Terms of Service

1.The agreement and who it is with

1.1 These Terms of Service (the “Terms”) form a binding agreement between Deep Development And Design LLC, a limited liability company organised under the laws of the Commonwealth of Pennsylvania, United States (“Deep Development & Design”, “we”, “us”, “our”), and the individual or entity that creates an account for or uses the Service (“you”, “your”, the “Customer”).

1.2 You accept these Terms by creating an account, by clicking to accept them, or by using the Service. If you do not agree, do not use the Service.

1.3 If you accept these Terms on behalf of a company or other organisation, you represent that you have authority to bind that organisation, and “you” means that organisation.

1.4 These Terms, together with our Privacy Policy and any order form, quote, statement of work or written agreement signed by both parties, are the entire agreement between us regarding the Service. Where a signed written agreement between us conflicts with these Terms, the signed agreement controls for that Customer. A plain-English summary of these Terms is published at /terms-plain; it is provided for convenience only, forms no part of this agreement, and these Terms control in the event of any difference.

2.Definitions

• “Service” means the Deep Current software platform, including the websites it builds and hosts for you, its dashboards, modules and APIs, and any documentation or support we provide with it.
• “Your Content” means anything you or your users upload to, create in, or publish through the Service, including text, images, video, logos, product and pricing information, and business records.
• “End Client” means a business on whose behalf an agency Customer uses the Service.
• “End Customer Data” means information that a visitor or customer of your business submits through a website or form operated through the Service — for example an inquiry, an order, a booking or a review.
• “Connected Account” means a third-party account you authorise the Service to access, such as a Facebook Page, Instagram professional account, Google Business Profile, LinkedIn Page, X account or YouTube channel.
• “Platform” means the operator of a Connected Account — for example Meta Platforms, Inc. or Google LLC.

3.The Service

3.1 Subject to these Terms and to payment of the applicable fees, we grant you a non-exclusive, non-transferable, revocable right to access and use the Service during your subscription, for your own business purposes or, if you are an agency, for the benefit of your End Clients.

3.2 The Service is provided on a software-as-a-service basis. We host it; you are not granted a copy of any software and no source code is licensed to you.

3.3 Modules of the Service may be made available, changed, renamed, combined or withdrawn from time to time. Some modules are marked as in development; those are not warranted to be available on any timetable and are not part of what you are paying for unless expressly stated on your plan.

3.4 We may engage subprocessors and suppliers — including hosting, database, payment and artificial-intelligence providers — to deliver the Service. We remain responsible to you for their performance of the Service.

4.Accounts and eligibility

4.1 You must be at least 18 years old and capable of forming a binding contract.

4.2 You are responsible for the accuracy of your account details, for the security of your credentials, and for everything done under your account, whether or not you authorised it. Tell us promptly at the address in section 23 if you believe your account has been compromised.

4.3 You are responsible for the acts and omissions of anyone you give access to your account, including your staff, contractors and End Clients, as if they were your own.

5.Plans, fees and billing

5.1 Fees. Fees are those stated on the plan you select at signup or in a written quote we give you. Unless stated otherwise, fees are in United States dollars and are billed in advance, either monthly or, if you choose yearly billing, once a year.

5.2 Automatic renewal. Your subscription renews automatically at the end of each billing period — each month, or each year if you chose yearly billing — and your payment method is charged for the next period in advance, until you cancel. You can cancel at any time, as described in section 5.10.

5.3 Method of payment and authorisation. Before any card is charged, the person paying must tick a box agreeing to these Terms, tick a second box authorising the recurring charge, and type their name. By doing so you authorise us and our payment processor to charge that payment method, on each renewal date and until you cancel, for the amounts due under your plan, including the variable amounts described in section 5.9. We record the name and email of the person who approved, the time, the IP address and browser used, and a fingerprint of the exact wording shown, and we email a copy of the authorisation to that person. Where card payment is not enabled for your account, we will invoice you and payment is due within fourteen (14) days of the invoice date.

5.4 Taxes. Fees are exclusive of sales, use and similar taxes. You are responsible for those taxes, other than taxes on our income.

