Terms of Service
Last Updated: 26 May, 2025
These Terms of Service (“Terms”) are a legally binding agreement between the party accepting these Terms (“Customer”) and HeyBen Limited (“HeyBen,” “we,” “us,” or “our”) and govern Customer’s access to and use of HeyBen’s services and software platform designed to assist accounting firms and SMEs in managing their bookkeeping and accounting workflows (the “Services”).
HeyBen may introduce additional terms applicable to certain Services (“Supplemental Terms”). In the event of a conflict between these Terms and any Supplemental Terms, the Supplemental Terms will control with respect to the applicable Services.
HeyBen may revise these Terms from time to time. We will notify Customer of any material changes by email or via the Services. Unless otherwise stated, changes will be effective upon posting. Continued use of the Services following notice constitutes acceptance of the revised Terms.
1. Services
Subject to Customer’s full compliance with these Terms, HeyBen grants Customer a limited, non-exclusive, non-transferable, revocable right to access and use the Services for internal business operations related to accounting and bookkeeping (“Permitted Use”). All rights not expressly granted are reserved by HeyBen. Customer shall not use the Services for timesharing, service bureau, or resale purposes. HeyBen may alter, suspend, or discontinue the Services or any component at any time, without prior notice, and shall not be liable for any such modification or discontinuance.
2. Accounts and Eligibility
2.1 Authorized Users
Customer may designate personnel to access the Services (“Authorized Users”), and must ensure all Authorized Users comply with these Terms. Unauthorized use by non-Authorized Users is strictly prohibited.
2.2 Geographic Scope
The Services are intended for use in jurisdictions where HeyBen is legally authorized to operate. Customer represents that it is not a resident of or located in any jurisdiction subject to embargoes or sanctions by the UN, EU, or any applicable authority.
2.3 Account Security
Customer is responsible for maintaining the confidentiality of all login credentials. Any activity through the account shall be deemed to be performed by Customer. HeyBen disclaims any liability for losses arising from unauthorized access unless directly attributable to HeyBen’s gross negligence.
2.4 Corporate Authority
Customer represents that it is legally constituted, duly registered, and has the authority to accept these Terms and use the Services in its jurisdiction.
3. Customer Obligations
3.1 Restrictions
Customer shall not:
- Modify, reverse engineer, or decompile the Services
- Circumvent security protocols
- Introduce viruses, bots, or malicious code
- Interfere with HeyBen systems or networks
- Use the Services for illegal or harmful activities
- Misrepresent its identity, affiliation, or intention in using the Services
3.2 Acceptable Use
Customer and its personnel shall not:
- Upload or transmit infringing, defamatory, or unlawful content
- Exploit system vulnerabilities
- Use the Services to send spam or unsolicited financial communications
- Infringe upon intellectual property or privacy rights of third parties
3.3 Compliance
Customer is solely responsible for complying with all laws and regulations applicable to its business, including tax filing, audit trails, data protection, and usage of financial tools.
3.4 Equipment
Customer is responsible for maintaining secure internet access and devices that meet HeyBen’s technical requirements.
3.5 Output Review and Customer Diligence
Customer acknowledges and agrees that it is solely responsible for reviewing all outputs, data summaries, reports, and results generated by the Services. Customer must conduct its own due diligence to validate that any outputs meet its expectations, business requirements, and regulatory obligations. HeyBen shall not be liable for any actions taken by the Customer based on unverified or misinterpreted outputs.
4. Customer Data
4.1 Ownership
Customer retains ownership of its data submitted to the platform (“Customer Data”).
4.2 License
Customer grants HeyBen a license to host, copy, process, transmit, and display Customer Data to:
- Operate and maintain the Services
- Ensure legal and policy compliance
- Train AI models (where consented)
- Diagnose bugs or performance issues
- Aggregate anonymized benchmarking data
4.3 Representations
Customer confirms that it has the right to upload and use all Customer Data and has obtained necessary third-party consents. Customer shall indemnify HeyBen for any breach of data rights.
4.4 AI Tools
(a) AI Output is based on probabilistic inference and may contain inaccuracies. Customer must independently verify the reliability of generated content.
(b) By using AI features, Customer agrees that relevant Inputs/Outputs may be shared with trusted AI infrastructure providers.
(c) HeyBen disclaims any liability for losses caused by reliance on AI-generated Output, including errors in classification, summarization, or tax recommendations.
(d) Customer agrees to use AI responsibly and in accordance with jurisdictional AI governance regulations.
