Terms of Use

Who we are and how to contact us

Rolla Holdco Limited (“Rolla”, “we”, “us” or “our”) is a company registered in England and Wales (company number 15291645) with its registered office at 2 New Bailey, 6 Stanley Street, Salford, Greater Manchester, United Kingdom, M3 5GS. For the avoidance of doubt, references to “Rolla” include Rolla Holdco Limited, Rolla d.o.o. Mostar and any of its Affiliates.

Rolla develops and provides a proprietary wellbeing software solution (the “Rolla App”) powered by Rolla’s wearable device (the “Rolla Band”). The Rolla Band and Rolla App together form an integrated platform that enables the tracking of wellbeing metrics.

Rolla offers the Rolla App either (a) directly to individual consumers (B2C) or (b) as a white label solution to business clients (B2B). These Terms are intended solely for business-to-business use and do not apply to individual consumers or End Users, whose relationship with Rolla or respective Customer is governed separately by the End User Terms of Use within each Customer-Branded Version or Rolla App.

Rolla’s business customers may license and deploy the Rolla App under their own brand as a customized version of the Rolla App (the “Customer-Branded Version”), supported by Rolla’s operational, technical, and customer-support components (collectively, the “White Label Services”). The White Label Services are offered exclusively to business customers for commercial use and enable them to provide their own wellbeing and fitness programs and services to End Users.

If you have any questions regarding these Terms or the White Label Services, please contact us at support@rolla.app.

Scope and acceptance of these Terms

These Terms and Conditions (the “Terms”) govern the legal relationship between Rolla and any business entity or organization (the “Customer”) in connection with the licensing or use of the Rolla App, Customer-Branded Version or related White Label Services, and apply whenever the Parties enter into a white label agreement (the “White Label Agreement”) or any other written agreement referencing these Terms. Each of Rolla and the Customer is hereafter referred to individually as a “Party”, and collectively as the “Parties”.

By entering into agreement that references these Terms, the Customer agrees to be bound by them. If the person executing the agreement is an employee, contractor or agent, they represent and warrant that they have authority to bind the Customer, and that the rights granted hereunder are conditioned on such authorized acceptance.

These Terms are incorporated into and supplement any White Label Agreement executed by the Parties. If there is any conflict between these Terms and the White Label Agreement, the White Label Agreement shall prevail.

Definitions

“Affiliates” – any entity that directly or indirectly controls, is controlled by or is under common control with a Party.

“Confidential Information” – any non-public, proprietary, or confidential information disclosed by one Party to the other, whether in written, oral, electronic, or other form, and marked or reasonably understood as confidential.

“Customer” – the business entity or organization that licenses or uses the Rolla App, Customer-Branded Version or White Label Services under these Terms, White Label Agreement or other agreements referencing these Terms.

“Customer-Branded Version” – any instance of Rolla App customized and branded with Customer Marks.

“Customer Marks” – Customer’s names, trademarks, logos and trade dress used in connection with a Customer Branded Version.

“Data Processing Agreement” (DPA) – the separate agreement entered into between Rolla and the Customer governing the processing of personal data pursuant to applicable data protection laws.

“End Users” – individuals who use a Customer-Branded Version.

“Rolla Band” - Rolla’s wearable device designed to pair with the Customer-Branded Version or Rolla App.

“Rolla Marks” - Rolla’s names, trademarks, logos, trade dress and other brand identifiers.

“White Label Agreement” – the software license agreement or similar agreement executed between Rolla and the Customer under which Rolla provides Customer-Branded Version and the White Label Services or any other agreement referencing these Terms.

“White Label Services” – Rolla App, Customer-Branded Version and all related operational, technical, hosting, maintenance, logistics and support components that enable the Rolla App or Customer-Branded Version and its associated operations.

“Website” – the website located at rolla.app and any subdomains through which Rolla provides information about its business and services.

Services provided by Rolla

Rolla develops and provides the Rolla App, Customer-Branded Version and White Label Services. The Rolla App operates in conjunction with the Rolla Band or other authorized wearable devices, which collect activity, sleep, nutrition and other wellbeing data and transmits it to the paired application.

The White Label Services include app hosting and maintenance, app branding and customization, device provisioning , performance monitoring, and technical support as described in the applicable White Label Agreement.

Rolla may update, enhance or modify the White Label Services from time to time, including to improve performance, security or functionality. Where a change materially affects agreed functionality, Rolla will provide reasonable prior notice to the Customer. Continued use of the White Label Services after the effective date of a modification constitutes the Customer’s acceptance of that modification.

