Terms of service

This document (the "Agreement") is a legally binding agreement between you and Eudaimonia Labs Ltd., trading under the name Deepwrk, a company registered in England and Wales under number 14422894 ("Deepwrk") that governs your use of the online and mobile services associated with Deepwrk, including but not limited to, www.deepwrk.io and all associated subdomains (the "Website"), and the Deepwrk desktop and mobile applications ("App").

For ease of reference, all the features and functionality of both the App and the Website, together with all its content (whether accessible wirelessly, electronically or downloadable for printing), shall be referred to herein as the "System". This System may be updated from time-to-time at the sole discretion of Deepwrk.

One component of the System is the self-help lifestyle improvement program with associated body doubling sessions, expert articles, tools, and online community (the "Deepwrk Service"). All terms governing the System also apply to the Deepwrk Service. The System and the Deepwrk Service are both owned and managed by Eudaimonia Labs Ltd. When you purchase (“Purchase”) access to our System, or otherwise use or access the System, you agree to be bound by these Terms and all applicable laws, rules and regulations.

Please note that you must read and agree to the terms and conditions of this Agreement before you use the System and/or the Deepwrk Service. If you do not agree to the terms and conditions of the Agreement, you may NOT use the System nor may you use the Deepwrk Service. By using the System, you indicate that you accept these Terms and that you agree to abide by them.

The terms "we", "us", "our" and "ours" when used in these terms mean Deepwrk, which includes any parent company, subsidiaries, branches or affiliates under common ownership or control of Deepwrk. The terms "you", "your" and "yours" when used in these terms mean any user of the System.

1. Contract information

By using the System you confirm that you are 17 years of age or more, that any registration information that you submit to Deepwrk is true, accurate and complete, that you will update such information in order to keep it current, that you have read and agree to the terms and conditions contained in this Agreement, our Privacy Policy and our Community Guidelines (both of which are hereby incorporated into this Agreement) and that you shall be legally bound by such terms subject to all applicable laws and regulations.

2. Understanding Deepwrk

You acknowledge and agree that Deepwrk is not a medical organisation and that the Deepwrk Service is not intended to diagnose, treat or otherwise address any medical problem. The materials on the System, whether posted by Deepwrk employees, or other users, is provided for your information and not as medical advice and should not be seen as a replacement for consultation with a doctor or other qualified care professional. You are urged to seek the advice of a doctor or other qualified healthcare professional for questions about the health and education of you, your child, and family members and before beginning any program to address your ADHD symptoms. If you receive advice from a doctor or other qualified medical professional which conflicts with anything contained in the System, then the former should take precedence. Do not disregard, avoid or delay obtaining medical or health related advice from your health-care professional because of something contained in the System. The Deepwrk Service, the App and this Website are not intended for use by those under the age of 17. Individuals with any type of health condition are specifically warned to seek professional medical advice prior to initiating any form of program to address their ADHD symptoms.

3. Subscriptions & Terms

‍Free trial: Unlimited, full access to our System for a limited period of time (7 days unless specified otherwise).

Subscription. Your subscription to the Deepwrk service includes enrolment into an ongoing/recurring payment plan. You will only have access to Deepwrk while your subscription or free trial are active and subsisting. Your subscription will automatically renew at the end of the disclosed billing period; this will be monthly or annually according to your chosen plan, unless cancelled in accordance with the instructions for cancellation below. Payment will be charged to your chosen payment method at confirmation of purchase and at the start of every new billing period, unless cancelled.

Our “Monthly” subscription is paid in monthly instalments. For each month that your monthly subscription is active, you acknowledge and agree that Deepwrk is authorized to charge the same credit card as was used for the initial subscription fee or other payment method. Our “Yearly” subscription is paid for by an upfront payment with automatic annual renewals. You acknowledge and agree that Deepwrk is authorized to charge the Payment Method used for (i) the initial annual subscription fee at the rate secured at the time of purchase, and (ii) the non-discounted renewal subscription fee(s). For the purposes of our monthly and yearly subscriptions, a month constitutes 30 calendar days and a year constitutes 365 calendar days.

Cancellation and Refund Policy. You can cancel your subscription at any time before the end of your current billing period. Cancellation will take effect at the end of your current billing period. To cancel your Deepwrk subscription, go to your “Account” within the App and navigate to “Subscription Status”. Cancellations will only take effect at the end of your current billing period, and you will still be able to access Deepwrk until then. We do not refund or credit for partially used billing periods.