5.5 Failed and late payments. If a payment fails, or an invoiced amount is not paid when due, we will show this in the Service and tell you. You then have a grace period of fourteen (14) days to pay. If the amount is still unpaid after the grace period, we may place your account in read-only mode, or otherwise suspend the Service under section 15.3, until it is paid. We will not delete your account or Your Content because a payment failed. Overdue amounts may bear interest at the lesser of 1.5% per month or the maximum rate permitted by law.

5.6 No refunds. Except where these Terms expressly say otherwise or where required by law, fees are non-refundable and there are no refunds or credits for partial months, for the unused part of a billing period after you cancel, or for periods in which you did not use the Service.

5.7 Price changes. We may change our prices. We will give you at least thirty (30) days’ notice by email before a change applies to you, and the change takes effect at your next renewal. If you do not accept it, you may cancel under section 5.10 before it takes effect, and you will not be charged the new price.

5.8 Third-party costs. Advertising spend, domain registration and renewal, and fees charged by third parties you contract with directly are yours, not ours, unless we have agreed otherwise in writing.

5.9 Agency bills that vary. If you are an agency, your monthly bill depends on the number of End Clients and services on your account, so it can change from month to month. Each month’s invoice is itemised. The amount you authorise under section 5.3 is your monthly bill as it stands that month, including any overage under section 6.2. If you add or remove End Clients or services part-way through a month, the difference is settled on your next invoice as a separately named credit or catch-up line.

5.10 How to cancel. You can stop automatic payment at any time, either from the Billing page in the Service or by emailing us at the address in section 23. Cancellation takes effect at the end of the billing period you have already paid for. You keep access until then, and we will not charge you again after that. As section 5.6 says, there is no refund for the rest of the period already paid for, except where required by law. There is no cancellation fee.

5.11 Free trial. Where we offer a free trial, it lasts fourteen (14) days and does not require a payment method. A free trial does not turn into a paid plan by itself: you are charged only if you choose a plan and approve payment under section 5.3. When a trial ends without a paid plan, your account becomes read-only; nothing is deleted because the trial ended. Where instead you start a trial by entering a card, the page you start it on says so: nothing is charged during the fourteen days, and unless you cancel before the trial ends your card is charged automatically for the plan you chose on the fifteenth day and each period after, as you authorised when you started.

5.12 Electronic signatures and records. You agree that ticking a box and typing your name in the Service is your electronic signature, that it is legally binding to the same extent as a handwritten signature, including under the United States Electronic Signatures in Global and National Commerce Act (E-SIGN) and the Pennsylvania Electronic Transactions Act (Pennsylvania’s enactment of the Uniform Electronic Transactions Act), and that our electronic record of it is evidence of your agreement. You agree to receive these Terms, authorisations, notices, invoices and receipts electronically, including by email to your account address. You may ask us for a copy of any of them at the address in section 23.

5.13 Payment processor. Payments are processed by Stripe, Inc. and its affiliates (“Stripe”). Card details are entered on pages provided by Stripe and are never stored by us.

6.Usage allowances and AI features

6.1 Plans include a monthly allowance for AI-assisted work, such as generating or changing site content and marketing material. The allowance for your plan is shown in the Service.

6.2 If you exceed your allowance we will notify you and may charge the published overage rate. We will not cut off your access mid-month for exceeding an allowance without first telling you.

6.3 Nature of AI output. Parts of the Service use artificial intelligence, including third-party models. AI output can be inaccurate, incomplete or unsuitable, and similar output may be generated for other customers. You are responsible for reviewing AI-generated material before you publish it, and for ensuring that what you publish is accurate, lawful and not infringing. We do not warrant that AI output is accurate, original or fit for any particular purpose.

6.4 You must not use the Service's AI features to generate unlawful, deceptive, infringing or harmful material, or to impersonate any person or organisation.

7.Your Content

7.1 Ownership. As between you and us, Your Content is and remains yours. We claim no ownership of it.

7.2 Licence to us. You grant us a worldwide, non-exclusive, royalty-free licence to host, store, copy, transmit, adapt, format and display Your Content, and to transmit it to the Platforms and other services you direct us to, solely as necessary to operate and support the Service for you. This licence ends when Your Content is deleted, except for copies retained in routine backups until those expire.

