Terms & Conditions

Effective Date: 19th November 2025

IMPORTANT NOTICE

You must read these Terms and Conditions carefully before using the Sheba Platform. By accessing or using our website, mobile application or any associated services, you confirm that you have read, understood and agree to be bound by these Terms and Conditions in their entirety.

If you do not agree to these Terms and Conditions, you must not access or use the Platform or the Services.

These Terms contain important provisions relating to limitations of liability and dispute resolution which may affect your legal rights.

1. DEFINITIONS AND INTERPRETATION

1.1 Definitions

In these Terms and Conditions (the “Terms”), unless the context otherwise requires, the following definitions apply:

  • “Agreement” means these Terms together with any supplementary terms, policies and notices that are referenced in these Terms.
  • “Applicable Law” means all applicable laws, statutes, regulations, codes of practice, guidance notes and other legal requirements in force from time to time in the United Kingdom.
  • “Clinical Services” means regulated healthcare activities, including but not limited to medical assessments, clinical consultations, diagnostic services and the authorisation of prescriptions, provided by Prescribers engaged by the Company.
  • “Company”, “we”, “us” or “our” means Sora Health Limited (trading as Sheba), a company incorporated in England and Wales with company number [insert number], whose registered office is at [insert full address].
  • “Content” means all text, graphics, images, music, software, audio, video, information or other materials made available on or through the Platform.
  • “Intellectual Property Rights” means all intellectual property rights worldwide, including without limitation patents, trade marks, service marks, design rights, database rights, copyright, know-how, trade secrets and all applications for any of the foregoing.
  • “Personal Data” has the meaning given to it in the UK General Data Protection Regulation (UK GDPR).
  • “Pharmacy Partner” means Bolt Pharmacy, a UK-registered pharmacy which provides pharmacy services including dispensing and delivery of prescription medications and which operates the prescribing and dispensing platform used in connection with the Services.
  • “Platform” means the Sheba digital platform, which is accessible via www.joinsheba.com and any associated mobile applications.
  • “Prescriber” means a doctor or other healthcare professional who is lawfully authorised to issue private prescriptions in the United Kingdom and who is engaged or instructed by the Company to provide Clinical Services using the Pharmacy Partner’s prescribing platform.
  • “Services” means all services that are provided through the Platform, including both Clinical Services and Support Services.
  • “Support Services” means the non-clinical services that are provided directly by the Company, including digital coaching, educational content, community features, subscription management, administrative processing and platform access.
  • “User”, “you” or “your” means any individual who accesses or uses the Platform or Services.

1.2 Interpretation

For the purposes of these Terms, the following rules of interpretation apply:

  • Words importing the singular include the plural and words importing the plural include the singular.
  • Words importing any gender include every gender.
  • References to statutes or statutory provisions include any subordinate legislation made under them, and any such statutes, provisions or subordinate legislation are to be construed as references to those statutes or provisions as amended, modified or re-enacted from time to time.
  • Headings are inserted for convenience only and do not affect the interpretation of these Terms.
  • Any phrase that is introduced by the terms “including”, “include”, “in particular” or any similar expression is to be construed as illustrative and does not limit the sense of the words preceding those terms.

2. ACCEPTANCE OF TERMS

2.1 Binding Agreement

When you access, browse or use the Platform or Services in any way, including by visiting or browsing the Platform, registering for an account or using any Service, you agree to be bound by these Terms and by all Applicable Laws and regulations, and you agree that you are responsible for compliance with any applicable local laws.

2.2 Capacity and Authority

By agreeing to these Terms, you represent and warrant that you have the legal capacity to enter into a binding agreement.

You also represent and warrant that you are not prohibited from receiving the Services under the laws of the United Kingdom or any other applicable jurisdiction.

You further represent and warrant that you will use the Services only for lawful purposes and in accordance with these Terms.

2.3 Amendments to Terms

We reserve the right, at our sole discretion, to modify, alter or update these Terms at any time.

Any such modifications, alterations or updates take effect immediately upon being posted on the Platform.

If you continue to use the Services after revised Terms have been posted, you will be deemed to have accepted those changes.

3. DESCRIPTION OF SERVICES

3.1 Overview of Service Provision

The Services comprise a digital health platform that brings together regulated and non-regulated service components, including Clinical Services provided by Prescribers and pharmacy services provided by the Pharmacy Partner.

3.1.1 Services Provided by Sheba (Sora Health Limited)

The Company:

  • provides Support Services;
  • develops, maintains and provides the digital platform and user interface, which constitutes the platform infrastructure;
  • undertakes the administrative processing of prescriptions once a Prescriber has authorised them;
  • provides behavioural guidance and lifestyle support programmes as part of its digital coaching services;
  • produces and makes available health information, treatment guidance and wellness content as educational resources;
  • provides community features, which may include forums, support groups and tools that enable peer interaction;
  • provides non-clinical customer service and technical assistance as part of its customer support function;
  • administers user registration, subscription arrangements and billing services as part of account management;
  • provides non-clinical monitoring tools and progress visualisation as part of its progress tracking services; and
  • provides messaging systems and notification services which enable communication in connection with the Services.

Clinical Services are provided by Prescribers engaged by the Company, who act independently in the exercise of their professional judgement.

