplement the information described above with information we obtained from other sources, including from both online and offline data providers, which we treat as protected personal information. You may also manage your privacy settings through your internet browser.

C. We will not knowingly collect personal information from any person who is not an adult or has no legal capacity.

3. Types of Information We Collect

A. Wellell only collects personal information about you directly from your input and through automated technologies.

B. Data you provide to us when you use our Service:

• (a) Personal Identifiable Information: Such as name, username, title, date of birth, gender address, phone number, E-mail address, height, and weight;
• (b) Medical Information: Such as medical history, medication and prescriptions, usage of medical devices, prior accidents, preconditions, insurance number, records of treatment and your history with Wellell;
• (c) Medical devices related date: Such as type and serial number of our products;
• (d) Information of your healthcare provider and insurance provider;
• (e) Technical Data: Such as internet protocol (IP) address, login and password information, information about your usage of our Service, and information about your device used to access our Service;
• (f) Marketing Data: Such as your preference in receiving marketing information from us;
• (g) Content Data: includes any content or information which you uploaded into our Service; and/or
• (h) Aggregated Data: Such as statistical and demographic data, which may be derived from your Personal Identifiable Information and Technical Data.

C. Data through automated technologies:
When you use our Service, we may collect information about you through technologies automatically which includes cookies. You may configure the Cookie Settings or your browser to block or allow cookies. Please note that if you block cookies, some functions might be affected, and our Service might not perform well.
The following is a detailed information and list of the cookies that we might use on our Service:
●Strictly Necessary Cookies
Strictly necessary cookies are necessary for the basic functional performance and cannot be switched off on our website Cookie Settings or other settings for cookies on our Service. They are set in response to actions made by you when you make a request for services, such as setting your privacy preferences, logging in or filling in forms. Without them, our website, web services or apps cannot function properly when you are browsing.
Cookies used such as:

• (a) ASP.NET_SessionId
• (b) ASPXAUTH
• (c) RequestVerificationToken

4. How We Use Your Personal Information

A. Wellell will only use your personal information in accordance with relevant privacy laws and regulations. We use the information collected to help better understand and improve your experience with Wellell’s Service. We use your information:

• (a) To help you complete a process or transaction and account registration;
• (b) To communicate with you to deliver products and services to you, and to provide ongoing supports and after services;
• (c) To administrate, maintain improve and secure our Service;
• (d) For quality assurances purposes;
• (e) To analyze and/or compile statistics to study and/or develop new Service; and/or
• (f) To contact you for marketing purpose, such as delivering advertisements, promotional messages, notices and other information related to the Service and your interests.

B. We will maintain your Information for as long as it remains necessary for the identified purpose or as required by law, which may extend beyond your use of medical products and services provided by Wellell.

5. User’s Rights

A. With respect to your personal information collected and maintained by Wellell, you may exercise any or all of the following rights:

• (a) The right to request to stop or opt-out from any consent for us to collect, process and use part or all of your information;
• (b) The right to access or export your information;
• (c) The right to correct or update any inaccuracies in your information;
• (d) The right to delete your personal information;
• (e) The right to object to our reliance on our legitimate interests as the basis of our processing of your personal information that may impact your rights; or/and
• (f) The right to complain at any time when you believe your data protection rights have been breached.

B. Since we do not use automated decision tool and method, the right not to be subject to automated decisions (made solely by machines) is not applicable here. You have the right not to provide your information to Wellell. In such a case, the Service may be limited or prohibited because certain information may be necessary for it to function properly.

C. You may contact us to exercise any of the rights and we will respond to your request in accordance with applicable laws.

6. Sharing Your Information

Wellell will not rent or sell your personal information to third parties. We may share your information within our group for the purpose of information collected. We may also share your information to third parties as our contractors. These third parties may have limited access to personal information solely for the purpose of support Wellell in providing you with quality products and services. We will ensure that all relationships Wellell enters into that involve the processing of your personal information are subject to documented contract or any similar document that includes protections required by relevant privacy laws.

7. International Transfers

We may transfer your personal information within Wellell, to our contractors or to our partners, and some of them may be located outside the European Economic Area. We have made safeguards such as encryption or pseudonymisation to ensure that the transfer complies with relevant privacy laws.

8. Changes to Privacy Policy

We will review and update this Privacy Policy from time to time. Your privacy rights under this Privacy Policy will not be reduced without prior notice and explicit consent from you. If we make any substantial changes to this Privacy Policy, we will make that information available by posting a notice or other appropriate measures. We encourage you to review this Privacy Policy frequently.

9. Security

We use reasonable commercial efforts to secure the privacy during the collection, process, use and maintenance of your information. We have implemented procedures to safeguard your information. You are also responsible for protecting the security of your own information and maintaining the security of any computer or devices on which you utilize the Service. If we learn of any security breach, we may notify you electronically so that you can take appropriate measure.

10. Intended User

The Service we provided are only intended to use by adult and over specific weight (depending on which products or service you use). If you do not meet these standards, please do not use or download this Service.

11. How to contact us

For any questions, suggestions or requests about this Privacy Policy, please contact us, any affiliates of Wellell Group, your medical provider or your medical device provider. You can find the contact information on our official website:https://www.wellell.com/. Also, you may contact our Data Protection Officer (DPO): Ned Tseng, Legal department of Wellell Inc., e-mail: ned.tseng@wellell.com.

12. The effectiveness of your consent

By providing your consent, you consent Wellell Group to process your personal and medical information through the Service under this Privacy Policy. Your consent shall remain in effect from the date of giving your consent. You may withdraw your consent at any time by contacting us.