Terms of Use

1. Scope and Acceptance

Anyone who accesses or uses our Platform is an "End User." The Agreement sets forth your rights and obligations as an End User with respect to your access to and use of the Platform and use of any and all information or data of any kind arising from access to, or use of, the Platform, including, without limitation, any text, graphics, images, art work, sound recordings, audio, video, and software.

We reserve the right, in our sole discretion, to change this Agreement (including the Privacy Policy) from time to time, without prior notice. You are responsible for reviewing the Agreement regularly. Your access to any part of the Platform is deemed to be your acceptance of this Agreement, and any changes thereto.

If you are accessing or using any part of the Platform on behalf of any business, organization, or other entity of any kind, you represent and warrant that you are authorized (a) to accept these terms on its behalf and (b) to bind such business, organization, or entity to the Agreement.

2. Privacy Policy

Please see our Privacy Policy [https://firstworkapp.com/privacy-policy/] for a detailed description of how we collect, use, and disclose information about our End Users.

3. Description of Platform

FirstWork's proprietary digital reinforcement learning technology harnesses the power of smart devices to address learning deficiencies and excessive technological consumption of entertainment applications. The FirstWork Platform makes learning on smart devices motivating and adaptive by restricting access to entertainment applications until users complete assigned interactive learning activities.

The Platform allows parents or guardians to manage and specify the question type, session time span, lessons per session, questions per lesson, and the amount of screen time earned for completing each lesson. The Platform also tracks the learner's progress, allowing parents or guardians to monitor their strengths and weaknesses, and adjust their learning experiences accordingly. The goal of FirstWork is to promote skill building, knowledge acquisition, reinforcement of learning, and to limit learning regression utilizing devices that would otherwise be used for entertainment purposes. The Platform is designed to benefit all learners, especially those with special learning needs.

Every learner is unique and has unique learning needs and preferences. We make no promise or guarantee that the Platform will meet the needs of any particular End User. The Platform is not in any way a substitute for appropriate education, therapy, treatment, or medical intervention needed by an End User. We encourage you to consult with licensed medical or therapeutic professionals to determine if the use of the Platform is appropriate for your intended use of the Platform.

BY USING THIS PLATFORM, YOU AGREE NOT TO HOLD FIRSTWORK LIABLE FOR ANY NEGATIVE CONSEQUENCES OR CHANGES IN END USERS RESULTING FROM OR RELATED TO THE USE OF THE PLATFORM, INCLUDING BUT NOT LIMITED TO NEGATIVE CONSEQUENCES OR CHANGES IN CONDITION, BEHAVIORS, PERSONALITY, APTITUDE, OR EDUCATION. YOU ACKNOWLEDGE THAT YOU OR ANY END USER OF THE PLATFORM WILL USE IT AT YOUR OR THE END USER'S OWN RISK OF PROPERTY AND PERSONAL INJURY, WHETHER SUCH INJURY IS FORESEEABLE OR NOT, INCLUDING, BUT NOT LIMITED TO, DAMAGE TO DEVICES USED TO ACCESS THE PLATFORM (E.G., MOBILE PHONES OR TABLETS) OR OTHER PERSONAL PROPERTY RELATED TO THE USE OF THE PLATFORM. YOU HEREBY AGREE TO WAIVE, RELINQUISH, RELEASE, AND FOREVER DISCHARGE ANY AND ALL SUCH CLAIMS AGAINST FIRSTWORK.

4. Operation

The specific features and functionality of the Platform are dynamic and may change from time to time. We reserve complete discretion with respect to the operation of the Platform. We also reserve the right to withdraw, suspend, or discontinue any functionality or feature of the Platform at any time.

5. Inaccuracies

We make great efforts to provide accurate information on the Platform. However, we disclaim—and you release us from any liability regarding—errors, inaccuracies, and omissions of the Platform. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update information at any time without prior notice. FirstWork makes no guarantees whatsoever as to the completeness, timeliness, correctness, or accuracy of the materials or data available through the Platform. If you believe any portion of the Platform includes an error or inaccuracy, please notify us.

