These B2B Workplace Licence Terms (the “Terms”) govern access to and use of digital audio recordings, wellbeing resources, hypnotherapy tracks and associated digital content provided by Reedooyoo Ltd.
By signing an Order Form, accepting these Terms as an authorised representative of the Customer, or otherwise confirming an order in writing, the business, company, charity, public authority or other organisation identified in an agreed Order Form or purchase confirmation (the “Customer”) agrees to be bound by these Terms.
In these Terms:
“Authorised User” means a current employee or worker of the Customer who has been allocated an individual account under these Terms. Contractors or other individuals are included only where expressly permitted in the Order Form.
“Fees” means the charges payable by the Customer under the Order Form.
“Licence Term” means the period of access specified in the Order Form.
“Order Form” means the order document, purchase confirmation or invoice specifying the Fees, Licence Term and Seat Limit applicable to the Customer.
“Platform” means the online content-delivery platform designated by Reedooyoo Ltd from time to time, currently LearnWorlds.
“Seat Limit” means the maximum number of Authorised Users specified in the Order Form.
“Services” means the audio recordings, guided tracks, written resources and other digital wellbeing content made available to the Customer under the applicable Order Form.
2.1 Grant of Licence
Subject to payment of the Fees and compliance with these Terms, Reedooyoo Ltd grants the Customer a non-exclusive, non-transferable, non-sublicensable and time-limited licence during the Licence Term to permit its Authorised Users to access and use the Services individually and privately as part of the Customer’s internal workplace wellbeing provision.
2.2 Prohibited Uses
Except as expressly permitted under these Terms, the Customer and its Authorised Users shall not:
play or present any content aloud to a group or audience, including during staff wellbeing sessions, workshops, meetings, training, client sessions or therapy sessions;
resell, rent, lease, sub-license, lend or otherwise provide access to the Services to third parties, clients or non-staff members;
download or extract content except through an offline-access feature expressly enabled by Reedooyoo Ltd within the Platform;
share account credentials or permit another person to use an Authorised User’s account;
bypass, disable or interfere with access controls, technical protections or security measures;
copy, record, edit, adapt, remix, transcribe, translate or create derivative works from any audio or written content; or
use any content, audio files, scripts, transcriptions or voice materials to train, develop, fine-tune, voice-clone or improve an artificial-intelligence, machine-learning or synthetic-voice system.
3.1 Named User Accounts
Access to the Services is granted on a named individual basis.
Each Authorised User must have a unique account set up on the Platform.
Shared logins, generic departmental accounts, including addresses such as hr@company.com, or credential sharing between multiple individuals are strictly prohibited.
3.2 Onboarding Process
The Customer is responsible for providing the names and approved email addresses of the individuals requiring access.
The Customer confirms that it is entitled to provide this information and has given those individuals any privacy information required by applicable law.
Reedooyoo Ltd will arrange for individual account invitations to be issued through the Platform.
The Customer must not provide Reedooyoo Ltd with employee health information, wellbeing information, absence information, reasons for referral or other sensitive information unless expressly requested and lawfully required for a specific purpose.
3.3 Minimum Age
The Services are intended for Authorised Users aged 16 years or over.
The Customer must only submit individuals for access who meet this minimum age requirement.
3.4 Mid-Contract Additions
Additional Authorised Users may be added during the Licence Term up to the Seat Limit.
Where the Seat Limit would be exceeded, access is subject to Reedooyoo Ltd confirming any applicable additional charges or agreeing a written variation to the Order Form.
3.5 Offboarding and Access Revocation
An individual’s right to use the Services ends when they cease to be eligible as an Authorised User.
The Customer must notify Reedooyoo Ltd promptly when an Authorised User leaves the organisation or otherwise ceases to be eligible for access.
The Customer remains responsible for that account until notification is received.
Upon receipt of notification, Reedooyoo Ltd will revoke the departing user’s access.
A vacated seat may be reassigned to a genuine replacement staff member. Seat reassignment must reflect legitimate staffing changes and must not be used to rotate, pool or share access between a larger number of individuals than the Seat Limit permits.
All intellectual property rights in the Services, including audio recordings, scripts, spoken wording, background soundscapes, written guides, bundle structures, content structures, branding, trademarks and website content, are and remain the exclusive property of Reedooyoo Ltd and its licensors.
No title, ownership or intellectual property rights transfer to the Customer or any Authorised User.
5.1 Non-Medical Disclaimer
Reedooyoo Ltd provides self-help and emotional wellbeing resources designed to support personal relaxation, mindset and everyday wellbeing.
The Services do not constitute medical advice, clinical diagnosis, psychotherapy, psychiatric treatment or crisis intervention.
They are not a substitute for professional healthcare or other appropriate professional support.
5.2 Safe Listening Requirements
The Customer agrees to direct all Authorised Users to read and follow Reedooyoo’s Safe Listening Guidance before using the audio tracks.
Authorised Users must never listen to hypnotherapy or deep-relaxation recordings while driving, cycling, operating machinery, supervising children or performing any other task that requires active attention, concentration or rapid physical reaction.
6.1 Third-Party Hosting
The Services are delivered through the Platform designated by Reedooyoo Ltd.
While Reedooyoo Ltd seeks to maintain reliable access, availability depends in part on third-party platform and infrastructure providers.
Reedooyoo Ltd shall not be liable for temporary platform downtime, scheduled maintenance, service interruptions or internet disruptions outside its reasonable control.
6.2 Customer Infrastructure
The Customer and its Authorised Users are responsible for ensuring that they have suitable devices, internet connections and audio playback equipment, including headphones or speakers where appropriate, required to access and use the Services.