3.1.2 Services Provided by Prescribers

Prescribers engaged by the Company:

  • provide Clinical Services, including clinical assessments and consultations, in accordance with their professional obligations and regulatory requirements;
  • provide clinical assessments, which may include comprehensive medical evaluations and health screenings;
  • provide medical consultations, which may take place synchronously or asynchronously between you and a Prescriber;
  • determine your clinical eligibility and assess your suitability for specific treatments;
  • make clinical decisions regarding the authorisation of prescriptions and are responsible for prescription authorisation using the Pharmacy Partner’s prescribing platform;
  • provide clinical monitoring and are responsible for ongoing medical supervision and safety monitoring where treatment is approved;
  • respond to reported side effects or complications and provide adverse event management;
  • arrange and interpret laboratory testing as part of diagnostic coordination where this is clinically indicated;
  • maintain clinical standards and regulatory compliance and are responsible for clinical governance in relation to the Clinical Services they provide; and
  • document all clinical interactions and decisions and are responsible for medical record keeping in respect of those interactions.

3.1.3 Services Provided by Bolt Pharmacy (Pharmacy Partner)

Bolt Pharmacy, acting as the Pharmacy Partner:

  • provides pharmacy services including verification of prescriptions and dispensing of medication;
  • operates the prescribing and dispensing platform used by Prescribers to authorise prescriptions;
  • is responsible for medication storage and quality control;
  • provides pharmaceutical counselling where this is required;
  • securely packages medications and organises their delivery; and
  • manages controlled drug requirements where this is applicable.

3.2 Service Limitations

You acknowledge and agree that:

  • the Platform does not provide emergency medical services;
  • the Services do not replace in-person medical care where in-person care is clinically indicated;
  • digital health services have inherent limitations when compared with traditional face-to-face healthcare delivery;
  • the Company, in its capacity as platform and Support Services provider, does not itself give medical advice; and
  • all medical advice and clinical decision-making are provided by Prescribers acting in a professional capacity, and not by the Company’s non-clinical staff.

4. CONTRACT FORMATION AND SERVICE PROVISION

4.1 Contract Formation

A binding contract between you and the Company is created only when both of the following conditions are satisfied:

  1. You submit an order through the Platform and successfully complete payment; and
  2. A Prescriber engaged by the Company, using the Pharmacy Partner’s prescribing platform, reviews your information and confirms that you are clinically suitable for the requested medication and authorises a prescription (where clinically appropriate).

Until a Prescriber has confirmed your clinical suitability and authorised a prescription, neither the Company nor the Pharmacy Partner has any obligation to provide medication or to complete your order.

4.2 How We Will Provide the Service

4.2.1 Platform Services

Sheba, acting through Sora Health Limited, provides a digital platform that you can use to:

  • create and manage your account;
  • submit information so that your clinical suitability can be screened by a Prescriber;
  • make payments for Services;
  • receive non-clinical customer support;
  • access educational and behavioural content that we make available; and
  • place orders for prescription medication, subject always to clinical approval by a Prescriber.

4.2.2 Order Processing

Once you have submitted your information, the Company securely makes your details available to a Prescriber via the Pharmacy Partner’s prescribing platform.

The Prescriber reviews your information and determines whether medication is clinically appropriate.

The Company notifies you of the outcome after the Prescriber has completed the clinical assessment.

Where your order has been clinically approved and a prescription has been authorised, the Company facilitates the order fulfilment process with the Pharmacy Partner.

4.2.3 Pharmacy Responsibilities

Bolt Pharmacy:

  • is responsible for verifying prescriptions authorised by Prescribers;
  • is responsible for conducting dispensing-related safety checks;
  • is responsible for deciding whether medication can be supplied in accordance with pharmacy and medicines regulations;
  • is responsible for dispensing and shipping medication; and
  • is responsible for meeting all legal and regulatory obligations relating to pharmacy practice, storage, dispensing and delivery of medication.

The Company does not control or perform the physical dispensing of medication, does not store medicines and is not responsible for the operation of postal or courier services used by the Pharmacy Partner.

4.3 Clinical Autonomy

All clinical decisions, including any decision as to whether a prescription can be authorised or medication supplied, are made exclusively by Prescribers engaged by the Company, acting via the Pharmacy Partner’s prescribing platform.

The Company cannot and does not guarantee that medication will be prescribed, even after payment has been made.

Each Prescriber is entitled to refuse to authorise a prescription where the Prescriber considers that prescribing would be unsafe, inappropriate or not in your best interests.

4.4 Use of Your Information for Prescription Fulfilment

In order to assess whether medication can be supplied safely, we securely transmit or make available your questionnaire data and any other relevant information to Prescribers and to the Pharmacy Partner using encrypted systems.

Prescribers and the Pharmacy Partner use this information solely for suitability screening, safety checks, prescription authorisation, dispensing, delivery and statutory pharmacy and clinical record keeping.

The Company does not interfere with or override any clinical assessment or prescribing decision made by a Prescriber.

5. DELIVERY AND FULFILMENT

5.1 Dispensing and Delivery Responsibility

All prescription medicines are dispensed, packaged and shipped by Bolt Pharmacy.

Bolt Pharmacy is responsible for ensuring the accuracy of dispensing, for medicine safety and quality control, and for ensuring that medicines are supplied lawfully and in accordance with all relevant regulations and professional standards.

Bolt Pharmacy is also responsible for cold-chain handling where cold-chain handling is required and for arranging courier despatch and fulfilment.

The Company is not responsible for delays or issues relating to pharmaceutical dispensing or postal or courier delivery once an order has been accepted for dispensing by Bolt Pharmacy.

5.2 Delivery Process

Bolt Pharmacy dispenses and ships all prescription medication solely through its registered pharmacy premises.