7.3 Your responsibility. You represent that you own Your Content or have the rights necessary to use it as you do through the Service, and that it does not infringe anyone's rights or break any law. This includes photographs, logos, fonts, music and video supplied by you or selected by you.

7.4 Domains. Where you own a domain name, it remains yours. We will not withhold the transfer of a domain you own on termination.

7.5 Removal. We may remove or disable material that we reasonably believe breaches these Terms or the law. Where practicable we will tell you first, and otherwise promptly afterwards.

8.Acceptable use

8.1 You must not, and must not permit anyone else to:

• use the Service for anything unlawful, fraudulent, defamatory, obscene or hateful, or to harass or endanger anyone;
• send unsolicited bulk email or messages, or otherwise breach any anti-spam law, including the CAN-SPAM Act and the Telephone Consumer Protection Act;
• publish material infringing another person's intellectual property, privacy or publicity rights;
• upload malware, or attempt to gain unauthorised access to the Service, to other customers' data, or to any system connected to it;
• probe, scan, load-test or circumvent the Service's security or rate limits without our written permission;
• reverse engineer, decompile or attempt to derive the source code of the Service, except to the extent that restriction is unenforceable by law;
• resell, sublicense or provide the Service to a third party other than as permitted by section 10;
• use the Service to build or train a competing product, or to scrape it systematically;
• misrepresent your identity or your authority to act for a business whose website, profile or accounts you operate through the Service; or
• breach the terms, policies or developer rules of any Platform whose account you connect.

8.2 We may investigate suspected breaches and take the steps in section 15.3.

9.Connected third-party accounts

9.1 You authorise us. When you connect a third-party account, you authorise us to access and use it on your behalf for the purposes you select in the Service — for example publishing scheduled posts, reading the performance of those posts, and, where you switch it on, reading and replying to comments and messages.

9.2 We act on your instruction. We publish what you or your authorised users schedule or approve. We do not publish content you have not approved, other than at a time you have set for it.

9.3 The Platform's terms still apply. Each Connected Account remains governed by the terms and policies of its Platform, and your use of that account through the Service is subject to them. You are responsible for complying with them. We are not a party to your relationship with any Platform and we do not control their decisions, including suspension or removal of your account or content.

9.4 Disconnection. You may disconnect a Connected Account at any time from within the Service or from the Platform's own settings. On disconnection we delete the stored access credentials for that account and stop receiving data from it. Content already published to that account remains there; only you can remove it. See our data deletion page.

9.5 Availability. Platforms change, restrict and withdraw their interfaces without notice to us. We do not warrant continued availability of any Platform integration, and a Platform's change is not a breach of these Terms by us.

10.Agencies and end clients

10.1 If you are an agency, you may use the Service to deliver services to your End Clients, and may give End Clients access to the parts of the Service relating to them.

10.2 You remain the Customer and remain responsible for fees, for your End Clients' compliance with these Terms, and for having the authority and permissions necessary to operate each End Client's websites, Connected Accounts and data.

10.3 You will not present the Service in a way that misleads an End Client about who provides it or about what it does.

10.4 If your relationship with an End Client ends, it is your responsibility to arrange the handover or deletion of that End Client's content and accounts. We will cooperate with a reasonable request from either of you, but we will not adjudicate a dispute between you.

10.5 Charging your End Clients. If you use the Service to charge your End Clients, those charges are made on your own Stripe account connected to the Service, not on ours. You are the seller to your End Client, and your name, not ours, appears on your End Client’s statement. To connect a Stripe account you must accept Stripe’s Connected Account Agreement, and you are bound by it.

10.6 Your responsibilities to End Clients. You, and not Deep Development & Design, are responsible for: (a) your own terms with your End Clients; (b) obtaining each End Client’s authorisation before charging them, including for any recurring charge; (c) refunds, chargebacks and payment disputes with your End Clients; and (d) honouring your End Clients’ cancellation requests promptly. We are not a party to the sale between you and your End Client.

10.7 Our fee on those charges. Our fee for End Client payments is collected as a platform or application fee deducted through Stripe from the charges made on your connected account, at the rate shown in the Service or agreed with you in writing.

10.8 No misleading statements. In line with section 10.3, you must not tell an End Client anything misleading about who they are paying, what they are paying for, or how to cancel.