7.1 Payment Terms
The Customer shall pay the Fees set out in the Order Form.
Unless otherwise stated in the Order Form, invoices are payable within 30 days of the invoice date.
All Fees are exclusive of Value Added Tax (VAT), which shall be added at the prevailing rate where applicable.
7.2 Non-Payment
If the Customer fails to pay any undisputed Fees by the due date, Reedooyoo Ltd reserves the right, upon written notice, to suspend account access for all Authorised Users until outstanding balances have been paid.
This is without prejudice to any other rights or remedies available to Reedooyoo Ltd, including any interest recoverable under the Late Payment of Commercial Debts (Interest) Act 1998.
8.1 Licence Term
This agreement commences on the Start Date specified in the Order Form and continues for the Licence Term stated there, unless terminated earlier in accordance with these Terms.
Access provided to individual Authorised Users during the Licence Term does not create a separate licence period for those individuals.
8.2 Termination for Material Breach
Either party may terminate this agreement by written notice if the other party:
commits a material breach of these Terms that is incapable of remedy; or
commits a remediable material breach and fails to remedy it within 14 days of receiving written notice requiring it to do so; or
becomes insolvent, enters administration or ceases trading.
8.3 Suspension for Misuse or Security Risk
Reedooyoo Ltd may suspend an individual account, or where reasonably necessary the Customer’s access to the Services, where it reasonably believes that:
account credentials have been shared;
the Services are being copied, extracted, redistributed or otherwise misused;
intellectual property rights are being infringed;
security protections or technical restrictions are being bypassed or interfered with; or
continued access creates a material security, legal or platform-integrity risk.
Where reasonably practicable, Reedooyoo Ltd will notify the Customer of the suspension and the reason for it.
Suspension does not prevent Reedooyoo Ltd from exercising any additional contractual or legal rights arising from the relevant breach.
8.4 Effect of Expiry or Termination
Upon expiry or termination of this agreement, all user accounts provisioned for the Customer’s Authorised Users will be deactivated and all rights to access or use the Services will cease.
Any provisions which by their nature are intended to continue after expiry or termination, including intellectual property, confidentiality-related protections, accrued payment obligations, limitation of liability and governing law, shall continue to apply.
9.1 Compliance with Data Protection Laws
Both parties agree to comply with applicable data protection laws, including the UK GDPR and Data Protection Act 2018.
Each party shall be responsible for meeting the obligations that apply to it in relation to the personal data it processes.
Where the parties’ respective roles require a data-processing agreement or other contractual provisions under applicable data protection law, the parties shall enter into appropriate additional terms.
Further information about how Reedooyoo Ltd handles personal data is set out in its Privacy Policy.
9.2 Employee Privacy Protection
The choice of wellbeing audio tracks made by an Authorised User may reveal or imply information about personal health or emotional wellbeing.
To protect employee privacy:
Reedooyoo Ltd will not provide the Customer with identifiable listening logs, individual track-selection histories or personal usage metrics for individual Authorised Users;
Reedooyoo Ltd will not provide the Customer with information intended to identify or infer the personal wellbeing concerns of an individual Authorised User; and
any engagement or usage information provided to the Customer will be limited to appropriate aggregated organisation-level information, such as overall account activation or engagement levels.
9.3 Optional Communications
Operational communications required to create, secure and administer an Authorised User’s account are separate from optional promotional or wellbeing communications.
Where optional communications are offered, individual Authorised Users will be able to manage their own communication preferences in accordance with applicable law.
10.1 Financial Liability Cap
Subject to Section 10.3, the total aggregate financial liability of Reedooyoo Ltd to the Customer arising out of or in connection with this agreement, whether in contract, tort including negligence, breach of statutory duty or otherwise, shall be limited to 100% of the total Fees paid or payable by the Customer under the relevant Order Form in the 12 months preceding the event giving rise to the claim.
10.2 Excluded Losses
Subject to Section 10.3, Reedooyoo Ltd shall not be liable to the Customer for:
indirect or consequential loss;
loss of profit;
loss of business;
loss of goodwill; or
loss of anticipated savings.
10.3 Statutory Uncapped Liabilities
Nothing in these Terms excludes or limits the liability of either party for:
death or personal injury caused by negligence;
fraud or fraudulent misrepresentation; or
any other liability that cannot lawfully be limited or excluded under English law.
Entire Agreement
These Terms, together with the applicable Order Form and any other documents expressly incorporated into it, constitute the entire agreement between the parties regarding the Customer’s B2B licence to use the Services.
Force Majeure
Neither party shall be in breach of this agreement or liable for delay or failure to perform its obligations where that delay or failure results from circumstances beyond its reasonable control.
Severability
If any provision of these Terms is held to be invalid, unlawful or unenforceable, that provision shall be treated as modified to the minimum extent necessary, and the remaining provisions shall continue in full force and effect.
Third-Party Rights
A person who is not a party to this agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms.
Changes to these Terms
The version of these Terms incorporated into the Customer’s Order Form or otherwise accepted at the start of the applicable Licence Term will govern that Licence Term.
Reedooyoo Ltd may update the version of these Terms published on its website from time to time.
A material change to the published Terms will not retrospectively alter an existing Customer agreement during its current Licence Term unless:
the change is agreed by the parties in writing; or
the change is reasonably required to comply with applicable law or regulation.
Any updated Terms may apply to a subsequent renewal Licence Term where the Customer is informed of the applicable version before renewal.
Reedooyoo Ltd
Company Registration Number: 17223146
Registered Office: International House, 64 Nile Street, London, N1 7SR
Email: hello@reedooyoo.com
Website: reedooyoo.com