We may suspend or terminate your use of the Products as a result of your fraud or breach of any obligation under this Agreement. Such termination or suspension may be immediate and without notice. A breach of this Agreement, includes without limitation, the unauthorized copying or download of our audio or video content.

Payment details. We do not keep your detailed payment information, such as credit card number and expiry date, on file - they are stored within Stripe. You are responsible for keeping your payment details up-to-date by contacting customer support. You authorise us to continue to charge your card using the updated information. If a payment is not successfully authorised due to expiration, insufficient funds, or otherwise, we may suspend or terminate your subscription by giving you notice. You also agree that we may charge your payment method on file if you decide to restart your Deepwrk subscription, unless you specify an alternative payment method when you restart your subscription.

You agree not to hold us responsible for banking charges incurred due to payments on your account. If payment is not received by us from the Payment Method you provided, you agree to pay all amounts due upon demand by us. You agree that you are not permitted to resell any aspect of the System purchased through Deepwrk for commercial purposes.

Price Changes. We reserve the right to change our subscription plans or adjust pricing for our service or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise expressly provided for in this Agreement, any price changes or changes to your subscription plan will take effect following notice to you.

If you do not wish to accept a price change, you may cancel your subscription in accordance with the instructions included in that email and below. If you do not cancel your subscription after the price change takes effect and prior to the start of your new subscription period, your subscription will be renewed at the price in effect at the time of the renewal, without any additional action by you, and you authorise us to charge your payment method for these amounts.

4. Grant of right of use

The System is only available to either individuals who have Purchased a subscription, have signed up for a free trial or who have had the Service commissioned for them by a third party partner (e.g. their employer or college) ("Paid for Services"). Unless otherwise specified, we grant you a limited, non-exclusive, non-transferable, revocable right to make personal non-commercial use only of that content and those features of the System and the Deepwrk Service in respect of which you or the third party have paid all applicable rental fees and charges, provided that you comply fully with the provisions of this Agreement. For those on the free trial, this right is restricted to the time-period of their free trial.

5. Changes to the agreement

Deepwrk reserves the right to change or update this Agreement, or any other of our policies or practices, at any time, and will notify users by posting such changed or updated Agreement on this page. Any changes or updates will be effective immediately upon posting to www.deepwrk.io. Your continued use of the System constitutes your agreement to abide by the Agreement as changed. Under certain circumstances we may also elect to notify you of changes or updates to our Agreement by additional means, such as pop-up or push notifications within the System or email.

6. Your health and Deepwrk

You are urged and advised to seek the advice of a doctor or other qualified healthcare professional for any questions about ADHD and the health of you, your child, and family members.

If you have any concerns or questions about your health or medicines, you should always consult an appropriate healthcare professional.

Always seek professional medical advice when contemplating any changes in your prescribed medicines.

The Deepwrk Service should not replace any existing recommendations that have been given by a healthcare professional. It is not intended to be a substitute for professional medical advice, support, diagnosis, or treatment.

Care has been taken to confirm that the information presented by authors is accurate and describes generally accepted practices. If we find, or are alerted to, a mistake, we will correct it as quickly as possible. However, to the fullest extent permitted by applicable laws, the authors, editors and publishers are not responsible for errors or omissions, or for any consequences arising from application of the information on the System, and make no warranty, express or implied, with respect to the contents, completeness or accuracy of the material published.

9. Privacy

We process information about you in accordance with our Privacy Policy. By using the System, you consent to such processing and you warrant that all data provided by you is accurate.

To access the Deepwrk Service, you may be required to register personal information and establish unique usernames and passwords. You are responsible for maintaining the confidentiality of any passwords, and are fully responsible and or liable for all activities that occur under your password and username, whether by you or by anyone else using your identity. Should your password be compromised by breaches of security such as, but not limited to, loss, theft and unauthorized disclosure, it is your responsibility to immediately notify us of the need to change or deactivate the password. Until we are so notified you will remain liable for any unauthorized use of your account.

The System contains functionality that allows you to upload content in a public area (including, but not limited to, the community page). By submitting such content, you agree that such submission is non-confidential for all purposes. Additionally you automatically grant us, or warrant that the owner of such content or intellectual property has expressly granted us, a royalty free, perpetual, irrevocable, world-wide nonexclusive license to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute and display the content in any media or medium, in any form, format or forum now known or hereafter developed. If you wish to keep any such information private, do not submit them to a public area or email us as soon as practicable. You are solely responsible for any content you submit to a public area, the consequences of posting such content, and your reliance on any other content found in your online group.