Any delivery times that are shown during checkout are estimates only. Exact delivery times depend on Bolt Pharmacy’s dispensing schedule, on the courier’s delivery times, on stock availability and on the timescales required for clinical review.

5.3 Your Delivery Obligations

You are responsible for:

  • ensuring that the delivery address you provide is accurate and complete;
  • ensuring that someone is available to receive the delivery where the courier requires a recipient;
  • following any courier or pharmacy instructions, including instructions relating to the handling of temperature-sensitive items;
  • understanding that cold-chain medications (including GLP-1 receptor agonists) generally cannot be left in a “safe place” or with neighbours and usually require direct receipt or specific courier arrangements; and
  • checking the package when it is received and identifying any obvious damage.

5.4 Delivery Delays

The Company is not responsible for any delay that is caused by postal or courier services, by adverse weather conditions, by customs or regulatory checks, by incorrect address information or by any other event that is outside our reasonable control.

5.5 Loss or Damage in Transit

The risk of loss of or damage to medication passes to you once Bolt Pharmacy has despatched the item to the address you provided, subject to any replacement or refund that may be available under clause 10.11.

If a parcel is lost or damaged in transit, you must notify Bolt Pharmacy or the courier as soon as reasonably possible and follow any instructions they provide. You may be asked to provide evidence or photographs that show the damage. You must make any claim relating to damage or loss within the time limits specified by the courier.

5.6 Non-Returnable Items

Medication cannot usually be returned or refunded if the packaging has been opened, if the item has been tampered with, if the medication has been stored incorrectly or if legal or regulatory requirements prohibit the return of medication.

Prescription-only medicines cannot be reused or returned into stock and therefore cannot generally be refunded once dispensed, except where this is required by law or expressly provided for in clause 10.

The Company is not responsible for any damage that results from improper storage after delivery, for any loss that occurs after the courier confirms that the item has been delivered, for any theft that occurs at your property or for delays that are caused by courier or postal disruptions.

6. ELIGIBILITY AND REGISTRATION

6.1 Eligibility Criteria

To be eligible to use the Services, you must:

  • be at least eighteen (18) years of age;
  • be a legal resident of the United Kingdom;
  • have a valid UK address for the delivery of medications;
  • have the mental capacity to consent to medical treatment;
  • not be subject to any legal restriction that would prohibit your use of the Services; and
  • not use the Services on behalf of any other person.

6.2 Registration Requirements

To access certain Services, you must complete the registration process. You must:

  • provide accurate, current and complete registration information;
  • maintain your registration information and update it promptly if it changes;
  • safeguard your account credentials; and
  • accept responsibility for all activities that take place under your account.

You must notify us immediately if you become aware of any unauthorised use of your account.

6.3 Verification of Information

The Company reserves the right to:

  • verify the accuracy of the information that you provide during registration;
  • request additional documentation so that your identity or your eligibility can be confirmed; and
  • refuse registration or terminate access if you fail to provide accurate information or fail to provide requested documentation.

6.4 Account Security

You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

You must notify us immediately if you become aware of any security breach or unauthorised use of your account and ensure that you log out of your account at the end of each session if you access the Platform from a shared device.

7. CLINICAL SERVICES AND MEDICAL DISCLAIMER

7.1 Nature of Clinical Services

All Clinical Services are provided exclusively by qualified healthcare professionals (Prescribers) engaged by the Company.

Prescribers act independently in the exercise of their professional judgement and are responsible for complying with their professional, ethical and regulatory obligations.

7.2 Clinical Assessment Process

The clinical assessment process may involve:

  • the completion of comprehensive medical questionnaires by you;
  • the review of your information by Prescribers;
  • additional diagnostic testing where this is clinically required;
  • a clinical decision regarding whether treatment is suitable for you; and
  • ongoing monitoring where treatment has been approved.

7.3 Your Clinical Obligations

In relation to Clinical Services, you must:

  • provide complete and accurate medical information;
  • disclose all current medications and supplements that you are taking;
  • report any allergies or previous adverse reactions;
  • inform the Prescriber of any change in your health status;
  • follow all clinical advice and treatment instructions that you are given;
  • attend any required follow-up assessments where these are arranged; and
  • report any adverse effects as soon as reasonably possible.

7.4 Prescription Medications

Where prescription medication is clinically appropriate for you, prescriptions are authorised solely at the discretion of Prescribers.

You must read and make sure that you understand all medication information that is provided to you, use medications strictly in accordance with the prescribing instructions, not share prescription medication with any other person and ensure the safe storage and disposal of medications.

7.5 Specific Risks of GLP-1 Receptor Agonists

If you are prescribed GLP-1 receptor agonist medications, you acknowledge that you are aware of potential risks, which include:

  • common side effects such as nausea, vomiting, diarrhoea, constipation and abdominal pain;
  • serious risks, which include pancreatitis, gallbladder disease and kidney problems;
  • a risk of hypoglycaemia, particularly if you are also taking other diabetes medications;
  • injection site reactions and allergic responses;
  • the fact that GLP-1 receptor agonists are contraindicated during pregnancy and breastfeeding; and
  • the possibility that GLP-1 receptor agonists may interact with other medications.

8. TELEMEDICINE AND REMOTE CARE

8.1 Nature of Telemedicine Services

Clinical consultations may be conducted remotely through video consultations, telephone consultations, asynchronous message-based consultations or reviews of digital questionnaires.

8.2 Limitations of Remote Care

You acknowledge that:

  • telemedicine relies on the accuracy and completeness of the information that you provide;
  • telemedicine consultations cannot include a full physical examination;
  • telemedicine may not identify all medical conditions;
  • telemedicine is not appropriate for emergencies; and
  • you may be referred for in-person care where this is clinically required.

