Terms of Service

Introduction

Terms: The following are the general terms and conditions (the “Terms”) which regulate the relationship between you ("you" or "patient") and us and are binding. Please read the Terms carefully before signing up our Services (defined below). If you have any comments or questions on the Terms, or believe there is a mistake in the Terms, please contact us using the contact details provided below.

Who we are: We are Saxonvale Limited (in the process of changing its name to Everwell Digital Healthcare Group Limited) trading as Everwell (“Everwell”, “we” or “us”), a company registered in Ireland with company registration number 778251 and registered office at 20 Harcourt Street, Dublin 2, D02 H364.

Our Doctors: All clinical care components of the Services (as defined below) are provided by medical doctors (“Doctors”). All Everwell Doctors are regulated by, and registered with, the Irish Medical Council (the “IMC”). Details of their registration and qualifications are available on the IMC Website (www.medcialcouncil.ie). Our Doctors adhere to the Guide to Professional Conduct and Ethics for Registered Medical Practitioners and maintain their IMC registration through continuous professional development.

How to contact us: You can contact us by email at hej@joineverwell.se. We monitor this email address Monday to Friday between the hours of 9am – 5pm. In the event of a medical emergency, or if immediate care is required, you should dial 112. For non-emergency medical advice, you can call 1177 (Vårdguiden). You can also contact us by post at 20 Harcourt Street, Dublin 2, D02 H364.

How we will contact you: If we need to contact you, we will do so by the telephone or email address which you provided at the time of completing the Questionnaire (defined below).

Our Services

We are a digital healthcare provider focused on providing treatment options to patients in Sweden who are overweight or obese.

Specifically, we provide remote Doctor consultations both asynchronously (consultations are commenced by completion of an online questionnaire and completed by the reviewing Doctor who may require further information before making a decision on your treatment) and synchronously (conducted by pre-arranged video call), on-going medical care on the same basis, prescriptions for licensed weight loss medication if clinically appropriate and 1:1 coaching provided by our exclusive coaching partner Unislim (collectively, the “Services”).

The Services are remote in nature with no physical component, save that a patient can attend a local Unislim class in Ireland. Everwell is not a pharmacy and does supply, sell, hold or dispense medication of any kind. Please see clause 15 of these Terms for further information on this.

Everwell owns and operates www.joineverwell.se (the “Everwell Website”), the use of which is governed by separate terms of use (the “Terms of Use”). Please read and familiaise yourself with the Terms of Use which are also binding.

Nature of the Everwell Platform: Everwell operates a digital healthcare platform which enables patients to obtain medical consultations from licensed doctors and where appropriate receive prescriptions for weight management treatments. Everwell itself does not provide medical treatment.Everwell acts as a technology platform facilitating communication between patients, doctors and pharmacies. Medical services are provided solely by licensed physicians.

You will need to complete a medical questionnaire (the “Questionnaire”) which will be sent to you after you sign-up. The Questionnaire is designed to elicit responses which will enable our Doctors to determine your suitability for treatment based on your medical history. It is important that the answers provided are true and accurate. Prior to completing the Questionnaire, you will be asked to provide certain important consents and confirmations. If you are unsure of any of the questions, or need any help completing the Questionnaire, please contact hej@joineverwell.se and we will happy to assist you.

At the product selection page on the Everwell Website, you will set up your monthly payment for the Services. Following completion of the Questionnaire, you may have a Doctor consultation to ask some further questions prior to determining your suitability for treatment.

After you have signed up to Everwell, you will receive an email confirming next steps including the need to set up a suitable time for your Doctor Consultation and completion of the Questionnaire.

You will also receive a text message from our identity verification partner, ID-Pal (https://www.id-pal.com/), who will help us confirm your identity. Given the Services are medical in nature, our Doctors need to be fully aware of the identity of the patient they are treating. Please follow the instructions provided in the text message.

At the product selection page, you direct and give your consent for us to send any prescription issued by an Everwell Doctor each month to the Pharmacy (as defined below) for it to be dispensed at the Pharmacy Site (defined below) following which the prescribed medication will be couriered to your home address. This is contingent on the Doctor determining your eligibility for treatment. Your consent and direction is given by pressing the “GET STARTED TODAY” button and proceeding to set up payment. All monthly costs associated with any medication prescribed are payable directly to Everwell and Everwell will pass these costs onto the Pharmacy. Your provision of medication is with the Pharmacy under a separate purchase contact. Everwell is not a pharmacy and does supply, sell, hold or dispense medication of any kind.

The “Pharmacy” means Apotheek Bad Nieuweschans B.V. and the “Pharmacy Site” means Verlengde Hoofdstraat 1D, 9693AB Bad Nieuweschans, the Netherlands. The Pharmacy’s registration number is 57429154. The Pharmacy’s Responsible Pharmacist is Albert René Terpstra (Reg. No. 39048698617). The Pharmacy is an independent third party to Everwell.