11.Personal data and privacy

11.1 Our handling of personal data is described in our Privacy Policy, which forms part of these Terms.

11.2 Roles. For End Customer Data, you are the controller and we act as your processor: we process it on your documented instructions, which are these Terms and your use of the Service. For your own account data we act as controller.

11.3 Your obligations. You are responsible for providing any notice and obtaining any consent required for the personal data you put into the Service or collect through it, and for having a lawful basis to do so.

11.4 Security. We maintain technical and organisational measures appropriate to the risk, including encryption of third-party access credentials at rest and in transit, and access controls limiting staff access to what is needed to support your account. No system is perfectly secure, and we do not warrant that the Service cannot be breached.

11.5 Deletion. We will delete personal data on your instruction as described in our data deletion page, save for what we must retain by law or for billing records, and for copies in routine backups until they expire.

11.6 No sale of data. We do not sell your data or End Customer Data, do not use it to build advertising audiences, and do not use it to train artificial-intelligence models.

12.Our intellectual property

12.1 The Service, and all software, design systems, templates, interfaces, documentation, trade marks and know-how in it, are owned by us or our licensors. Nothing in these Terms transfers any of it to you, other than the limited right of use in section 3.1.

12.2 Where the Service generates a website for you, the resulting pages, copy and images delivered to you are Your Content under section 7 and you may take them with you. The underlying platform, builder, component library and tooling used to produce them are not.

12.3 You may not remove or obscure our notices, except that any credit link we place in a website footer may be removed or disabled on request.

13.Feedback

If you send us suggestions or ideas about the Service, you grant us an unrestricted, perpetual, royalty-free right to use them without obligation or compensation to you. You are not required to send us feedback.

14.Confidentiality

14.1 Each party may receive information of the other that is marked confidential or that a reasonable person would understand to be confidential. Each party will protect the other's confidential information with at least reasonable care and use it only to perform under these Terms.

14.2 This does not apply to information that is or becomes public through no fault of the recipient, was already known to it, is independently developed by it, or must be disclosed by law — in which case the recipient will, where lawful, give the other party notice first.

15.Term, suspension and termination

15.1 Term. These Terms apply from the day you first use the Service until your subscription ends.

15.2 Cancellation by you. You may cancel at any time, from the Billing page in the Service or by emailing us, as set out in section 5.10. Cancellation takes effect at the end of the billing period you have already paid for, after which no further charges are made. There is no refund for the rest of that period (section 5.6), no early-termination fee and no minimum term.

15.3 Suspension by us. We may suspend all or part of the Service, including by placing your account in read-only mode, with notice where practicable, if: (a) an amount remains unpaid after the grace period in section 5.5; (b) we reasonably believe your use breaches section 8 or exposes us, another customer or the public to material risk or legal liability; or (c) we are required to by law or by a Platform. We will restore the Service promptly once the cause is resolved.

15.4 Termination by us. We may terminate these Terms on thirty (30) days' notice, or immediately on notice if you materially breach them and do not cure the breach within ten (10) days of being told, or if you become insolvent.

15.5 Discontinuation. If we decide to discontinue the Service generally, we will give you at least ninety (90) days' notice and a pro-rata refund of fees paid for any period after the Service ends.

16.What happens when you leave

16.1 Your Content and your domain go with you. For thirty (30) days after termination we will, on request, give you a reasonable export of Your Content and cooperate with the transfer of a domain you own.

16.2 After that period we may delete Your Content. Do not rely on us as your only copy.

16.3 Sections 7.1, 7.3, 12, 13, 14, 17, 18, 19, 21 and 22 survive termination, as do any accrued payment obligations.

17.Disclaimers

17.1 No performance guarantee. We measure and report where a business stands in search results, in local map results and with AI assistants. We do not guarantee any ranking, position, impression, click, lead, booking or sale, and no statement by us should be read as a promise of a commercial result. Search engines, map providers, AI assistants and advertising platforms control their own results and change them without notice.

17.2 Availability. We aim to keep the Service available but do not warrant uninterrupted or error-free operation. Maintenance, third-party outages and events outside our control will cause interruptions.

17.3 As is. Except as expressly stated in these Terms, the Service is provided “as is” and “as available”, and we disclaim all warranties, express, implied or statutory, including the implied warranties of merchantability, fitness for a particular purpose, title and non-infringement.

