Wysa Assure Mental Health App Terms of Service

This End User Licence Agreement (“EULA”) is between you and Wysa. The Wysa group is made up of different legal entities, details of which can be found here. This EULA is issued on behalf of the Wysa group so when we mention “Wysa”, “we”, “us” or “our” in this EULA, we are referring to the relevant Wysa company in the country where you are accessing the Software (being either India, the UK or USA).

Wysa is the co-developer and technical operator of the Software. The Software has been co-developed by Wysa and Swiss Re Solutions Ltd (“Swiss Re”), is distributed by Swiss Re to the Institution and the Institution makes the Software available to the user, customer of the Institution (your "Institution"). The Institution and Swiss Re are referred together as our "Partners".

This EULA creates binding legal obligations on you as an individual, so must be read carefully prior to your use of the Software. If you are a child, please read this EULA with your parents/legal guardian. You (and/or your parents/legal guardian if you are a child) agree to be bound by the terms of this EULA by clicking “accept” on any Software or by continuing to use any such Software.

Where provided by your Institution, your use of the Software is also subject to the overarching supply agreement (“Main Agreement”) between us and your Institution or Partners that is permitted to grant you access to the Software. If there is any conflict between any of the provisions in the Main Agreement and this EULA, the provisions in the Main Agreement will prevail.

In consideration of you agreeing to abide by the terms of this EULA, we hereby grant you a non-exclusive, non-transferable, revocable licence to use the Software on the terms of this EULA during the term of the Main Agreement, until terminated in accordance with the Main Agreement and/or this EULA. We do not sell the Software to you and we (or our third party partners and suppliers) remain the owners of the Software (and any copy thereof), any intellectual property within it and any intellectual property arising under or in relation to this EULA, at all times. Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this EULA, is void. Wysa reserves all rights not expressly granted under this EULA. In order to honor and protect Wysa and Swiss Re’s respective intellectual properties, You expressly agree not to disclose or communicate any proprietary and confidential Information about Wysa or Swiss Re’s practice, materials, or methods to any third parties. The obligations under this Clause survive the termination of the Wysa Service or Your relationship with Wysa and Swiss Re;

We may provide multiple services globally through our Software. Accordingly, you may not have access to certain services in your region and/or as permitted by the Main Agreement.

Where not specifically called out, use of uppercase or lowercase would carry the same meaning in this document.

Intended use of and disclaimers in relation to the Software

The Software covered under this EULA is the Wysa Assure App.

The App is a branded mobile application developed by Wysa, customized for Swiss Re’s use and distribution. The App uses the Wysa proprietary platform and has been customized for use and distribution by Swiss Re to its clients. Your Institution is one of Swiss Re's clients. The Wysa proprietary platform is the technology platform owned and operated by Wysa. The App is available in both iOS and Android mobile systems.

The App is an interactive Artificial Intelligence (AI)-powered space intended to provide wellbeing support through the provision and practice of evidence based mood management techniques. The software helps users set meaningful personal goals and take actionable steps towards positive change in a self-help context. It is intended for use by individuals over the age of 18 as a stand alone support tool. It is not a substitute for professional medical advice, does not provide medical advice or diagnoses, and does not constitute medical prevention or treatment for any specific condition(s). It is not recommended for use in crisis situations, nor is it suitable for use by those with severe and enduring mental health problems.

LLM-enabled AI: The underlying AI does not operate as a general-purpose generative AI. At its core is a neuro-symbolic AI system that combines two components. One is a ‘close-ended’ symbolic approach with proprietary natural language understanding (NLU) algorithms, structured decision trees and clinician approved responses. The other ‘neural’ component of this system is a carefully selected and curated use of large language model (LLM) inferences. This hybrid design ensures that whilst LLMs may be used, they are always applied within strict clinical and safety guardrails, never as an open-ended generative system. The neurosymbolic approach means that the AI cannot “free generate” responses in the way a general-purpose Generative AI tool does. Instead the outputs are designed to be clinically safe and appropriate. All App recommendations come from our own clinical library which is a closed source and written by our clinicians and AI team. You understand and agree to the following:

You must meet your Institution approved age to use the App. Wysa is not responsible if someone lies about their age to get access.
LLM-enabled AI will not be available when:
1. your messages do not pass our safety guardrails;
2. the LLM does not pass the safety checks; or
3. the LLM is not available.
LLM-enabled AI may not always work perfectly because of limitations in AI technology – on this basis please note the following in particular:
1. do not share your or others’ personal data, unless expressly asked to submit these;
2. AI might misunderstand and give wrong inferences; and
3. you might get wrong tool suggestions if AI does not understand your message.
you can take the following safeguards during use:
1. do not share any sensitive information about yourself or others.
2. do not input meaningless text.
3. do not type anything that could be harmful or unsafe.
Wysa’s governance and responsible AI practices guide our use of AI and LLM while protecting your rights; and
your access to the service will end if our Main Agreement with your Institution ends.

Please always consult a professional if you require medical assistance, especially (but not limited to) if you are thinking about hurting yourself or others, or have a serious physical or mental health emergency.

When you use any of our Software, you understand and agree to the following:

you are interacting with an AI software when using our AI services, and not a person. The Software cannot replace care from a qualified health professional. AI does not replace human judgement and is intended solely as a support tool.
The AI is restricted in the means of response. You make the choice of using the AI based on your own estimate of need, and agree that this is only suitable for basic self-help.
the Software does not provide face-to-face therapy and does not diagnose or offer medical advice;
the Software is not for emergencies. For any emergencies, contact local emergency services immediately;
Please first consult a healthcare professional before using the App, if you have any medical conditions;
our system may detect any safety risks in your messages and provide contact details for urgent care support; and
you are responsible for what you submit when you use the Software.

About Mobile Software

The Software is made available via mobile application (“Mobile Software”). To use such Mobile Software, you must have a mobile device that is compatible with the Mobile Software. Wysa does not warrant that the Mobile Software will be compatible with your mobile device. Wysa hereby grants you a non-exclusive, non-transferable, revocable licence to use a compiled code copy of the Mobile Software for one Wysa Account owned or leased solely by You, for Your personal use. You acknowledge that Wysa may from time-to-time issue upgraded versions of the Mobile Software, and may automatically electronically upgrade the version of the Mobile Software that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that this EULA will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile Software is covered by the applicable open source or third-party end user licence agreement, if any, authorising use of such code.

Your use of the Software

You can use our Software for your personal purposes only, or provided your Institution has a valid Main Agreement in place and in case of the Wysa Assure App, via the Google Play Store or the Apple App Store.

You must ensure to keep the Software up-to-date, so you get the latest features. Always exit the Software properly before updating.

You cannot use the Software for research or studies unless Wysa gives permission.

We do not handle any information about crimes or offences. Please do not share any such information when using our Software.

Wysa can refuse your access to the Software, at its discretion (and without reason). The Software is not available to those who have been removed by Wysa before, without Wysa’s prior written permission.

Our Software might have links to other websites or services. Wysa does not control these links and is not responsible for their content, products, or services. We are not liable for any damages or losses from using these third-party sites. We recommend you review their terms of service and privacy practices before use.

While Wysa has put in place reasonable clinical safety and data protection controls, you understand and acknowledge that AI (including LLM) is a developing technology. The potential risks inherent to this technology may not be fully understood and safeguards may not be fully developed. Due to the nature of the technology, you may sometimes get incorrect responses that do not accurately reflect the action required.

While Wysa has put in place reasonable clinical safety and data protection controls, you understand that using technology has risks, and you accept these risks. Protect your device and chats with good security practices and if you choose, or you are provided with, a user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential. You must not disclose it to any third party. If you know or suspect that anyone other than you knows your user identification code or password, you must promptly notify us. If you fail to comply with such security measures, Wysa will not be responsible if someone else accesses your chats or data.