Responsibility for Medication, Delivery and Returns:

If you are deemed to be ineligible for treatment, your monthly treatment plan will be cancelled and you will be charged a fixed fee of XXXX kr and refunded the difference within 5-7 working days.

All prescriptions will be valid for one month’s treatment. Every month, you will be asked to submit your current weight, height and new (clothed) pictures of yourself to see and will also be asked certain questions with regard to the treatment. This information will be reviewed by our Doctors to determine your continued eligibility for treatment and if eligible a new prescription will be written and sent to the Pharmacy as your direction and consent to this has already been provided although this can be revoked at any stage. You will also be charged the monthly price for the Services as communicated in line with clause 27 of the Terms, your prescription will be sent to the Pharmacy with your continued direction and consent which is implied by your failure to cancel the subscription.

The Services are provided as-is, as set out on the Everwell website, marketing communications, or as described in any telephone or video calls with you. We may change the Services at any time without giving you prior or express notice of any change.

The Services are only available to individuals aged 18 years or over, who have capacity to make decisions on their own behalf, and are resident in Sweden.

You will not be accepted for treatment if you do not consent to Everwell notifying your local doctor that Services are being provided to you by Everwell and that you are taking weight loss medication. You will also not be accepted for treatment unless you have a local doctor. If you need any further information on this, please do not hesitate to contact hej@joineverwell.se.

You agree not to breach these Terms or any other guidelines that apply to the Services or have been communicated to you by us or breach any laws or regulations.

Everwell is not a local doctor service and as such we do not provide patients with onwards referrals. At most we will recommend that you attend your own local doctor. This is a recommendation and we will write to your local doctor letting them know we have issued a recommendation and the reasons for this. We will not ask your local doctor to arrange appointments for you. It is up to you to arrange this.

In order to supply the Services to you, it may be necessary for you to send us certain information, for example after you have completed the Questionnaire and the Doctor requires further information via secure email. In the event of your failure to provide the requested information within a reasonable time period, or if you give false or inaccurate information, we reserve the right to end our contract with you and shall not be responsible for not supplying all of our Services in full or on time.

In the event that updates to the Services are required from a legal or regulatory perspective, or if there are technical issues required for the delivery of our Services, it may be necessary on occasion to suspend the Services. In such circumstances, we will work with you to determine appropriate next steps.

If our supply of the Services is delayed by an event outside our control, we will not be responsible, but will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay.

Payment, Pricing & Monthly Subscription

The monthly price of the Services will be the monthly price indicated at the treatment selection page of the Everwell Website which is from XXXX kr and may vary based on the dose prescribed. We take all reasonable care to ensure the accuracy of the prices communicated and are available on our website. The first order automatically creates a monthly subscription for the Services. Your payment details will be stored securely and you’ll be charged automatically for each month for the Services. If you want to cancel or change your subscription, you can do so at any time. Your order confirmation emails have links to your order. You can manage your subscription from there.

After the monthly clinical review as set out in clause 18 of the Terms, you will be charged for the Services and the Pharmacy will be sent your prescription at your direction and with your consent. If you want to cancel or change your subscription, you can do so at any time. Your order confirmation emails have links to your order. The Pharmacy will be in touch as outlined in clause 18 of these Terms.

Our Services will be provided on a monthly basis. Components of the Services not availed of by you during the month can not be carried over to the next month. However, if you are continuing to avail of the Services the month following, you will be able to access Services for that month.

Pricing Transparency

Cancellations & Refunds & Returns

If you are deemed to be ineligible for treatment, your monthly treatment plan will be cancelled and you will be charged a fixed fee of XXXX kr and refunded the difference within 5-7 working days.

Refunds will only be paid to the cardholder who made the original payment.

Given the nature of the Services with no physical component, returns are not applicable.

Return of Goods: Where physical goods are supplied (including medication provided via a partner pharmacy), the following applies to consumers resident in Sweden:

Right of Withdrawal

Consumers residing in Sweden have a statutory right of withdrawal in accordance with the following provisions.

Withdrawal Period: You have the right to withdraw from this contract within fourteen (14) days without giving any reason.

Exercising the Right of Withdrawal: To exercise your right of withdrawal you must inform Everwell of your decision at 20 Harcourt Street, Dublin 2, D02 H364, by phone on +353 1 233 9024, or by email at hej@joineverwell.se.

Consequences of Withdrawal: If you withdraw from the contract we will reimburse all payments received from you without undue delay and no later than 14 days after receiving your withdrawal notice.

The reimbursement will be made using the same payment method used for the original transaction.

Loss of Withdrawal Rights: The right of withdrawal may expire early where services have been fully performed at the user's request.

The statutory right of withdrawal does not apply to all products. In particular, the right of withdrawal does not apply to contracts for the delivery of:

Sample cancellation form information

Complaints

If the quality of the Services do not meet expectations, please contact hej@joineverwell.se and a member of the team will be in touch to discuss your concerns.