17.4 We do not give legal, tax, accounting, insurance or regulatory advice. Content produced through the Service — including policies, disclosures and marketing claims — is your responsibility to review for compliance with the law that applies to your business.

18.Limitation of liability

18.1 To the maximum extent permitted by law, neither party is liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for lost profits, lost revenue, lost business, lost goodwill or lost or corrupted data, however caused and on any theory of liability, even if advised of the possibility.

18.2 To the maximum extent permitted by law, each party's total aggregate liability arising out of or relating to these Terms or the Service will not exceed the total fees you paid us in the twelve (12) months immediately before the event giving rise to the claim.

18.3 The limits in 18.1 and 18.2 do not apply to your obligation to pay fees, to either party's indemnity obligations under section 19, to a party's breach of section 14, or to liability that cannot be limited by law, including fraud, fraudulent misrepresentation, or death or personal injury caused by negligence.

18.4 Some jurisdictions do not allow certain limitations, so parts of this section may not apply to you.

19.Indemnification

19.1 By you. You will defend and indemnify us against third-party claims, and pay the damages and reasonable legal costs finally awarded or agreed in settlement, arising from Your Content, your use of the Service in breach of these Terms, your breach of a Platform's terms, or your relationship with an End Client.

19.2 By us. We will defend and indemnify you against third-party claims that the Service, used as permitted by these Terms, infringes a United States patent, copyright or trade mark, and pay the damages and reasonable legal costs finally awarded or agreed in settlement. This does not apply to claims arising from Your Content, from modifications not made by us, or from use of the Service in combination with anything we did not supply.

19.3 The indemnified party must promptly notify the other, give it control of the defence, and provide reasonable cooperation. No settlement that admits liability or imposes an obligation on the indemnified party may be made without its consent.

20.Changes to the Service and to these Terms

20.1 We may change the Service. We will not materially reduce its core functionality during a paid period without giving you notice and, if you object, the right to cancel under section 15.2.

20.2 We may amend these Terms. For any material change we will give you at least thirty (30) days' notice by email to your account address, and we will update the “Last updated” date above. Continued use after the change takes effect is acceptance of it. If you do not accept, cancel under section 15.2 before it takes effect.

20.3 We will not silently rewrite this page and rely on you noticing.

20.4 When these Terms change materially, the owner of each account will be asked to accept the new version inside the Service before continuing to use it. That acceptance is recorded in the same way as described in section 5.3.

21.Governing law and disputes

21.1 These Terms are governed by the laws of the Commonwealth of Pennsylvania, United States, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

21.2 The state and federal courts located in Allegheny County, Pennsylvania have exclusive jurisdiction, and each party submits to their jurisdiction and waives any objection to venue there.

21.3 Talk to us first. Before starting proceedings, the parties will attempt in good faith to resolve the dispute for thirty (30) days after written notice describing it, sent to the address in section 23.

21.4 Nothing in this section prevents either party from seeking injunctive relief to protect its intellectual property or confidential information.

22.General

22.1 Assignment. You may not assign these Terms without our written consent, except to a successor to all or substantially all of your business. We may assign them to an affiliate or to a successor to our business.

22.2 Independent parties. Nothing here creates a partnership, joint venture, employment or agency relationship between us.

22.3 No third-party rights. These Terms give no rights to anyone who is not a party to them, except as expressly stated.

22.4 Severability. If a provision is held unenforceable, it is modified to the minimum extent necessary and the rest stays in force.

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

22.6 Force majeure. Neither party is liable for a failure to perform, other than a failure to pay, caused by an event beyond its reasonable control.

22.7 Notices. Notices to you go to the email address on your account. Notices to us go to the address in section 23 and are effective on receipt.

22.8 Publicity. We will not use your name, logo or a description of your business as a reference or case study without your prior consent.

22.9 Headings. Headings are for convenience and do not affect interpretation.

23.How to contact us

Deep Development And Design LLC
1064 Olivia Drive, Oakdale, PA 15071, United States

Email: Joey@deepdevelopmentanddesign.com
Telephone: (724) 520-3337

For a request to delete your data, see our data deletion page.