Customer obligations

The Customer shall always:

market, distribute and sell Rolla Bands and its Customer-Branded Version only through lawful and approved commercial channels, in compliance with all applicable laws and regulatory requirements, including those relating to advertising, consumer protection, data protection, and health and safety;
abide by any exclusivity or territory restrictions set forth in the White Label Agreement;
ensure that all marketing materials and packaging are preapproved by Rolla and comply with the provider’s quality standards;
ensure that participation by End Users is voluntary and that End Users receive accurate, non-misleading information regarding the features and purpose of the Customer-Branded Version, Rolla Bands and AI insights;
provide first‑line customer support, onboarding and training to End Users, including responding promptly to End User enquiries and resolving issues before escalating to Rolla;
if applicable, deploy the Customer-Branded Version within the hosting environment and infrastructure approved or provided by Rolla;
maintain accurate records of all sales and distributions of Rolla Bands and the Customer-Branded Version, and provide regular reports to Rolla upon request;
publish and maintain its own privacy policy and terms and conditions that: (i) align with Rolla’s privacy notice and any in-app documentation; (ii) accurately describe the collection, processing, use and sharing of data through the Customer-Branded Version; and (iii) comply with all applicable laws, including but not limited to data protection laws;
provide Rolla with complete and accurate instructions regarding the customization and operation of the Customer-Branded Version and ensure that Rolla is able to implement and maintain all mechanisms required to obtain End User consent and to manage privacy notices within the application on the Customer’s behalf, in accordance with applicable data protection laws;
comply with all product‑safety obligations, including not selling any Rolla product that has been recalled or determined to be unsafe. Promptly cooperate with Rolla in any product recall or safety notice;
refrain from marketing or selling competing products during the term of the White Label Agreement and from soliciting or attempting to divert Rolla’s customers or End Users to a competing services;
ensure that any Customer Marks, In-app documents, promotional materials or other content supplied to Rolla for use within the Customer-Branded Version are accurate, lawful and non-infringing, and that the Customer holds all rights necessary for such use; and
promptly notify Rolla of any suspected misuse, unauthorized access, infringement or security incident involving the White Label Services or the Rolla Bands that comes to its attention.

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The Customer must not, and must ensure that its affiliates, contractors, resellers and distributors do not:

misrepresent ownership of, claim any rights in, or interfere with the Customer-Branded Version or White Label Services, the Rolla App, or any underlying technology, software, firmware, or intellectual property belonging to Rolla or its licensors;
copy, modify, localize, decompile, reverse engineer, or create derivative works of the Rolla App, Customer-Branded Version, firmware, or related software, nor attempt to access or replicate source code or functionality;
use or register any mark, name or domain that incorporates or is confusingly similar to Rolla Marks, or use Rolla’s trademarks, trade names or other materials except as expressly authorized in writing;
use the Customer-Branded Version, Rolla App or White Label Services or any data derived from them for benchmarking, competitive analysis, or development of competing products; or
use the Customer-Branded Version, Rolla Band, White Label Services for any unlawful, deceptive, misleading or unethical purpose, including any medical claims or representations that the Rolla Band is a medical device.

Fees and payment

The Customer shall pay to Rolla a per-unit fee for each Rolla Band (the “Unit Fee”) unless otherwise agreed in White Label Agreement or other agreements referencing these Terms. The Unit Fee includes the rights necessary for the paired Rolla App or Customer-Branded Version to operate for the relevant End User.

The Parties may agree to make available optional premium features or content within the Customer-Branded Version which may be subject to additional or recurring fees (for example, paid in-app functionality or third-party integrations). The pricing, scope, and commercial terms of such premium offerings, where the White Label Agreement expressly permits, might be modified and updated from time to time in Rolla’s Terms and Conditions or applicable in-app documentation.

Unless otherwise agreed in writing, Rolla shall issue invoices in accordance with the confirmed purchase order or order confirmation, and the Customer shall remit payment within the agreed period stated therein. All taxes, duties, or other governmental charges (including VAT, customs, GST or sales tax) are the responsibility of the Customer. Each Party shall bear its own bank and transfer charges.

Undisputed overdue amounts may accrue interest at the rate of 1.5 % per month, or the maximum rate permitted by law, whichever is lower. If any undisputed amount remains unpaid after written notice and the expiry of a twenty (20) business-day cure period, Rolla may suspend further device provisioning or performance of the White Label Services until payment is received in full.

License

Subject to the payment of the applicable fees and full compliance with these Terms and the White Label Agreement, Rolla grants the Customer a limited, non-exclusive and non-transferable licence to sell, distribute and offer access to its Customer-Branded Version to its End Users in connection with validly purchased Rolla Bands, within the scope, territory and term agreed in the White Label Agreement.

Rolla shall host, operate and maintain the Customer-Branded Version on its own infrastructure unless otherwise agreed between the Parties. The Customer, acting as the market-facing entity, shall assume the role of seller and primary point of contact for its End Users. The Customer is solely responsible for all commercial, contractual, marketing and customer-relationship activities relating to the Customer-Branded Version and Rolla Bands, including entering and managing contractual relationships with End Users. The Customer shall ensure that all such activities comply with applicable legal, regulatory and industry requirements (including, without limitation, those relating to advertising, consumer protection, product safety, data protection and e-commerce).