If you are not satisfied with the healthcare services provided, you may also have the right to contact:

Limitations of Liability

To the maximum extent allowed by applicable law, Everwell, its employees, Doctors, and partner services will not be liable for any of the following types of loss or damage, whether foreseeable, anticipated, or otherwise (including, without limitation): (a) emotional distress or embarrassment; (b) data loss; (c) loss of revenue or expected profits; (d) loss of business; (e) loss of opportunities; (f) loss of goodwill or damage to reputation; (g) any losses incurred by third parties; or (h) any indirect, consequential, special, or exemplary damages arising from the use of the Services.

We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors or for fraud or fraudulent misrepresentation.

To the maximum extent allowed by applicable law, you acknowledge that Everwell makes no representations or warranties regarding the treatment, information, advice, or actions that any person using the Services may rely on or follow.

You disclaim any liability arising from services provided by third-party providers, including those that you contract with directly, including but not limited to, the Pharmacy. Any liability will remain with the respective third-party provider and will not, under any circumstances, be considered the responsibility of Everwell.

We are not liable for business losses. We only supply the Services for private, individual use. If you use the Services for any commercial, business or re-sale purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

The Services do not include or provide for referrals to public healthcare services services, public healthcare service prescriptions, prescribing other medications other those medications related to weight loss, diagnostic tests, physical examinations and reports which require access to full medical records or any blood tests.

We shall not be liable to you for any damages, costs or losses in excess of the cost of the Services paid by you to us.

Limitations of Digital Healthcare Services:

Change of circumstances

If your personal contact details change, please notify us as soon as possible.

There is a continuing obligation on you to provide details of your personal medical situation which the Doctors will consider as part of determining your on-going eligibility for treatment.

Privacy

We recognise that when you give us personal information (which includes health information) you are trusting us to take good care of it. The Privacy Notice sets out how we handle the personal data you may provide to us during the course of providing the Services and completing the Questionnaire.

Medical Information Sharing: By using the Everwell service you acknowledge and consent that medical information you provide may be accessed by the treating physician and shared with the partner pharmacy where necessary to issue and fulfil prescriptions. Everwell may process and store this information for the purposes of providing the healthcare service, coordinating treatment and complying with legal obligations. All medical data is processed in accordance with our Privacy Policy and applicable data protection laws.

Governing Law

The laws of Sweden shall apply, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG). If the customer's habitual residence is in a country other than Sweden, this choice of law shall not apply if it would deprive the customer of the protection afforded by the relevant provisions of the country of residence, from which no derogation by agreement is possible.

The law of the Republic of Ireland applies. This choice of law does not apply to the extent that it deprives the patient of the protection afforded by the relevant provisions of the country of residence, from which no derogation is permitted by agreement.

Other

We may use sub-contractors to provide all or part of the Services. References to “Everwell”, “we” or “us” in these Terms shall include our sub-contractors.

This contract is between you and us. No other person shall have any rights to enforce any of its terms. Neither of us will need to get the agreement of any other person in order to end the contract or make any changes to these terms.

Formation of Contract: Submitting a questionnaire constitutes a request for medical review. A treatment contract is formed only when a physician confirms that treatment is appropriate.

These Terms set out the full details and constitute the entirety of your agreement with Everwell for the Services and supersedes any and all previous agreements, representations and undertakings, whether written or oral. Upon payment to Everwell for the Services, or the commencement of the supply of the Services (whichever happens sooner), you will be deemed to have accepted these Terms. If you do not agree to these Terms, you should not use the Services.

We may change these Terms at any time without providing you with prior or express notice of any such change. You should check these Terms from time to time for any changes. Your continued use of the Services supplied on a monthly basis constitutes your agreement and acceptance to the Terms as may be modified / updated by the changes. you agree to any and all changes made to these Terms.

The provisions of these Terms are severable and if any part of the Terms is found to be unenforceable, the other provisions shall remain fully valid and enforceable.

These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of Ireland. Everwell and you irrevocably agree that the courts of Ireland shall have exclusive jurisdiction to settle any dispute or claim arising out of, or in connection with, these Terms or its subject matter or formation (including non-contractual disputes or claims).

Medication Safety and Adverse Events: Patients must follow all dosage and safety instructions provided by the prescribing physician and the dispensing pharmacy. If you experience unexpected or serious side effects you should immediately stop using the medication and seek medical advice. Patients are encouraged to report adverse reactions to their doctor and to relevant regulatory authorities where applicable.

Account Suspension or Termination: Everwell reserves the right to suspend or terminate user access to the platform where:

Everwell is not obliged to participate in dispute resolution proceedings before a consumer dispute resolution body.

If any provision of these Terms is found to be invalid the remaining provisions shall remain in full force.