6. Permitted Use

Certain FirstWork materials provided through the Platform are protected by intellectual property laws, including but not limited to U.S. copyright laws. You expressly acknowledge and agree that the content accessible through the Platform that is not expressly designated as being provided by another End User is the property of FirstWork and its content providers, and FirstWork and its content providers retain all right, title, and interest in the content.

Subject to the terms of this Agreement, you are granted a limited, personal, non-exclusive, non-sublicensable, non-assignable, non-transferable, and revocable license to access and use the Platform and related materials solely for your own non-commercial use. Except as expressly provided, all rights are reserved. Nothing contained in this Agreement or on the Platform shall be construed as conferring by implication, estoppel or otherwise any license or right under any patent or trademark of FirstWork, or any third party.

Except as expressly permitted by the Agreement, in connection with the use of the Platform, you may not:

• alter or modify the Platform, or make any electronic reproduction, adaptation, distribution, performance, or display of the Platform, or any portion thereof, except to the extent required for the limited purpose of reviewing material on the Platform;
• sell, rent, lease, transfer, distribute, broadcast, display, provide, or otherwise assign to any third party any rights to the Platform, or related materials;
• remove or modify any proprietary notice or labels on the Platform, or related materials, including author attribution and copyright notices, or use any of our trademarks as meta-tags on any other website;
• use the Platform for any non-authorized purpose or any illegal purpose;
• copy, modify, erase, or damage any information contained on computer servers used or controlled by FirstWork or any third party;
• use the Platform to violate any legal right of any third party, including any publicity or privacy right, copyright, or other intellectual property right, or to take any action that is harassing, libelous, defamatory, abusive, tortious, threatening, harmful, or otherwise objectionable;
• access or use any password-protected, secure, or non-public areas of the Platform, or access data on the Platform not intended for you, except as specifically authorized by FirstWork;
• impersonate or misrepresent your affiliation with any person or entity;
• use any automated means to access or use the Platform, including scripts, bots, scrapers, data miners, or similar software, or display the Platform, or portions thereof, in things (e.g., framing, scraping, etc.), without our express written permission;
• attempt to or actually disrupt, impair, or interfere with the Platform, or any information, data, or materials posted and/or displayed by FirstWork;
• attempt to probe, scan, or test the vulnerability of the Platform or breach any implemented security or authentication measures, regardless of your motives or intent;
• attempt to interfere with or disrupt access to or use of the Platform by any user, processor, host, or network, including, without limitation, by submitting a virus, worm, Trojan horse, or other malicious code;
• post any content to the Platform that: (i) includes any profane, obscene, defamatory, discriminatory, threatening, menacing, harassing, or violent content; (ii) depicts or suggests nudity or sexual acts; (iii) promotes hatred, including against members of a protected group under federal, state, or local law (such as, for example, a group defined by race, gender, or national origin); (iv) is objectively shocking or disgusting; (v) depicts or suggests presently occurring illegal activity, including, e.g., illicit drug use or underage drinking; (vi) includes unlicensed proprietary content of a third party, including, e.g., third-party content protected by copyright or trademark for which you do not have a license; (vii) breaches any duty of confidentiality you may have to a third party (e.g., discloses private information about a third party without consent); or (viii) is contrary to the Agreement, including FirstWork's rules and policies.

7. Third Party Properties Referred to on the Platform

Our Platform may refer to physical venues, geographical sites, websites on the Internet, and/or products or services that are not under the control of or maintained by FirstWork ("Third Party Properties"). Unless expressly stated to the contrary, such references do not constitute an affiliation with or endorsement by FirstWork of any such Third Party Properties. You acknowledge that FirstWork is providing any references to such Third Party Properties to you solely as a convenience to you, and you agree that FirstWork is not responsible for any injury, harm, damages, or negative experience you may encounter by accessing, visiting, or using such Third Party Properties. FirstWork does not endorse or make any representations about any Third Party Properties. If you access, visit, or use any Third Party Properties referred to on our Platform, you do so at your own risk.