8.3 Technical Requirements

You are responsible for:

  • ensuring that you have adequate internet connectivity to participate in remote consultations;
  • ensuring that you have devices and software that are compatible with the Platform;
  • ensuring that you have a private and secure environment for remote consultations; and
  • protecting your own privacy during remote consultations.

9. EMERGENCY MEDICAL SITUATIONS

9.1 Not for Emergency Use

You acknowledge that the Services are not suitable for medical emergencies, urgent conditions or situations that require immediate clinical attention and that the Platform and Services do not provide emergency medical care or urgent clinical advice.

9.2 Emergency Protocol

If you experience severe symptoms, sudden illness or any of the circumstances listed below, you must immediately contact emergency services.

These circumstances include chest pain or pressure, difficulty breathing or severe shortness of breath, severe abdominal pain, sudden weakness or numbness, loss of consciousness, severe allergic reactions, thoughts of self-harm or suicide, feeling unwell after taking medication and any condition that you believe requires immediate medical attention.

In an emergency you must immediately call 999, attend the nearest Accident and Emergency department and seek immediate in-person medical care.

9.3 Urgent Medical Situations

If you have an urgent but non-emergency medical concern, you should contact NHS 111 or your GP surgery.

10. FEES, PAYMENTS AND REFUNDS

10.1 Price and Payment

Prices for products and services are stated on the Platform and may change from time to time.

All prices include VAT where VAT is applicable.

Payment is taken at the time you place your order and payment is processed using CorePay, Stripe or another payment method that we make available.

By making a payment, you authorise the Company to charge your chosen payment method, to verify and validate your payment details and to process the transaction through our payment partners.

10.2 What Payment Covers

Payments made through the Platform may cover:

  • clinical assessment fees;
  • platform access and administrative costs;
  • educational and support services; and
  • the cost of medication and pharmacy dispensing fees, where applicable.

The precise components included in your payment will be set out on the Platform at the point of purchase.

10.3 Payment Authorisation

You represent and warrant that:

  • you have the legal right to use any payment method that you provide;
  • the payment information you provide is true, accurate and complete; and
  • you are authorised to incur charges in the amounts shown at the time of your transaction.

10.4 No Guarantee of Prescription

Payment does not guarantee that you will be prescribed medication.

All prescribing decisions are made exclusively by Prescribers in accordance with their clinical judgement and regulatory obligations.

If a Prescriber determines that medication is not clinically appropriate, the Company remains responsible for issuing any applicable refund in accordance with this clause 10.

10.5 Non-Refundable Services

Certain services become non-refundable once they have commenced or been delivered. In particular:

  • clinical assessments become non-refundable once a Prescriber has begun reviewing your information;
  • administrative and platform services become non-refundable once they have been performed; and
  • digital content becomes non-refundable once you have accessed it.

These services cannot be refunded because they are provided immediately after payment or are irrevocably consumed once delivered.

10.6 Refunds Where Medication Is Not Prescribed

If a Prescriber determines that medication is clinically unsuitable for you, you may be eligible for a partial refund.

The Company may deduct the assessment fee and any reasonable administrative charges which cover the clinical evaluation and processing already undertaken.

Any partial refund will only be issued after a Prescriber has confirmed that a prescription will not be authorised.

10.7 Refunds for Technical Issues

You may be eligible for a refund if you are unable to access the Platform due to a verified technical fault caused by the Company.

You must notify us promptly so that the issue can be investigated.

Technical issues arising from your device, your internet connection or third-party services outside the Company’s control will not qualify for a refund.

10.8 Refunds for Duplicate Payments

You may request a refund if you accidentally make a duplicate payment. You must provide evidence of the duplicate charge.

We will issue the refund once the payment processor confirms that a duplicate transaction has occurred.

10.9 Refunds for Medication

Prescription medication cannot be refunded once it has been dispensed or prepared for despatch by Bolt Pharmacy, except where a refund is required by law.

This restriction applies because prescription medications cannot legally be returned to stock or resold, even if unopened.

The Company cannot issue a refund for medication that has been dispensed or prepared for despatch, unless expressly provided otherwise in these Terms or required by Applicable Law.

10.10 Cold-Chain Medication

Cold-chain medications, including GLP-1 receptor agonists, require strict temperature control throughout storage and delivery.

Cold-chain medication cannot be refunded once it has been dispensed because its temperature integrity cannot be guaranteed after release from the pharmacy.

The Company cannot refund cold-chain medication that is returned due to missed delivery or that becomes spoiled because you were unavailable to receive it or failed to follow delivery instructions.

10.11 Failed or Delayed Deliveries

If medication is lost or damaged in transit, Bolt Pharmacy will investigate the incident with the courier.

We will arrange a replacement or issue a refund only if Bolt Pharmacy confirms that the medication is unusable and that replacement is clinically and legally permissible.

The Company is not responsible for failed or delayed deliveries caused by incorrect address information, your unavailability, refusal to accept a delivery or events outside the reasonable control of the Company or the Pharmacy Partner.

10.12 Cancellations Before Clinical Assessment

You may request cancellation before a Prescriber has begun the clinical assessment.

If the Prescriber confirms that clinical review has not yet started, you may be eligible for a refund of the relevant charges.

A refund cannot be issued once a Prescriber has initiated the clinical assessment in relation to your order.

10.13 Refund Request Process

You must submit any refund request in writing within fourteen (14) days of the relevant transaction.