You agree not to knowingly or recklessly engage in any of the following prohibited activities, except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties and except to the extent expressly permitted under this EULA:

do not attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Software in any form or media or by any means, including using any computer programs or methods like "scraping”;
do not use any automated tools like "robots," "spiders," or "offline readers" to access the Software in a way that sends more requests to our servers than a person could by using a normal web browser;
do not send spam, chain letters, or other junk messages;
do not try to tamper with or break the Software's security;
do not collect or harvest any information or data from the Software or our systems or attempt to decipher any transmissions to or from the servers running the Software;
do not do anything that puts a heavy load on our system, more than what is fair or manageable, as decided by us;
do not introduce or permit the introduction of bad data, viruses, worms, or other harmful software through your use of the Software;
do not collect or share any personal information, like account names, from the Software;
do not use the Software to ask people for money or business;
do not pretend to be someone else, lie about who you are, or hide your identity;
do not interfere with the proper working of the Software nor use it in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users;
do not access any content on the Software using methods or technology that we have not approved;
do not try to remove, circumvent, disable, damage or otherwise interfere with the measures or security-related features we use to stop or limit access to the Software, including methods that prevent copying content or enforce rules on how the Software is used;
do not delete the copyright and other proprietary rights notices on the Software;
do not attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software;
do not access all or any part of the Software in order to build a product or service which competes with the Software;
do not use the Software to provide services to third-parties;
do not license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Software available to any third party;
do not use the Software to provide time sharing, conduct independent clinical or research studies without our explicit permission or provide similar services to any third-party;
do not attempt to obtain, or assist third parties in obtaining, access to the Software; and
do not breach any applicable technology control or export laws and regulations that apply to the technology used or supported by the Software.

User Content

Some areas of the Software may, either now or later, allow you to post content such as chat content, profile information, videos, comments, questions, and other content or information or any such materials a user submits, posts, displays, or otherwise makes available on the Software ("User Content"). We claim no ownership rights over User Content created by you; the User Content you create remains yours. However, by sharing User Content through the Software, you agree to allow us, partners, your Institution or any other authorised persons (as set out in the Main Agreement) to view, edit, and/or share your User Content. Wysa has the right (but not the obligation) in its sole discretion to remove any User Content that is shared via the Software.

You agree not to post or transmit User Content that:

may create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person, or to any animal;
may create a risk or any other loss or damage to any person or property;
seeks to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details or otherwise;
may constitute or contribute to a crime or tort;
contains any information or content that we deem to be unlawful, harmful, abusive, racially or ethnically offensive, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous, threatening, profane, or otherwise objectionable;
contains any information or content that is illegal (including, without limitation, the disclosure of insider information under securities law or of another party's trade secrets);
copy, share, or use personal identifying or business contact information about other users or people without their express permission;
contains any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
contains any information or content that you know is not correct and current;
violates any school, Institution or other applicable policy, including those related to cheating or ethics;
interferes with other users of the Software including, without limitation, disrupting the normal flow of dialogue in an interactive area of the Software and deleting or revising any content posted by another person or entity;
except where expressly permitted, posts or transmits charity requests, petitions for signatures, franchise arrangements, distributorship arrangements, sales representative agency arrangements or other business opportunities (including offers of employment or contracting arrangements), club memberships, chain letters or letters relating to pyramid schemes, any advertising or promotional materials, solicit service letters or certificates, or any other solicitation of other users to use goods or services except in those areas (e.g., a classified bulletin board) that are designated for such purpose.

You may choose to, or we may invite you to submit comments, feedback or ideas about the Software, including without limitation about how to improve the Software or our products ("Ideas"). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Wysa under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Wysa does not waive any rights to use similar or related ideas previously known to Wysa, or developed by its employees, or obtained from sources other than you.

User Content Licence Grant

By posting any User Content on the Software, you expressly grant, and you represent and warrant that you have all rights necessary to grant, to Wysa and partners a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive and worldwide licence to use, reproduce, copy and modify such User Content in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for the purpose of providing you the Software and as further set out in our Privacy Policy.

Data Protection

We do not ask for your personal identifiers, unless we are asked to collect it by our partners. We and our partners collect minimal personal data to provide you with our services. We deeply care about the integrity and security of your Personal data and maintain security measures as required under applicable data protection laws to ensure its authorized use.

Please read our Privacy Policy to see how we protect and handle your data.

If you have any questions or complaints, email us at [email protected]. Wysa might ask for more information to handle your request properly. We may also need to verify who you are before answering your questions.