8. Availability of the Platform

It is not possible to operate our Platform with 100% guaranteed uptime. FirstWork will make reasonable efforts to keep our Platform operational. However, certain technical difficulties, routine site maintenance and upgrades, and other events may, from time to time, result in interruptions to or outages of our Platform. You agree that FirstWork shall not be liable to you or to any third party for any direct or indirect consequence of any modification, suspension, discontinuance of, or interruption to our Platform.

9. Disclaimers

THE PLATFORM IS PROVIDED ON AN "AS IS" AND AN "AS AVAILABLE" BASIS. EXCEPT AS EXPRESSLY PROVIDED, FIRSTWORK DOES NOT MAKE, AND HEREBY DISCLAIMS, ANY REPRESENTATIONS OR WARRANTIES, INCLUDING EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, REGARDING (A) THE PLATFORM; AND (B) ANY PRODUCTS AND SERVICES OFFERED THROUGH THE PLATFORM, INCLUDING (WITHOUT LIMITATION) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND ANY WARRANTIES ARISING BY COURSE OF DEALING OR CUSTOM OF TRADE.

FIRSTWORK MAKES NO REPRESENTATION OR WARRANTY THAT ANY MATERIAL OR CONTENT DISPLAYED ON OR OFFERED THROUGH THE PLATFORM IS ACCURATE, COMPLETE, APPROPRIATE, RELIABLE, OR TIMELY. FIRSTWORK ALSO MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS, OR THAT YOUR ACCESS TO AND USE OF THE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE, FREE OF VIRUSES, MALICIOUS CODE, OR OTHER HARMFUL COMPONENTS, OR OTHERWISE WILL BE SECURE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

10. Limitation of Liability and Release

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IN NO EVENT SHALL FIRSTWORK OR ANY OF ITS AFFILIATES OR SUPPLIERS (INCLUDING ANY OF ITS OR THEIR PARTNERS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, SUCCESSORS, OR ASSIGNEES) BE LIABLE TO YOU (INCLUDING ANY OF YOUR PARTNERS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, SUCCESSORS, OR ASSIGNESS) FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER ARISING IN CONTRACT, EQUITY, INTENDED CONDUCT, TORT, OR OTHERWISE (INCLUDING BREACH OF WARRANTY, NEGLIGENCE, AND STRICT LIABILITY IN TORT), NOR FOR ANY DAMAGES ARISING FROM DELAY, LOSS OF GOODWILL, LOSS OF OR DAMAGE TO DATA, INTERRUPTION IN USE OR AVAILABILITY OF DATA, LOSS OF USE OF MONEY OR USE OF PRODUCTS, LOST PROFITS, REVENUE OR SAVINGS (ACTUAL OR ANTICIPATED), OR OTHER ECONOMIC LOSS ENSUING FROM OR IN CONNECTION WITH THE EXISTENCE, ACCESS TO, USE OF, OR INABILITY TO USE THE PLATFORM OR RELATING TO ANY MATERIALS, INFORMATION, QUALIFICATION, OR RECOMMENDATIONS ON THE PLATFORM, EVEN IF FIRSTWORK OR ANY OF ITS AFFILIATES OR SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

YOU EXPRESSLY WAIVE AND RELEASE ANY AND ALL RIGHTS AND BENEFITS UNDER SECTION 1542 OF THE CIVIL CODE OF THE STATE OF CALIFORNIA (OR ANY ANALOGOUS LAW OF ANY OTHER STATE), WHICH READS AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY."

Despite the foregoing limitation of liability for damages, if a court or other tribunal of competent jurisdiction decides to award monetary damages to you for any claim or cause of action arising from the same, the amount of monetary damages for such claim or cause of action shall not exceed one hundred U.S. dollars ($100).