Your request must include your name, your order number, the reason for your request and any supporting evidence that we reasonably require.

We will review your request in accordance with this clause 10 and will respond within a reasonable timeframe. Where necessary, we may obtain confirmation from a Prescriber or from Bolt Pharmacy before processing the refund.

10.14 Chargebacks

If you initiate a chargeback without first contacting us to attempt to resolve the issue, we may suspend or terminate your access to the Platform.

You must not pursue a chargeback for any payment that falls within the non-refundable categories set out in these Terms.

10.15 Processing of Refunds

We will process approved refunds using the same payment method used for the original transaction, unless we agree otherwise with you.

Refunds will be issued within a reasonable period of time, although the timeframe for funds to appear in your account may depend on your bank or payment provider.

We are not responsible for processing delays caused by financial institutions or payment processors.

10.16 Changes to this Refund Policy

We may update or amend the refund provisions in this clause 10 from time to time. Any changes will take effect immediately once they are published on the Platform.

Your continued use of the Platform after any update constitutes acceptance of the revised refund provisions.

11. INTELLECTUAL PROPERTY RIGHTS

11.1 Ownership

All Intellectual Property Rights in the Platform and in its Content are owned by the Company or are licensed to the Company. These rights include software, code and algorithms, text, graphics and images, audio and video content, trade marks and logos, database rights and design rights and layout.

11.2 Limited Licence

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable and revocable licence to access and use the Platform for your own personal and non-commercial purposes.

We also grant you a limited licence to download and print Content for your personal reference. You may share Content only through functionality that is provided on the Platform for that purpose.

11.3 Restrictions

You must not:

  • copy, modify or create derivative works from any Content;
  • reverse engineer, decompile or disassemble any software used on or in connection with the Platform;
  • remove, obscure or alter any copyright notice or other proprietary notice that appears on the Platform or on any Content;
  • use any Content for commercial purposes without our prior written consent;
  • systematically download, harvest or scrape Content from the Platform;
  • use automated systems to access the Platform, including bots or scrapers, unless we have given you our prior written permission; or
  • attempt to gain unauthorised access to any part of the Platform, to any account or to any systems connected to the Platform.

11.4 User-Generated Content

If you submit any content to the Platform, you retain ownership of your content.

By submitting content, you grant us a worldwide, non-exclusive, royalty-free licence to use, display, reproduce, modify and distribute that content in connection with the operation and promotion of the Platform and the Services.

You warrant that you have all rights necessary to grant this licence.

You agree that we may moderate, edit or remove content in our discretion where we consider that it is inappropriate, unlawful or in breach of these Terms.

12. DATA PROTECTION AND PRIVACY

12.1 Data Processing

We process Personal Data in accordance with the UK General Data Protection Regulation, the Data Protection Act 2018 and our Privacy Policy, which is available at [insert link].

12.2 Data Controllers and Processors

Without prejudice to the detailed information in our Privacy Policy:

  • the Company acts as a data controller in respect of account data, platform usage data, support data and, where applicable, clinical data processed in connection with Clinical Services provided by Prescribers engaged by the Company;
  • Bolt Pharmacy acts as a data controller in respect of prescription and dispensing data;
  • our laboratory partners act as data controllers in respect of diagnostic testing data; and
  • some suppliers may act as data processors on our behalf in accordance with written agreements that comply with data protection law.

12.3 Data Sharing

We may share your data:

  • with Prescribers for the purpose of providing Clinical Services to you;
  • with the Pharmacy Partner for the purpose of dispensing and delivering medication;
  • with laboratory partners for diagnostic testing;
  • with payment processors to process your transactions;
  • with service providers that support the operation of the Platform; and
  • with regulatory or legal authorities where we are required to do so by law.

12.4 Data Security

We implement appropriate technical and organisational measures to protect Personal Data against unauthorised or unlawful processing and against accidental loss, destruction, damage, unauthorised disclosure or unauthorised access.

12.5 Your Data Rights

You have the right, in accordance with data protection law, to:

  • request access to your Personal Data;
  • request the correction of any inaccurate Personal Data;
  • request the erasure of certain Personal Data in circumstances where this is permitted by law;
  • object to or request restriction of certain types of processing;
  • request that certain Personal Data is provided to you or to another controller in a machine-readable format where this is technically feasible (data portability); and
  • lodge a complaint with the Information Commissioner’s Office if you are concerned about the way your Personal Data is being handled.

13. COMMUNICATIONS

13.1 Written Communications

By using our Services, you agree that we may send notices, confirmations, prescription updates and other important information electronically.

We may send such communications by email to the email address that you have registered, by text message to your registered mobile number, by notifications within the website or mobile application or by system messages sent by the Pharmacy Partner in relation to your prescription.

13.2 Electronic Communications Consent

You agree that:

  • all electronic communications satisfy any legal requirement that communications be in writing;
  • electronic communications are deemed to be received at the time they are transmitted unless we receive a delivery failure notice; and
  • electronic communications constitute valid and binding communications between you and us.

13.3 Your Communication Obligations

You must:

  • ensure that your email address is correct, up to date and regularly monitored;
  • ensure that your mobile number is accurate and active;
  • ensure that our emails are not blocked by spam filters or similar tools; and
  • regularly check for communications from us and from our partners.

13.4 Important Notices

We may use electronic communications to send:

  • service updates and changes;
  • safety alerts and recall notices;
  • clinical follow-up requirements;
  • account and billing information; and
  • legal notices and updates to these Terms.