The licence granted to the Customer:

confers no ownership or other intellectual property rights in the Rolla App, Customer-Branded Version, firmware, or White Label Services, which remain the sole property of Rolla and its licensors;
is limited to the use and distribution expressly authorised and may not be sublicensed, assigned or otherwise transferred without Rolla’s prior written consent;
does not include any right to copy, modify, reverse engineer, or host the Rolla App or Customer-Branded Version or its components independently of Rolla; and
automatically terminates upon expiry or termination of the governing White Label Agreement or upon any breach of these Terms by the Customer.

Upon termination or expiry of the licence for any reason, the Customer shall immediately cease marketing and distribution of the Customer-Branded Version and ensure that no new End Users are onboarded. Rolla shall be entitled, at its sole discretion, to deactivate or withdraw access to the Customer-Branded Version from End Users, without liability to the Customer for any refunds, damages or claims arising between the Customer and its End Users.

Data protection and privacy

The Customer shall comply at all times with Rolla’s Privacy Notice, in-app privacy documentation, and all applicable data protection laws.

For any personal data contained through a Customer-Branded Version, the Customer acts as the data controller and Rolla acts as the data processor, unless otherwise agreed in writing. Rolla will process personal data strictly for the purposes of providing and supporting the White Label Services.

The Customer shall ensure that its own external privacy policy and End Users documentation accurately describe the processing performed through the Customer-Branded Version and remain consistent with Rolla’s Privacy Notice and in-app documents.

Confidentiality and intellectual property

Each Party may receive or have access to the other Party’s confidential, proprietary or commercially sensitive information (“Confidential Information”). The Receiving Party shall:

keep such information strictly confidential;
use it only for the purpose of using the Customer-Branded Version, performing or receiving the White Label Services; and
disclose it only to its employees, contractors or advisers who have a need to know and are bound by equivalent confidentiality obligations.

These obligations do not apply to information that: (i) is or becomes publicly available through no breach of these Terms, (ii) is lawfully received from a third party without restriction, (iii) is independently developed without use of the Confidential Information, or (iv) must be disclosed by law or court order, provided that the Receiving Party gives prompt notice (where legally permitted) and cooperates to limit disclosure.

Intellectual property

All intellectual property rights, title and interest in and to the Rolla App, Rolla Band, Customer-Branded Version, White Label Services, and all related software, documentation, configurations, templates, designs, updates and improvements (excluding Customer Marks and materials supplied by the Customer) are and shall remain the exclusive property of Rolla and its licensors.

The Customer shall not register or attempt to register any trademark, domain name or similar identifier in connection with Customer-Branded Version, containing the word “Rolla” or any confusingly similar term.

Rolla may freely use any ideas, suggestions or feedback provided by the Customer or its personnel to improve or enhance its products and services. Such feedback shall be deemed non-confidential and may be used on a perpetual, royalty-free, worldwide, transferable and sublicensable basis, without identifying the Customer or its End Users.

Disclaimer of warranties

The White Label Services, Website, and all related content are provided on an “as is” and “as available” basis, without warranties of any kind, whether express, implied, statutory, or otherwise. To the fullest extent permitted by law, Rolla expressly disclaims all warranties, conditions and representations, including without limitation any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, title, accuracy, or non-infringement.

Without limiting the foregoing, Rolla does not warrant that:

the Rolla App, Customer-Branded Version, White Label Services or Website will be uninterrupted, error-free, secure or free from defects;
any data, metrics, or insights generated through the Rolla App, Customer-Branded Version or White Label Services will be accurate, complete, or reliable;
the Rolla App, Customer-Branded Version or White Label Services will meet the Customer’s requirements or operate in combination with any hardware, software or data; or
any errors or defects will be corrected.

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The Customer acknowledges that data, metrics, and insights generated by the Customer-Branded Version, including those derived from AI-assisted or algorithmic analysis, are informational and indicative only. Such outputs, whether relating to activity, sleep, wellbeing, nutrition, or other tracked metrics, may be incomplete, inaccurate, or inconsistent and must not be relied upon as precise or definitive measurements. Rolla makes no representation or warranty regarding the accuracy, completeness, or suitability of any such data or insights, whether AI-generated or otherwise. The Customer is responsible for ensuring that its End Users understand that these outputs are not medical or diagnostic in nature, are provided for general wellbeing purposes only, and are accompanied by appropriate non-reliance and no-medical-advice disclaimers within all customer-facing materials.