10. Intellectual property rights

The layout, design, content and graphics on the System and the Deepwrk Service are protected by UK and other international copyright laws. Unless expressly permitted in writing and other than printing a small proportion of content or displaying this on your screen or both, (strictly for your personal non-commercial use), no part of the System may be reproduced or stored in any medium, including but not limited to a retrieval system, or transmitted, in any form or by any means (electronic, mechanical, photocopying, recording, broadcasting), nor shown in public. You may not create any derivative work or make any other adaptation, without our prior written consent. You must not modify the copies you have displayed or printed in any way and you may not use any illustrations, photographs, videos or audio sequences or any graphics separately from any accompanying text.

If you print off or download any material from the System in breach of these terms of use, your right to use the System and the Deepwrk Service will cease immediately and you must at our option return or destroy any copies of the materials you have made. All rights not expressly granted in these terms or any express written license, are reserved. For all other uses of our content or images you must contact us and obtain our prior written permission.

11. Prohibited uses

You agree that you will not use the System to:

• Upload, post, email or otherwise transmit any content or materials that are unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable, at our sole and absolute discretion;
• Harm minors in any way, or solicit or otherwise attempt to gain any information from a minor;
• Impersonate any person or entity, including, but not limited to, any user of this System, a director, officer, employee, shareholder, agent or representative of Deepwrk or our affiliates, or any other person or entity, or falsely state or otherwise misrepresent your affiliation with Deepwrk, our affiliates or any other person or entity;
• Forge headers or otherwise manipulate identifiers in order to disguise the origin of any Postings or other materials transmitted to or through the System;
• Upload, post, email or otherwise transmit any materials that are not your own, or that you do not have a right to upload, post, email or otherwise transmit under any law or under contractual or fiduciary relationships (such as insider information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
• Upload, post, email or otherwise transmit any content or other materials that infringe upon any patent, trademark, trade secret, copyright, right of privacy or publicity or other proprietary rights of any party;
• Upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of commercial solicitation except in the areas, if any that are specifically designated for such purpose;
• Upload, post, email or otherwise transmit any content or other materials that contain software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
• Disrupt the normal flow of dialog, cause a screen to "scroll" faster than other users of the System are able to type, or otherwise act in a manner that negatively affects or otherwise diminishes the quality of another user's experience of this System;
• Interfere with or disrupt the System or servers or networks connected to the System, or disobey any requirements, procedures, policies or regulations of networks connected to the System;
• Intentionally or unintentionally violate any applicable laws and/or regulations;
• "Stalk" or otherwise harass another user of the System and/or any employee of Deepwrk;
• Solicit, collect or post personal data or attempt to solicit, collect or post personal data about other users of the System from the System (including usernames or passwords) or about any other third party, and/or:
• Access or attempt to access another user's account without his or her consent.
• Knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.
• You agree not to use the System for any purposes related to scientific research, analysis or evaluation of the System without the express written consent of Deepwrk

You also agree not to:

• Reproduce, duplicate, copy or re-sell any part of the System in contravention of the provisions of this Agreement.
• Resell access to the System.
• Frame the System or any part of it.
• Copy any material obtained from the System to peer to peer networks or other web sites or web services.
• Access without authority, interfere with, damage or disrupt any part of the System; any equipment or network on which the System is stored; any software used in the provision of the System; or any equipment or network or software owned or used by any third party.

12. Breach of the agreement

We will determine, in our absolute discretion, whether there has been a breach of this Agreement through your use of the System. When a breach of this Agreement has occurred, we may take such action as we deem appropriate, which may include all or any of the following actions:

• Immediate, temporary or permanent withdrawal of your right to use the System and/or the Deepwrk Service.
• Immediate, temporary or permanent removal of any posting or material uploaded by you to the System and/or the Deepwrk Service.
• Issue a warning notice to you to immediately cease and/or remedy such breach and following receipt such action should be taken immediately.
• Legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach.
• Any further legal action against you.
• Disclosure of such information to law enforcement authorities as we reasonably feel is necessary.

We exclude liability for actions taken in response to breaches of this Agreement. The possible actions we may take on breach of this Agreement are not limited to those described here, and we may take any other action we reasonably deem appropriate.