14. NO GUARANTEE OF RESULTS

14.1 Individual Results Vary

You acknowledge that, although medication and associated programmes may support weight management or other health outcomes, individual responses vary significantly. We do not guarantee:

  • any specific weight-loss outcome;
  • any specific rate of progress;
  • improvements in biomarkers or any specific changes in symptoms;
  • any lifestyle or fitness outcomes; or
  • any particular health improvement.

14.2 Factors Affecting Outcomes

Your progress depends on a range of personal factors. These factors include, without limitation:

  • how closely you adhere to treatment plans;
  • your lifestyle choices and behaviours;
  • your medical history and comorbidities;
  • your physiology and metabolism;
  • any relevant genetic factors;
  • any concurrent medications; and
  • your diet and exercise habits.

14.3 Disclaimers Regarding Treatment

You acknowledge that:

  • medication is not a substitute for a healthy diet, regular exercise or wider lifestyle changes;
  • results cannot be predicted or guaranteed for any individual;
  • some individuals may not respond to treatment;
  • weight regain may occur after medication is discontinued; and
  • behavioural support may improve outcomes but does not guarantee any specific result.

15. PROHIBITED USES

15.1 Prohibited Activities

You must not use the Platform or Services:

  • in any way that breaches Applicable Law or regulation;
  • in any way that infringes any Intellectual Property Rights;
  • to transmit content that is harmful, offensive or illegal;
  • to impersonate any person or entity or misrepresent your affiliation with any person or entity;
  • to interfere with or disrupt the operation of the Platform or the servers or networks that support it;
  • to attempt to gain unauthorised access to the Platform, to user accounts or to any systems or networks;
  • to introduce viruses, malware or other malicious code to the Platform;
  • to engage in fraudulent or deceptive practices;
  • to harvest, collect or use information about other users except as permitted by law and by these Terms; or
  • for any commercial purpose unless we have given you our prior written permission.

15.2 Consequences of Breach

If you breach these prohibited use provisions, we may:

  • immediately terminate or suspend your access to the Platform and Services;
  • take legal action to recover damages and seek other remedies;
  • report your activities to relevant authorities where this is appropriate; and
  • disclose information to affected third parties where this is necessary to protect their rights or safety.

16. DISCLAIMERS

16.1 Service Disclaimer

We provide the Services on an “as is” and “as available” basis and we do not make any warranties of any kind, whether express, implied, statutory or otherwise, except where such warranties cannot be excluded by law.

16.2 Medical Disclaimer

The Company does not itself provide medical advice through its non-clinical staff, and does not provide Clinical Services.

All clinical decisions are made by Prescribers acting in a professional capacity. You must always seek the advice of a qualified healthcare provider with any questions you may have regarding a medical condition.

16.3 Results Disclaimer

We do not guarantee any specific health outcome, including but not limited to weight-loss results, fitness improvements, treatment success or improvements in health conditions. You acknowledge that individual results vary and that many factors influencing outcomes are outside our control.

16.4 Technology Disclaimer

We do not warrant that the Platform will operate without interruption or error, that defects will be corrected, that the Platform is free from viruses or other harmful components or that the Platform will meet your particular requirements or expectations.

17. INDEMNITY

17.1 Your Indemnity Obligation

You agree to indemnify, defend and hold harmless the Company, its affiliates and its and their officers, directors, employees, agents, licensors and suppliers from and against all claims, losses, expenses, damages and costs, including reasonable legal fees, that arise out of or in connection with:

  • your breach of these Terms;
  • your violation of any rights of another person;
  • your misuse of the Services;
  • your provision of false or inaccurate information;
  • your failure to safeguard your account credentials; or
  • any content that you submit to the Platform.

17.2 Procedure

If we seek indemnification from you, we will:

  • notify you promptly of any claim that we receive;
  • provide you with reasonable co-operation in relation to the defence of the claim; and
  • allow you to control the defence and settlement of the claim, subject to our right to participate in the defence with legal counsel of our choice.

You must not settle any claim in a way that imposes any admission of liability or any obligation on us without our prior written consent.

18. LIMITATION OF LIABILITY

18.1 Exclusion of Certain Damages

To the maximum extent permitted by law, the Company will not be liable for any indirect, incidental, special, consequential or punitive damages, or for any loss of profits, loss of revenue, loss of business, loss of data or loss of use, or for any emotional distress or similar damages.

18.2 Cap on Liability

Subject to clause 18.5, our total aggregate liability to you for all claims that arise out of or in connection with the Services, whether in contract, tort (including negligence) or otherwise, will not exceed the total amount that you have paid to us for the Services in the twelve (12) months immediately preceding the event giving rise to the claim.

18.3 Clinical Services Liability

All liability for the clinical care that you receive, including clinical assessments, prescribing decisions and ongoing clinical monitoring, rests with the relevant Prescribers.

We are not liable for clinical decisions or medical outcomes, for prescription-related issues, for diagnostic accuracy or for treatment effectiveness.

18.4 Third-Party Services

We are not liable for the acts or omissions of third-party service providers, including the Pharmacy Partner, laboratory partners and payment processors.

We are not liable for pharmacy dispensing or delivery issues, laboratory testing errors or payment processing problems.

18.5 Statutory Rights

Nothing in these Terms excludes or limits any liability that cannot be excluded or limited under Applicable Law, including liability for death or personal injury caused by negligence and liability for fraud or fraudulent misrepresentation.

Nothing in these Terms affects your statutory rights.

19. TERMINATION

19.1 Termination by You

You may terminate your account at any time by using the account closure functionality on the Platform or by contacting our customer support team with a written request.