5. Intellectual Property
5.1 Ownership
HeyBen retains all intellectual property rights in the Services, including software, content, architecture, and branding. These Terms do not transfer any ownership rights to Customer.
5.2 Usage Data
HeyBen may collect metadata, logs, and usage statistics derived from the operation of the Services. Such data, when anonymized and stripped of identifiers, is owned solely by HeyBen and may be used for R&D, benchmarking, and service improvement.
6. Fees and Payment
6.1 Payment
Customer agrees to pay fees as per its chosen plan. Subscription charges are billed in advance and usage charges in arrears, unless otherwise agreed.
6.2 Taxes
Customer shall pay all applicable taxes. HeyBen is not responsible for VAT, GST, or other levies unless explicitly included.
6.3 Remedies for Non-Payment
HeyBen may charge interest (1.5% monthly or maximum allowed by law) and suspend access until overdue amounts are paid. HeyBen reserves the right to refer unpaid balances to collection agencies.
7. Term and Termination
7.1 Term
These Terms commence on acceptance and continue until terminated under this Section.
7.2 Termination
Either party may terminate:
- Upon 30 days’ notice
- Immediately for material breach not remedied within 15 days
- Immediately in case of insolvency or bankruptcy
7.3 Suspension
HeyBen may suspend the Services to prevent fraud, protect system integrity, enforce compliance, or respond to governmental orders.
7.4 Consequences
Upon termination:
- All licenses are revoked
- Customer data may be retained for 30 days before deletion
- Outstanding fees become immediately due
- Surviving clauses include 4, 5, 6, 7.4, 8–13
8. Confidentiality
8.1 Definition
Confidential Information includes source code, algorithms, roadmaps, product designs, and financial data not publicly known.
8.2 Obligations
Customer agrees to:
- Use Confidential Information only for the intended purpose
- Maintain confidentiality using industry-standard security practices
- Report unauthorized disclosures
8.3 Exceptions
Confidentiality does not apply to information that:
- Becomes public through no fault of the recipient
- Is lawfully obtained from a third party
- Is independently developed without reference to disclosed materials
8.4 Feedback
Suggestions or feedback are not treated as confidential and may be used freely by HeyBen.
9. Indemnification
Customer agrees to indemnify, defend, and hold harmless HeyBen and its officers, directors, and employees from any claims, damages, or losses arising from:
- Use of the Services
- Violation of laws
- Breach of these Terms
- Infringement of third-party rights
10. Disclaimers
The Services are provided “as is.” HeyBen disclaims all warranties including:
- Merchantability
- Fitness for a particular purpose
- Non-infringement
- Continuous or error-free operation
HeyBen does not provide tax, legal, or financial advice. You should consult professional advisors before relying on Output.
11. Limitation of Liability
To the maximum extent permitted by law, HeyBen shall not be liable for:
- Indirect, incidental, or consequential damages
- Loss of profits or data
- Business interruption
- Loss resulting from AI errors or automation bugs
Total liability is capped at amounts paid in the 3 months before the claim.
12. Arbitration
Any dispute shall be resolved under binding arbitration in Hong Kong using the rules of the Hong Kong International Arbitration Centre (HKIAC). No class actions permitted. HeyBen may seek injunctive relief in court for breaches involving its IP or Confidential Information.
13. General
13.1 Entire Agreement
These Terms are the full agreement and supersede all prior communications.
13.2 Assignment
Customer may not assign these Terms without written approval. HeyBen may assign freely.
13.3 Severability
If a clause is unenforceable, the rest remain in force.
13.4 Waiver
Failure to enforce a clause is not a waiver of the right to do so later.
13.5 Relationship
No partnership, agency, or employment is created by these Terms.
13.6 Notices
Legal notices to HeyBen should be sent to: legal@heyben.ai.
13.7 Force Majeure
HeyBen is not liable for events beyond its control including natural disasters, cyber attacks, war, or government orders.
13.8 Third-Party Rights
These Terms do not create rights for third parties.
13.9 Governing Law
These Terms shall be governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region (HKSAR), without regard to its conflict of law provisions. Disputes shall be resolved in courts or arbitration located in Hong Kong.
13.10 Publicity
HeyBen may list Customer as a client in marketing unless Customer opts out in writing.
13.11 Interpretation
Headings are for convenience only. “Including” means “including without limitation.”
Contact
HeyBen Limited
Legal: legal@heyben.ai