13. No warranty

The use of the System and Deepwrk Service (including but not limited to their content and features) is at your own risk. The System is provided on an "as is" and "as available" basis. To the extent permitted by applicable law, Deepwrk gives no warranty, express or implied, as to the quality, content and availability or fitness for a specific purpose of the System or the Deepwrk Service or to the accuracy of the information contained in any of the materials on the System or the Deepwrk Service. Deepwrk shall not be liable to any person for any loss or damage of any kind, which may arise, directly or indirectly from the use of or inability to use any of the information contained in any of the materials on the System. There is no guarantee of availability of information on the System at any time, nor that it is up to date or error-free. As with any purchase of a product or service through any medium or in any environment, you should use your judgment and exercise caution where appropriate. No advice or information whether oral or in writing obtained by you from Deepwrk shall create any warranty on behalf of Deepwrk in this regard. Certain jurisdictions do not allow the exclusion or disclaimer of certain warranties. Accordingly, some of the above disclaimers may not apply to you. Your statutory rights as a consumer, if any, are not affected hereby.

14. Limitation of liability

To the fullest extent applicable permitted by applicable laws, Deepwrk, its affiliates, officers, directors, employees, licensors or any third parties exclude liability for any direct, indirect, incidental, special or consequential damages (including but not limited to any loss of data, service interruption, computer failure or pecuniary loss, loss of income or revenue, loss of business, loss of profits or contracts, loss of anticipated savings, loss of data, loss of goodwill, wasted management or office time and for any other loss or damage of any kind, however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable) arising out of the use of or inability to use the System or Deepwrk Service, even if you have advised Deepwrk about the possibility of such loss, and including any damages resulting therefrom. Commentary and other materials posted on the System by other users are not intended to amount to advice on which reliance should be placed. We therefore, to the fullest extent permitted by applicable laws, disclaim all liability and responsibility arising from any reliance placed on such materials by any visitor to the System, or by anyone who may be informed of any of its contents. If any part of this limitation of liability is found to be invalid or unenforceable for any reason, then the aggregate liability of Deepwrk (including any of its affiliates, service providers and licensors) under such circumstance for liabilities that otherwise would have been limited, shall not exceed the maximum single purchase price of the Deepwrk Service. Any claims arising out of or in connection with your use of the System must be brought within one year of the date of the event giving rise to such action occurred.

Nothing in this provision affects our or our contractors' liability for death or personal injury arising from our (or their) negligence nor our (or their) liability for fraudulent misrepresentation or misrepresentation as to a fundamental matter nor any other liability which cannot be excluded or limited under an applicable law.

15. Technology limitations and modifications

Deepwrk will make reasonable efforts to keep the System operational. However, certain technical difficulties, maintenance, or any other cause beyond our reasonable control (including (but not limited to) failure of the internet, natural disaster, labor shortage or dispute, or governmental act) may, from time to time, result in interruptions. Deepwrk reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, functions and features of the System with or without notice. You agree not to hold us liable for any such failure or delay in performance and we agree to make all reasonable efforts to restore the System (or any part thereof) as soon as practicable. Following any disruption within Deepwrk's reasonable control we shall extend your access to the Paid for Services for at least the duration for which those Paid for Services were inaccessible on written request to the below address.

16. Third parties

Certain hypertext links in this site may lead to other third party websites, which are not under the control of Deepwrk. When you activate any of these you will leave the System and Deepwrk has no control over, and will accept no responsibility or liability, for the material on any website which is not under the control of Deepwrk. Deepwrk does not make any representations or give any guarantee or warranties of any kind, expressed, implied or otherwise about the content of on any external website link.

17. Indemnity

You agree to indemnify and hold Deepwrk and its officers, directors, employees and licensors harmless from any claim or demand (including but not limited to reasonable legal fees) made by a third party due to or arising out of or related to your violation of the terms and conditions of this Agreement or your violation of the System (and all related materials) or any applicable laws, regulations or third party rights.

18. Assignment by Deepwrk

Deepwrk may assign (or otherwise transfer) this Agreement or any part of it without restrictions. You may not assign (or otherwise transfer) this Agreement or any part of it to any third party.

19. Entire agreement

This Agreement (incorporating these terms and the Privacy Policy and the Community Guidelines as may be updated from time to time) constitutes all the terms and conditions agreed upon between you and Deepwrk and supersede any prior agreements in relation to the subject matter of this Agreement, whether written or oral. Any additional or different terms or conditions in relation to the subject matter of this Agreement in any written or oral communication from you to Deepwrk are void. You agree and accept that you have not accepted the terms and conditions of this Agreement in reliance of or to any oral or written representations made by Deepwrk not contained in this Agreement.