19.2 Termination by Us

We may terminate or suspend your access to the Platform or Services immediately and without prior notice if:

  • you breach these Terms;
  • you provide false, misleading or incomplete information;
  • we suspect that you are engaged in fraudulent or abusive activity;
  • you fail to pay any fees that are due;
  • your behaviour endangers other users or the Platform; or
  • we are required to do so by law or by a regulatory authority.

19.3 Effects of Termination

If your account is terminated:

  • your right to use the Services ceases immediately;
  • any charges or fees that have accrued remain payable;
  • we may delete your account and associated data, subject to any legal or regulatory data retention requirements; and
  • any provisions which, by their nature, are intended to continue in force after termination (including provisions relating to intellectual property, payment obligations that have already accrued, disclaimers, indemnities and limitations of liability) will continue in full force and effect.

19.4 Clinical Continuity

Termination of your Platform account does not affect prescriptions that have already been issued, ongoing clinical obligations owed by Prescribers or the Pharmacy Partner, or your responsibility to follow medical advice that has already been given.

20. SUSPENSION OF SERVICE

20.1 Grounds for Suspension

We may suspend, withdraw or restrict access to any part of the Platform or Services if:

  • you provide inaccurate or misleading information;
  • we suspect fraudulent activity;
  • required information is incomplete;
  • a Prescriber raises safety concerns;
  • we identify misuse of the Platform;
  • we need to carry out technical maintenance;
  • we identify security issues; or
  • legal or regulatory compliance requires us to take such action.

20.2 Notice of Suspension

Where it is reasonably possible to do so, we will give you notice before we suspend services.

We may not be able to give advance notice in urgent situations, including where safety concerns, security threats, suspected fraud or legal requirements require immediate action.

20.3 Effect of Suspension

During any period of suspension:

  • you may not be able to access some or all of the Services;
  • we may cancel pending orders where this is necessary for safety or compliance reasons;
  • you may not be able to place new orders in respect of suspended Services; and
  • Clinical Services may be restricted where this is required for safety or regulatory reasons.

20.4 Reinstatement

We may reinstate Services when:

  • the reason for suspension has been resolved;
  • required information has been provided;
  • safety or compliance concerns have been addressed; and
  • we, in our discretion, consider reinstatement to be appropriate.

21. DISPUTE RESOLUTION

21.1 Governing Law

These Terms and any dispute or claim that arises out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) are governed by and construed in accordance with the laws of England and Wales.

21.2 Jurisdiction

You agree that the courts of England and Wales have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with these Terms or the Services.

21.3 Alternative Dispute Resolution

Before you commence legal proceedings, you agree to try to resolve the dispute by contacting our customer support team in the first instance.

If the dispute cannot be resolved through our customer support team, you agree to consider mediation or another alternative dispute resolution process that we both agree to use.

21.4 Time Limitation

Any claim or cause of action that you may have which arises out of or is related to these Terms or the Services must be brought within one (1) year after the date on which the cause of action arose, unless Applicable Law requires a longer limitation period.

22. GENERAL PROVISIONS

22.1 Entire Agreement

These Terms, together with our Privacy Policy, our Cookie Policy and any additional terms that apply to specific Services, constitute the entire agreement between you and the Company in relation to your use of the Platform and the Services and supersede any prior agreements or understandings.

22.2 Severability

If any provision of these Terms is found by a court or other competent authority to be invalid, unlawful or unenforceable, that provision will be treated as deleted, and the remaining provisions will continue in full force and effect.

22.3 No Waiver

If we do not insist that you perform any of your obligations under these Terms, this does not mean that we have waived our rights against you.

If we do not enforce our rights against you, or if we delay in doing so, this does not mean that we have waived those rights and it does not mean that you are released from your obligations.

If we do expressly waive a default by you, we will only do so in writing, and that written waiver will not operate as a waiver of any later default.

22.4 Assignment and Transfer of Rights

We may assign, transfer or subcontract our rights and obligations under these Terms to another organisation. If we do so, we will take reasonable steps to ensure that this does not materially disadvantage you.

You may not assign, transfer or subcontract any of your rights or obligations under these Terms to any other person without our prior written consent.

22.5 Force Majeure

Neither you nor we will be liable for any failure or delay in performing any obligation under these Terms where that failure or delay is caused by events, circumstances or causes that are beyond the reasonable control of the affected party.

Such events may include acts of God, natural disasters, war, terrorism, riots, civil commotion, embargoes, acts of civil or military authorities, fire, flood, accidents, pandemics, strikes, industrial disputes, interruption or failure of utility or telecommunications services or shortages of transportation, facilities, fuel, energy, labour or materials.

If an event of force majeure occurs, the affected party will take reasonable steps to minimise its effects and to resume performance as soon as reasonably practicable.

22.6 Notices

We may provide notices to you by email to the email address that you have registered with your account, by notifications within the Platform or by posting notices on the Platform.

Any notice that we send to you by email will be deemed to have been received at the time of transmission, unless we receive a delivery failure notification.

Any notice that we post on the Platform will be deemed to have been received when you next access the Platform.

You must send any formal notices to us using the contact details set out in clause 23 (Contact Information), unless we specify a different address for a specific purpose.

Any notice that you send to us will be deemed to have been received on the next business day after it is sent, provided that it has been correctly addressed.

22.7 Third-Party Rights

These Terms are made between you and the Company, and no other person has any rights to enforce any of their terms, except as expressly stated in this clause.

The Pharmacy Partner and Prescribers may rely on and enforce the provisions in these Terms that expressly refer to their clinical, dispensing or professional responsibilities.