11. Indemnity

YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS FIRSTWORK, ITS PARENTS, SUBSIDIARIES, AND AFFILIATES, AND ITS AND THEIR RESPECTIVE DIRECTORS, OFFICERS, PARTNERS, EMPLOYEES, AGENTS, CONTRACTORS, SUCCESSORS, AND ASSIGNS FROM AND AGAINST ALL CLAIMS, DEMANDS, LAWSUITS, DAMAGES, LIABILITIES, LOSSES, COSTS, OR EXPENSES (INCLUDING, BUT NOT LIMITED TO, REASONABLE FEES AND DISBURSEMENTS OF COUNSEL AND COURT COSTS), JUDGMENTS, SETTLEMENTS, AND PENALTIES OF EVERY KIND ARISING FROM OR RELATING TO ANY VIOLATION OF THIS AGREEMENT AND ANY ACTIVITY RELATED TO YOUR USE OF THE PLATFORM OR THE INFORMATION CONTAINED ON THE PLATFORM.

12. Termination

You agree that FirstWork may, to the extent feasible, in its sole discretion, and without prior notice, terminate your access to or use of any portion of our Platform at any time and for any reason, with or without cause. You also agree that any violation by you of the Agreement will constitute an unlawful and unfair business practice that will cause irreparable harm to FirstWork for which monetary damages would be inadequate. You consent to FirstWork obtaining any injunctive or equitable relief that FirstWork deems necessary or appropriate in such circumstances, without the need for a bond. These remedies are in addition to any other remedies FirstWork may have at law or in equity.

13. General

13.1 Modifications

At any time and in FirstWork's sole discretion, we may add, delete, or modify the Agreement. We will use commercially reasonable efforts to publish any revised portion of the Agreement, for example, by publishing the latest version of these terms and conditions at [https://firstworkapp.com/terms-of-service/]. Should you deem any such addition, deletion, or modification to the Agreement unacceptable, you shall stop accessing and using the Platform. All changes to the Agreement shall be effective immediately.

13.2 Access and Use Where Prohibited

Access to and use of our Platform are unauthorized in any jurisdiction that does not give effect to all provisions of the Agreement, including without limitation this provision.

13.3 Operation of the Platform from the United States of America

By accessing and using the Platform, you acknowledge and agree that FirstWork controls and operates all parts of the Platform from its offices in the United States of America and that the Platform, and the information contained on the Platform, is intended for use by End Users located in the United States of America. Other countries may have laws, regulatory requirements and medical practices that differ from those in the United State of America. Unless expressly stated to the contrary, FirstWork makes no representation that the Platform, or the information contained on the Platform, is appropriate or will be available for use in other locations. Unless otherwise explicitly stated, all material and content found on or accessible through the Platform is solely directed to individuals, companies, or other entities located in the United States of America. FirstWork reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product, or service to any person or geographic area. Any offer for any feature, product, or service made on or through the Platform is void where prohibited. If you access or use the Platform from outside the United States of America, you are entirely responsible for compliance with applicable local laws and other applicable laws. You may not use any portion of the Platform in violation of applicable export laws and regulations.

If you access the Platform from outside the United States, you acknowledge and agree that your information may be transferred to and maintained on computers and servers located outside of your state, province, country, or other governmental jurisdiction where the privacy laws may not be as protective as those in your jurisdiction. Your consent to the Agreement followed by your submission of such information represents your agreement to the transfer of such information to the United States and the collection, use, and disclosure of your information in accordance with United States law and our Privacy Policy.

13.4 Choice of Law, Arbitration Agreement, Jury Trial Waiver, Class Action Waiver, and Forum Selection

(a) Choice of Law. This Agreement is governed by the laws of the State of Delaware, without regard to conflict of law provisions.

(b) Pre-Arbitration Dispute Resolution. We are always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer's satisfaction by emailing customer support at [info@firstworkapp.com]. If such efforts prove unsuccessful, a party may seek to submit the dispute to arbitration by sending to the other party, by certified mail, a written Notice of Dispute. The Notice of Dispute to us should be sent to our address identified below ("Notice Address").