20. Severability and waiver

If any provision of the Agreement is held by a court of competent jurisdiction to be unlawful, void or for any reason unenforceable, such provision shall be changed and interpreted to best accomplish the objectives of the original provision fully permitted by law, and the remaining provisions of the Agreement shall remain in full force and effect.

If we fail to insist that you perform any of your obligations under these terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

21. Term and termination

This Agreement is between you and us only and will become effective when you start using the System and will remain effective until terminated by you or Deepwrk. Deepwrk reserves the right to terminate this Agreement or suspend your Deepwrk account at any time in case of unauthorized, or suspected unauthorized use of the System whether in contravention of this Agreement or otherwise. If Deepwrk terminates this Agreement, or suspends your Deepwrk account, for any of the reasons set out in this section, Deepwrk shall have no liability or responsibility to you whatsoever.

22. Governing law and dispute

The System is controlled by Deepwrk from its offices in the United Kingdom. Access to, or use of, the System, including the Deepwrk Service and any related information and materials, may be prohibited by law in certain jurisdictions. You are responsible for compliance with all applicable laws of the jurisdiction from which you are accessing the System. We make no representation that the information contained herein is appropriate or available for use in other locations.

22.1 United States Governing Law and Venue.‍

If you reside or have your place of establishment in the United States, this Agreement will be interpreted in accordance with the laws of the State of California and the United States of America, without regard to conflict-of-law provisions. Judicial proceedings (other than small claims actions) that are excluded from the arbitration agreement in Section 22.2 must be brought in state or federal court in San Francisco, California, unless we both agree to some other location. You and we both consent to venue and personal jurisdiction in San Francisco, California.

22.2 United States Dispute Resolution and Arbitration Agreement.

This Arbitration Agreement only applies to you if your country of residence or establishment is the United States. If your country of residence or establishment is not the United States, and you nevertheless attempt to bring any legal claim against Deepwrk in the United States, this Arbitration Agreement will apply for determination of the threshold issue of whether this Section 22 applies to you, and all other threshold determinations, including residency, arbitrability, venue, and applicable law.

Any dispute (any claim related to the services or terms of use or any controversy related to Deepwrk or arising out of our relationship) shall be resolved through binding individual arbitration. No dispute shall be arbitrated or litigated in any purported class or representative proceeding. Furthermore, you and Deepwrk each agree to waive the right to participate in a class action, the right to a trial by jury, and the right to litigate on a class-wide basis. The Federal Arbitration Act governs the interpretation and enforcement of this arbitration provision, which shall survive termination or expiration of these Terms.

You can opt out of arbitration if you provide written notice within 30 days following the date you first agree to these Terms and send written notice by registered mail clearly stating your desire to do so to the following address: Eudaimonia Labs Ltd, 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ. To start an arbitration proceeding, you can do so through the American Arbitration Association (AAA), which can be found at www.adr.org. Furthermore, you must send any notices relating to arbitration to Eudaimonia Labs Ltd, 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ.

22.3 Rest of World Dispute Resolution, Venue and Forum, and Governing Law.‍

If you reside or have your place of establishment outside of the United States, this Section applies to you and this Agreement will be interpreted in accordance with English law. This Agreement and any contract between us, whether for use of the System or other purpose, and any non-contractual obligations (if any) arising out of or about these terms and conditions or any such contract will be governed by English law.

You agree to submit to the non-exclusive jurisdiction of the courts of England to settle any dispute arising out of or about this Agreement (including a dispute regarding the existence, validity or termination of this Agreement or any non-contractual obligation arising out of or about this Agreement). Notwithstanding the foregoing, we reserve the right to bring legal proceedings in any jurisdiction where we believe a breach of this Agreement has originated.

23. Survivorship

The following provisions shall survive termination of this Agreement: Clause 10 (Intellectual Property), Clause 14 (Limitation), Clause 17 (Indemnity), Clause 19 (Entire Agreement), Clause 20 (Severability and waiver) and Clause 22 (Governing Law and disputes).

24. Contact

You can contact us via the following details:

• Eudaimonia Labs Ltd, 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ

Please note that we are unable to answer any enquiries requesting medical advice. Such enquiries should be addressed to an appropriate, qualified health practitioner.

Effective Date: This document is effective as of June 21st 2023.