Limitation of liability

To the fullest extent permitted by applicable law, Rolla, its directors, officers, employees, affiliates, agents, suppliers, and licensors shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, goodwill, anticipated savings, business interruption, or other intangible losses, arising out of or in connection with:

the Customer’s or its End User’s access to or use of, or inability to access or use, the White Label Services, Customer-Branded Version, Rolla App, or Website;
any conduct or content of any third party or End User;
any data, metrics, or insights obtained from or generated by the Customer-Branded Version, Rolla App or the White Label Services; or
any unauthorised access to, use of, or alteration of transmissions, content, or data.

In no event shall the aggregate liability of Rolla to the Customer for all claims arising under or in connection with these Terms or the White Label Agreement exceed the total amount paid by the Customer to Rolla in the twelve (12) months preceding the event giving rise to the claim.

Nothing in these Terms shall exclude or limit liability that cannot lawfully be excluded or limited under applicable law.

Indemnification

The Customer shall indemnify, defend and hold harmless Rolla, its directors, officers, employees, affiliates, agents and licensors from and against all claims, demands, actions, proceedings, damages, losses, liabilities, costs and expenses (including reasonable legal fees and expenses) arising out of or in connection with:

any breach by the Customer of these Terms or the White Label Agreement or similar agreements referencing these Terms;
the Customer’s sale, distribution, or marketing of the Rolla Bands or the Customer-Branded Version;
any agreement, representation, or arrangement between the Customer and its End Users, including any claims by End Users arising from the Customer’s marketing, sales, or representations, or from the Customer’s failure to comply with applicable laws, end-user terms, or privacy obligations;
any content, materials, data or Customer Marks provided by the Customer, including claims alleging infringement of any intellectual-property, privacy, publicity, or other proprietary rights of a third party;
the Customer’s misuse of, or unauthorised access to, the White Label Services, Customer-Branded Version, Rolla App, or Website; or
the Customer’s violation of any applicable law, regulation or third-party right.

Rolla shall promptly notify the Customer of any claim for which indemnification is sought and may, at its discretion, participate in the defence with counsel of its choice, at the Customer’s expense. The Customer shall not settle any claim without Rolla’s prior written consent if the settlement imposes any obligation or admission of liability on Rolla.

Term and termination

These Terms shall apply for so long as any White Label Agreement between the Parties remains in effect. Each White Label Agreement shall specify its own term and termination provisions.

Unless otherwise agreed in the applicable White Label Agreement Either Party may terminate a White Label Agreement (a) for convenience by providing at least sixty (60) days’ prior written notice to the other Party, unless a different notice period is set out in the White Label Agreement; or (b) for cause if the other Party commits a material breach that remains uncured thirty (30) days after written notice of such breach. Termination for cause by Rolla may include immediate suspension or withdrawal of access to the Customer-Branded Version if the breach affects security, legal compliance, or Rolla’s business operations.

Changes to these Terms

Rolla may amend these Terms from time to time to reflect legal, technical or business developments. Updated versions will be published on Rolla’s Website with a revised “Last updated” date, and Rolla will provide prior written notice of any material changes to existing Customers (for example, by email or other agreed communication channel).

Unless otherwise required by law or security needs, amendments will take effect 10 (ten) days after notice is given. If the Customer objects to a material change, it may terminate the relevant White Label Agreement by written notice prior to the effective date of the amendment. Continued use of the White Label Services after the effective date constitutes the Customer’s acceptance of the amended Terms.

Governing law and dispute resolution

These Terms and any dispute, controversy or claim arising out of or in connection with them are governed by the laws of England and Wales, without regard to its conflict‑of‑law principles. The Parties agree to submit to the exclusive jurisdiction of the courts of England and Wales for the resolution of any disputes arising out of or relating to these Terms, except that Rolla may seek injunctive or equitable relief in any jurisdiction to protect its intellectual property or other rights.

General provisions

Assignment: The Customer may not assign or transfer its rights or obligations under these Terms without Rolla’s prior written consent. Rolla may assign its rights and obligations, without Customers consent.
Force majeure: Neither Party will be liable for any delay or failure to perform due to causes beyond its reasonable control (such as natural disasters, government acts or telecommunication failures)
Severability: If any provision of these Terms is found to be invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary and the remaining provisions will remain in full force and effect.
Waiver: No failure or delay by either Party in exercising any right or remedy under these Terms will operate as a waiver of that right or remedy.
Relationship: The Parties are independent contractors. Nothing in these Terms creates a partnership, joint venture or agency relationship between the Parties.
Notices: Notices under these Terms must be in writing and delivered by email, hand, courier or certified mail to the contacts. Email notices to Rolla must be sent to support@rolla.app.

Contact information

If you have questions, comments or concerns regarding these Terms or the White Label Services, please contact us at support@rolla.app. For data‑protection enquiries, please refer to our Privacy Notice for further information.

Terms & Conditions