Wysa and our partners conduct research. All data, including User Content (if any) is anonymised before use for internal research purposes to make our Software and services better and help improve mental well-being around the world. This research looks at how different activities on the Software impact mental well-being measures. Wysa and our partners may use User Content and other data collected from the user in accordance with this EULA for the purpose of this research.

We may collaborate with our partners or may conduct research studies of our own. Joining our research studies is your choice. Details about the study will be shared with you via a URL, and you will be asked for your consent at the start. Agreeing to join does not guarantee you will be in the study; you must meet certain criteria to be selected as a participant. Selection and shortlist to a study is automated based on approved study criteria. We will never discriminate. Your data will be used according to our Privacy Policy. Generally, you will not receive any payment or benefits for participating in these studies.

Termination

We may terminate this EULA immediately by written notice to you if you commit a material or persistent breach of this EULA which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

Upon termination for any reason, including in case of expiry or termination of the Main Agreement:

all rights granted to you under this EULA shall cease;
you must cease all activities authorised by this EULA; and
you must immediately delete or remove the Software from all computer equipment and/or devices in your possession and immediately destroy or return to us (at our option) all copies of the Software then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

Changes to this EULA and updates to the Software

We may need to change this EULA to reflect changes in law or best practice or to deal with additional features which we introduce.

We will give you at least 30 days' notice of any change by notifying you of a change when you next use the relevant Software. If you do not accept the notified changes, we will let you know whether you may continue to use the relevant Software in accordance with the existing terms (but certain new features may not be available to you) or will not be permitted to continue to use the Software.

From time to time, we may also automatically update the Software and change the underlying service to improve performance, enhance functionality, reflect changes to the operating system or address security issues. Alternatively, we may ask you to update the Software for these reasons.

If you choose not to install such updates or if you opt out of automatic updates you may not be able to continue using the Software and the underlying services.

Indemnity, Warranty and Liability

Indemnity

You agree to defend, indemnify and hold harmless Wysa, SwissRe or any of their affiliates, agents, directors, employees, suppliers or licensors, from and against any and all claims, damages, injury, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Software, including any data or content transmitted or received by you, and any claims or damages arising as a result thereof; (ii) your violation of any term of this EULA, including without limitation breach of any representations or warranties; (iii) your violation of any third-party right, including without limitation any right of privacy or intellectual property rights; (iv) your violation of any applicable law, rule or regulation; or (v) any other party's access and use of the Software with your unique username, PIN, password or other appropriate security code.

You are solely responsible for your interactions with other Software users. Wysa and SwissRe shall have no liability for your interactions with other users, or for any user's action or inaction.

Warranty

The service is provided on an "as is" and "as available" basis. Use of the Software is at your own risk. To the maximum extent permitted by applicable law, the Software is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. No advice or information, whether oral or written, obtained by you from Wysa or SwissRe or through the Software will create any warranty not expressly stated herein. Without limiting the foregoing, Wysa, SwissRe and their subsidiaries, their affiliates, and their third party partners or suppliers do not warrant that: (i) the information provided by the Software is accurate, reliable or correct; (ii) the Software will meet your requirements; (iii) the Software will be available at any particular time or location, uninterrupted or error-free; (iv) any defects or errors will be corrected; or (v) the Software is free of viruses or other harmful components. Wysa and partners are not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and you acknowledge that the Software may be subject to limitations, delays and other problems inherent in the use of such communications facilities.

Wysa and SwissRe do not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third-party through the Software or any hyperlinked website or service, and Wysa and SwissRe will not be a party to or in any way monitor any transaction between you and third-party providers of products or services.