Except as set out above, the Contracts (Rights of Third Parties) Act 1999 does not apply to these Terms and no other person has rights under that Act in relation to these Terms.

22.8 Relationship of the Parties

Nothing in these Terms is intended to create, or is to be treated as creating, any partnership, joint venture, agency, fiduciary or employment relationship between you and us.

You and we act as independent contracting parties. You must not represent that any such relationship exists between you and us.

22.9 Platform Changes and Updates

We may change or update the Platform from time to time. We may:

  • change the layout and design of the Platform;
  • update, add or remove Content and features;
  • introduce new Services or withdraw existing Services;
  • change pricing structures where this is permitted by law and by your existing contracts; and
  • update technical features and functionality, including for reasons of security, performance or usability.

Where changes are material, we will take reasonable steps to inform you, which may include updating these Terms or providing you with an electronic communication.

22.10 Website and Platform Usage

You must use the Platform and the website in a lawful manner and in accordance with these Terms.

You must not misuse the Platform or any of its Services in any way. In particular, you must not:

  • attempt to access data belonging to other users unless you have their explicit permission and such access is lawful;
  • submit information that you know to be false or misleading; or
  • interfere with, disrupt or attempt to interfere with or disrupt the operation, security or integrity of the Platform or any related systems.

You must not use the Platform in any way that could damage our reputation or the reputation of our partners.

22.11 Survival

Any provisions of these Terms which, by their nature, are intended to continue in force after termination or expiry of your relationship with us will continue in full force and effect. Such provisions include, without limitation, provisions relating to intellectual property, payment obligations that have already accrued, disclaimers, indemnities, limitations of liability, dispute resolution and governing law.

23. CONTACT INFORMATION

23.1 General Enquiries and Support

You may contact us for general enquiries and support using the following details.

The provider of the Sheba Platform is:

We welcome your questions, comments, and concerns about this Privacy Policy and our data protection practices. If you would like to contact us, please use the following information:

Data Protection Officer
Sora Health Limited (trading as Sheba)
Collingwood Buildings
38 Collingwood Street
Newcastle Upon Tyne
NE1 1JF
United Kingdom

Email: support@joinsheba.com.

We aim to respond to all data protection inquiries within 30 days. For complex requests, we may need additional time, in which case we will keep you informed of our progress.

SCHEDULE 1: SPECIFIC SERVICE TERMS

A. GLP-1 Weight Management Programme

The provisions in this section apply in addition to the main Terms where you participate in a GLP-1 weight management programme.

You acknowledge that:

  • eligibility for the GLP-1 weight management programme is subject to clinical assessment and to BMI thresholds and other medical criteria that are determined by Prescribers;
  • minimum programme durations or treatment periods may apply, and that these periods will be explained to you in the relevant programme documentation or during clinical consultation;
  • you may be required to participate in regular check-ins, complete questionnaires and undergo blood tests or other investigations so that your ongoing safety and suitability can be monitored;
  • dose adjustments (titration) will follow clinical protocols and that only Prescribers may decide how and when doses are adjusted; and
  • if treatment is discontinued, a gradual reduction in dose may be required in accordance with clinical advice and that such tapering is designed to minimise adverse effects and rebound symptoms.

B. Digital Coaching Services

The provisions in this section apply in addition to the main Terms where you receive digital coaching services.

You acknowledge that:

  • digital coaching provides educational, motivational and behavioural support only;
  • digital coaching does not constitute medical treatment, psychological therapy, psychiatric care or crisis support;
  • access to coaches and to coaching sessions is subject to coach availability and scheduling constraints;
  • group coaching sessions, workshops or webinars may be subject to separate community guidelines and participation rules, which you must follow; and
  • digital coaching can complement but cannot replace professional mental healthcare or other specialist healthcare, and that you should seek such professional support where it is clinically indicated.

C. Community Features

The provisions in this section apply in addition to the main Terms where you use community features such as forums, groups or chat spaces.

You must:

  • behave respectfully towards other users and not harass, abuse or intimidate any person;
  • comply with any community guidelines that we publish; and
  • take care to protect your own privacy and not share personal information about other individuals without their explicit consent.

You acknowledge that we may:

  • review, moderate, edit or remove content that is posted in community spaces if we consider that it is inappropriate, unlawful, unsafe or in breach of these Terms or of the Acceptable Use Policy; and
  • restrict or remove access to community features if you breach these requirements.

You must not provide medical advice to other users or present yourself as a healthcare professional unless you are appropriately qualified and authorised and we have expressly permitted such activity.

SCHEDULE 2: ACCEPTABLE USE POLICY

This Acceptable Use Policy sets out rules that apply to your use of the Platform, the Services and any community features.

You must not:

  • post or share any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene or otherwise objectionable;
  • post or share any content that is hateful, discriminatory or incites violence or self-harm;
  • share personal information about other individuals unless you have their explicit consent to do so and sharing that information is lawful;
  • use the Platform to conduct unauthorised commercial activities, including advertising, marketing or selling products or services, unless we have given you prior written permission;
  • misrepresent your identity, your qualifications or your affiliation with any person or organisation;
  • provide medical advice to other users or encourage users to ignore professional medical advice;
  • attempt to circumvent security measures, technical protections or access restrictions on the Platform;
  • use automated systems such as bots, scripts or scrapers to access or interact with the Platform without our prior written consent; or
  • use the Platform in any way that violates Applicable Law or regulation.

We may suspend or terminate your access to the Platform and Services if you breach this Acceptable Use Policy.