Sleep Coaching Terms of Use

DUSQ is a product of Ezymind Nexus, Inc. (operating as DUSQ), a Delaware corporation, registered address 131 Continental Dr, Suite 305, Newark, DE 19713, a wholly-owned subsidiary of Ezymind Healthcare Private Limited (India).

The DUSQ entity you contract with depends on your location, as set out in clause 1.2 below.

These Sleep Coaching Terms of Use (the “Coaching Terms”) are a binding agreement between you and the DUSQ entity identified in clause 1.2 (“DUSQ”, “we”, “us”) governing your use of the DUSQ sleep coaching feature (the “Coaching Service”). They are in addition to the DUSQ App Terms of Service and the DUSQ Privacy Policy, which continue to apply. If there is a conflict on a matter specific to the Coaching Service, these Coaching Terms govern.

1. Acceptance and the contracting entity

1.1 You accept these Coaching Terms when you tick the required boxes on the coaching consent screen and tap “Agree and Continue,” or when you use the Coaching Service. If you do not agree, do not use the Coaching Service.

1.2 Contracting entity. If you are located in the United States, your contract is with Ezymind Nexus, Inc., a Delaware corporation. If you are located in India, your contract is with Ezymind Healthcare Private Limited. For any other location, your contract is with Ezymind Nexus, Inc. We determine your location from the information you provide, such as your billing or account country. The applicable entity is “DUSQ” for the purposes of these Coaching Terms.

1.3 Where coaching is delivered. Coaching is operated by DUSQ personnel and service providers who may be located in India, the United States, or elsewhere. By using the Coaching Service you understand that your coaching data will be handled as described in Part B, including processing in India.

1.4 Changes. We may change these Coaching Terms as described in clause 20.

2. Eligibility

2.1 The Coaching Service is for adults only. You must be at least 18 years old and able to form a binding contract. The Coaching Service is not directed to, and must not be used by, anyone under 18.

2.2 By using the Coaching Service you represent that you meet these requirements and that the information you give us is accurate.

3. What the Coaching Service is, and what it is not

3.1 What it is. The Coaching Service connects you with a DUSQ sleep coach for general, educational, behaviour-focused support to help you understand your own DUSQ data and build sleep-supporting habits. Coaching is delivered mainly as asynchronous text messages.

3.2 THE COACHING SERVICE IS NOT MEDICAL CARE. Your coach is not your doctor, nurse, dietitian, psychologist, or therapist, and does not act as one, even if a coach happens to hold a professional qualification. The Coaching Service does not create any doctor-patient, clinician-patient, or other professional-client relationship. Coaching is not a medical, diagnostic, therapeutic, or treatment service, is not a substitute for professional medical advice, diagnosis, or treatment, and must not be relied on as such.

3.3 No diagnosis or treatment. Coaches do not and will not diagnose any condition, interpret medical or laboratory results, create treatment plans, or tell you to start, stop, or change any medical treatment.

3.4 No supplement or medication advice. Coaches do not and will not recommend, prescribe, name a dose for, or endorse any dietary supplement, medication, or other ingestible product, whether prescription or over the counter. Questions of this kind should be directed to your physician or pharmacist.

3.5 General information only. Any general educational information made available through the DUSQ app is provided for your awareness only, is not individualized advice, and does not substitute for consulting a qualified professional who knows your full history.

4. Not for emergencies

4.1 THE COACHING SERVICE IS NOT FOR EMERGENCIES. Do not use the Coaching Service to seek help for a medical or mental health emergency, or if you may harm yourself or others. Coaching is asynchronous and your coach may not see your message for some time. If you are experiencing an emergency, contact your local emergency services immediately, or a crisis line in your country. DUSQ does not provide emergency, crisis, or urgent-care services and does not monitor messages in real time.

4.2 Acting on safety concerns. DUSQ has no duty to monitor your messages. If, however, a coach does become aware of a possible risk to your safety or the safety of others, we may take steps we consider appropriate, including directing you to emergency or crisis resources or contacting authorities, as described in Part B. This does not create any ongoing duty to monitor or to act.

5. Your acknowledgements and assumption of risk

You acknowledge and agree that:

(a) you are responsible for your own health decisions, and you will consult a qualified healthcare professional before acting on anything discussed in coaching, and before starting any new routine, exercise, dietary change, supplement, or medication;

(b) you will not use the Coaching Service as a reason to delay, avoid, or disregard professional medical advice;

(d) the information you give your coach is accurate and complete to the best of your knowledge, and you will tell a qualified professional, not only your coach, about any symptom or concern that needs medical attention;

(e) to the extent permitted by law, you use the Coaching Service at your own risk and assume the risks described in these Coaching Terms.