(c) Arbitration Agreement. Except for disputes brought in small claims court, all disputes between you and FirstWork arising out of, relating to, or in connection with the Platform shall be exclusively settled through binding arbitration pursuant to the then-current rules of the American Arbitration Association ("AAA") for consumer arbitration. There is no judge or jury in arbitration. Arbitration procedures are simpler and more limited than rules applicable in court and review by a court is limited. YOU AND FIRSTWORK AGREE THAT ANY SUCH ARBITRATION SHALL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. Notwithstanding any provision in the Agreement to the contrary, if the class-action waiver in the prior sentence is deemed invalid or unenforceable, however, neither you nor we are entitled to arbitration. This arbitration agreement is subject to the Federal Arbitration Act. The arbitrator's award may be entered in any court of competent jurisdiction. Notwithstanding any provision in the Agreement to the contrary, we agree that if FirstWork makes any future change to this dispute resolution provision, it will not apply to any individual claim(s) that you had already provided notice of to FirstWork. Information on AAA and how to start arbitration can be found at www.adr.org or by calling 800-778-7879.

(d) Confidentiality. All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.

(e) Future Changes to Arbitration Agreement. Notwithstanding any provision in the Agreement to the contrary, we agree that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are an End User of the Platform, you may reject any such change by sending us written notice within thirty (30) calendar days of the change to the Notice Address. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted the Agreement (or accepted any subsequent changes to the Agreement).

(f) Forum Selection. If the arbitration procedure in this Section is found unenforceable or not to apply for a given dispute, then the parties agree that the proceeding must be brought exclusively in a court of competent subject matter jurisdiction with geographic jurisdiction over Wilmington, Delaware.

Unsolicited Materials and End User's Grant of Limited Licensed

In operating our Platform, FirstWork does not solicit nor does it wish to receive any confidential, secret or proprietary information or other material from you through the Platform, our mail and e-mail addresses, or in any other way. Any information or material submitted or sent to FirstWork (including, but not limited to, comments, questions, feedback, data, suggestions, ideas and the like) will be deemed to be not confidential or secret. By submitting or sending information or other material to FirstWork, you represent and warrant that the information is original to you and that no other party has any rights to the material.

By communicating with FirstWork, including submitting or sending content to us, you grant FirstWork the royalty-free, unrestricted, world-wide, perpetual, irrevocable, non-exclusive, and fully sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such content (in whole or part), including any information, suggestions, ideas, drawings or concepts contained in such content, worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed. Such license includes incorporating the content, in whole or in part, into a FirstWork feature. You will remain responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of such submitted material, including any content or part thereof, or other communication to FirstWork. You also warrant that any "moral rights" in such content is waived.

Miscellaneous

If any part of the Agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Agreement shall continue in effect.

No failure or delay in enforcing any provision, exercising any option, or requiring performance, shall be construed to be a waiver of that or any other right in connection with the Agreement.

No action arising out of this Agreement or your access to or use of our Platform, regardless of form or the basis of the claim, may be brought by you more than one (1) year after the cause of action has arisen (or if multiple causes, from the date the first such cause arose) and you hereby waive any longer statute of limitations that may be permitted by law.

If FirstWork does take any legal action against you as a result of your violation of the Agreement, FirstWork will be entitled to recover from you, and you agree to pay, all reasonable attorneys' fees and costs of such action, in addition to any other relief granted to FirstWork. You agree that FirstWork will not be liable to you or to any third party for termination of your access to, or use of, any of our Platform as a result of any violation of the Agreement or for any reason at all.

You may not assign, by operation of law or otherwise, any rights or delegate any duties under the Agreement to any third party without prior written consent by FirstWork. Any purported assignment lacking such consent will be void at its inception. FirstWork may assign all or part of its rights and/or delegate all or part of its duties under the Agreement to any party, at any time, and in its sole discretion, upon notice of assignment by posting such notice on our Platform.

13.5 Contact Information

FirstWork LLC
7008 Capitol View Drive
McLean, Virginia, 22101
[info@firstworkapp.com]