Limitation of Liability

As an individual end user, please note the following:

If we fail to comply with this EULA, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this EULA or failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time this EULA was made, both we, and you knew it might happen;
We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors or for fraud or fraudulent misrepresentation;
If defective digital content that we have supplied damages a device or digital content belonging to you, we will either repair the damage or pay you compensation. However, we will not be liable for damage that you could have avoided by following our advice to apply an update offered to you free of charge or for damage that was caused by your failure to correctly follow installation instructions or to have in place the minimum system requirements advised by us;
We, Swiss Re or any of their affiliates, agents, directors, employees, suppliers or licensors are not liable for business losses. The Software is for domestic and private use. If you use the Software for any commercial, business or resale purpose we, Swiss Re or any of their affiliates, agents, directors, employees, suppliers or licensors will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity;
we recommend that you back up any content and data used in connection with the Software, to protect yourself in case of problems with the Software;
you acknowledge that the Software has not been developed to meet your individual requirements, including any particular cybersecurity requirements you might be subject to under law or otherwise, and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the relevant documentation meet your requirements; and
if the Software provides any information (which includes Wysa or SwissRe content, medical or legal information amongst others) including recommending tools and techniques (e.g. Yoga or activity or exercises), such information is for informational or educational purposes only and should not be construed as professional advice. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of information obtained from the Software. Although we make reasonable efforts to update the information provided by the Software, we make no representations, warranties or guarantees, whether expressed or implied, that such information is accurate, complete or up to date.
If any part of this limitation of liability is found to be invalid or unenforceable for any reason, then the maximum aggregate liability of Wysa and Swiss Re (including its affiliates, agents, directors, employees, suppliers, or licensors) under or in connection with this EULA whether in contract, tort (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to 100% of the fees paid to Wysa, or SwissRe in respect of the Software you are using on the terms of this EULA during the 12 months immediately preceding the date on which the claim arose;

This EULA sets out the full extent of our and SwissRe obligations and liabilities in respect of the supply of the Software. Except as expressly stated in this EULA, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Software which might otherwise be implied into, or incorporated in, this EULA whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

You are responsible for compliance with all applicable laws and regulations of the jurisdiction from which you are accessing the Software, including but not limited to export and import regulations. The Software is controlled and operated from facilities in India, UK and USA. We make no representation that the information contained herein is appropriate or available for use in other locations. You understand and agree that the Software may not meet licensing or other regulatory requirements in other locations. You agree that those who access or use the Software from other jurisdictions will do so at their own risk. You may not use the Software if you are a resident of a country embargoed, or are a foreign person or entity blocked or denied, as identified by embargo and sanctions lists maintained by the United Nations, USA, UK or India.

Governing Law and Dispute Resolution

This EULA, its subject matter and its formation (and any non-contractual disputes or claims) shall be governed by and construed in accordance with the governing laws set out in the Main Agreement or in accordance with the laws of India and the courts of Bangalore, Karnataka, India and all matters, claims, actions or disputes arising from this EULA, shall be subject to the jurisdiction of the applicable courts.

Other important terms

Events beyond our reasonable control

If our provision of or support for the Software or the underlying services are delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this, we will not be liable for delays caused by the event.

Transfer of rights and obligations

We may transfer our rights and obligations under this EULA to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under this EULA.

You may only transfer your rights or your obligations under this EULA to another person if we agree in writing. Any attempted transfer or assignment in violation hereof shall be null and void.

Third party rights

This EULA does not give rise to any rights under applicable laws to enforce any term of this EULA.

Entire Agreement

This EULA, together with the Main Agreement and any additional agreements you may enter into with Wysa in connection with the Software and underlying service, shall constitute the entire agreement between us and supersede and extinguish all previous and contemporaneous agreements, promises, assurances and understandings between us, whether written or oral, relating to its subject matter.

You acknowledge that in entering into this EULA you do not rely on and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this EULA.

Severance

Each of the conditions of this EULA operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining conditions will remain in full force and effect.

No Waiver

A waiver of any right or remedy is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy.

A delay or failure to exercise, or the single or partial exercise of, any right or remedy does not waive that or any other right or remedy, nor does it prevent or restrict the further exercise of that or any other right or remedy.

Communications between us

If you wish to contact us in writing, or if any condition in this EULA requires you to give us notice in writing, you can send this to us by email at [email protected] or by pre-paid post to the business address of the relevant Wysa company in the country where you are accessing the Software, details of which can be found here. We will confirm receipt of this by contacting you in writing, normally by email.

If we have to contact you or give you notice in writing, we will do so by email or by pre-paid post to the address you provide or confirm to us, or through posting on our Software.