6. How coaching works

6.1 Availability. The Coaching Service is offered on an as-available basis. It may be unavailable at times, including for maintenance, and we may change, limit, or discontinue features at any time.

6.2 Response times. Coaching is asynchronous. We may describe an expected response window. Any such window is a target, not a guarantee, and does not create any obligation of availability or outcome.

6.3 Coach assignment. We aim to keep you with one coach for continuity, but we do not guarantee that a specific coach will be assigned to you or remain available. We may reassign your coach, and you may request a change.

6.4 Escalation. If a conversation raises something outside the scope of coaching, your coach may decline to continue on that topic and direct you to an appropriate professional or resource. This is a feature of the service, not a denial of it.

7. Health data and consent

7.1 To provide coaching, DUSQ processes your sleep and wellness data and your coaching conversations. How we handle this data, the consents you give, and your rights are described in Part B, which forms part of your agreement with us for data-protection purposes.

7.2 Coaching requires the data consent described on the consent screen and in Part B. If you withdraw that consent, we may be unable to continue providing the Coaching Service.

8. Acceptable use

You agree not to:

(a) abuse, threaten, harass, or demean any coach or DUSQ staff;

(b) use the Coaching Service for any unlawful purpose, or to seek help to harm yourself or any other person;

(d) record, reproduce, publish, or share coaching conversations or coach-provided content outside the app without our consent;

(e) attempt to use coaching to obtain a diagnosis, prescription, or treatment, or to pressure a coach to act outside their defined scope.

We may suspend or end your access to the Coaching Service if you breach this clause.

9. Fees

9.1 The Coaching Service is currently provided at no additional charge to eligible customers. We may introduce fees, tiers, or usage limits for the Coaching Service in future, or make it a paid feature, on notice to you. Continued use after a fee takes effect, where you have agreed to that fee, constitutes acceptance.

10. Intellectual property

10.1 All content we provide through the Coaching Service, including educational materials, templates, and the app itself, is owned by DUSQ or its licensors and is protected by law. We grant you a limited, personal, non-transferable, revocable licence to use it for your own non-commercial use of the Coaching Service. You retain ownership of the content you submit, and you grant DUSQ a licence to use it to provide and improve the Coaching Service as described in Part B.

11. Suspension and termination

11.1 You may stop using the Coaching Service at any time, including by withdrawing consent or deleting your coaching history as described in Part B.

11.2 We may suspend or terminate your access to the Coaching Service, in whole or in part, at any time, including if you breach these Coaching Terms, if required by law, or if we discontinue the service. Where reasonable and lawful, we will give you notice.

11.3 Clauses that by their nature should survive termination will survive, including clauses 3 to 5 and 12 to 22.

12. Disclaimers

12.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COACHING SERVICE AND ALL CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. DUSQ DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. DUSQ DOES NOT WARRANT THAT THE COACHING SERVICE WILL IMPROVE YOUR SLEEP OR HEALTH, ACHIEVE ANY RESULT, BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY INFORMATION PROVIDED IS COMPLETE OR SUITABLE FOR YOUR CIRCUMSTANCES.

12.2 Some jurisdictions do not allow the exclusion of certain warranties, so some of the above may not apply to you. Nothing in these Coaching Terms excludes any warranty or right that cannot be excluded by law.

13. Limitation of liability

13.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, DUSQ AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AND COACHES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, DATA, OR GOODWILL, ARISING OUT OF OR RELATING TO THE COACHING SERVICE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, OR ANY OTHER THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.2 AGGREGATE CAP. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF DUSQ ARISING OUT OF OR RELATING TO THE COACHING SERVICE WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID DUSQ FOR THE COACHING SERVICE IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) USD 100 (OR THE EQUIVALENT IN INR FOR CONTRACTS WITH EZYMIND HEALTHCARE PRIVATE LIMITED).

13.3 Carve-outs. Nothing in these Coaching Terms limits or excludes liability that cannot be limited or excluded by law. This includes, where applicable, liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, for gross negligence or wilful misconduct, and any liability that under the Indian Contract Act, 1872, the Consumer Protection Act, 2019, or other applicable law cannot be contracted out of. Your statutory consumer rights are not affected.

13.4 The allocation of risk in clauses 12 and 13 reflects the fact that the Coaching Service is an educational, non-medical service offered at low or no cost, and is a fundamental basis of the bargain between you and DUSQ.

14. Indemnification

14.1 To the maximum extent permitted by law, you will indemnify and hold harmless DUSQ and its affiliates, officers, employees, and coaches from any claims, damages, losses, and reasonable expenses (including reasonable legal fees) arising out of your misuse of the Coaching Service, your breach of these Coaching Terms, or your violation of any law or the rights of any third party. This clause does not apply to the extent a claim arises from DUSQ’s own gross negligence or wilful misconduct.

15. Dispute resolution for United States users

This clause 15 applies if your contract is with Ezymind Nexus, Inc. Please read it carefully; it affects how disputes are resolved and includes an arbitration agreement and a class action waiver.

15.1 Informal resolution first. Before starting arbitration, you agree to contact us at [US legal contact email] and try to resolve the dispute informally for at least 30 days.

15.2 Binding arbitration. Except as provided below, any dispute arising out of or relating to the Coaching Service or these Coaching Terms will be resolved by final and binding arbitration administered by [arbitration provider] under its applicable consumer rules, before a single arbitrator. The seat of arbitration is [State], and the arbitration will be conducted in English. Judgment on the award may be entered in any court of competent jurisdiction.

15.3 CLASS ACTION WAIVER. YOU AND DUSQ AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS.

15.4 Carve-outs. Either party may bring an individual claim in small-claims court, and either party may seek injunctive relief in court to protect intellectual property or confidential information. Nothing here waives any right that cannot be waived by law.

15.5 Opt-out. You may opt out of this arbitration agreement by sending written notice to [US legal contact address] within 30 days of first accepting these Coaching Terms. If you opt out, the court provisions of clause 17 apply to you instead.

15.6 Survival and severability. If the class action waiver is found unenforceable as to any claim, that claim will proceed in court, but the rest of this clause 15 survives. This clause 15 survives termination.

16. Dispute resolution for India users

This clause 16 applies if your contract is with Ezymind Healthcare Private Limited.

16.1 Grievance first. Please first raise any concern with our Grievance Officer (clause 21) so we can try to resolve it.

16.2 Arbitration. Any dispute that is not resolved will be referred to arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration is [city], India, and the language is English.

16.3 Consumer rights preserved. Nothing in this clause limits any non-waivable right you have under the Consumer Protection Act, 2019, or other applicable Indian law, including any right to approach a consumer dispute redressal forum. To the extent those rights conflict with arbitration, those rights prevail.

17. Governing law and jurisdiction

17.1 United States users. These Coaching Terms are governed by the laws of the State of [Delaware], without regard to conflict-of-laws rules, and, for arbitration, the Federal Arbitration Act. Subject to clause 15, the state and federal courts located in [venue] have jurisdiction.

17.2 India users. These Coaching Terms are governed by the laws of India, and, subject to clause 16, the courts at [city], India, have jurisdiction.

17.3 Mandatory local law. Wherever you are, you keep the benefit of any mandatory consumer-protection or data-protection law of your place of residence that cannot be overridden by contract.

18. Changes to these Coaching Terms

18.1 We may update these Coaching Terms from time to time. If a change is material, we will give reasonable notice, for example in the app or by email, before it takes effect. Your continued use of the Coaching Service after the effective date means you accept the updated Coaching Terms. If you do not agree, stop using the Coaching Service.

19. Electronic communications

19.1 You agree that we may provide notices, disclosures, and other communications relating to the Coaching Service electronically, including in the app or by email, and that these satisfy any legal requirement that such communications be in writing.

20. General

20.1 Entire agreement. These Coaching Terms, together with the DUSQ App Terms of Service and the DUSQ Privacy Policy and Part B, are the entire agreement between you and DUSQ about the Coaching Service.

20.2 Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary, or severed, and the remaining provisions stay in effect.

20.3 No waiver. A failure to enforce a provision is not a waiver of it.

20.4 Assignment. You may not assign these Coaching Terms. We may assign them to an affiliate or in connection with a merger, acquisition, or sale of assets.

20.5 Force majeure. We are not liable for any failure or delay caused by events beyond our reasonable control.

20.6 Language. The English version of these Coaching Terms controls, subject to any mandatory local-language requirement.

21. How to contact us and the Grievance Officer

21.1 General and US contact: [entity], [address], [email].

21.2 India Grievance Officer. In accordance with applicable Indian law, the Grievance Officer for Ezymind Healthcare Private Limited is [name], [address], [email], [phone]. The Grievance Officer will acknowledge complaints within [48 hours / as required] and resolve them within the period required by law.

By ticking the required boxes and tapping “Agree and Continue,” you confirm that you are at least 18, have read and understood these Coaching Terms, and agree to them.