Terms of Service
Last updated: August 14, 2023
This is a legal agreement between the Customer and Heri AI, which sets out the terms of use of the Heri AI software by the Customer (the “Agreement”). This Agreement is a Contract representing an agreement to conduct a transaction in the form of an electronic transaction between the two Parties in the Agreement. By checking the box “I agree to the terms of service and privacy policy of Heri AI” on the registration form, the Customer agrees that these terms will apply if the Customer chooses to access or Use the Service and selecting this option means that both Parties have agreed to all the terms of the Agreement and are deemed to have signed the Agreement.
Article 1: Definitions
1.1. Heri AI Agency: Means the specified computer programs, including all records, documents, functions, enhancements, modifications, additions, translations, compilations or other Platform provided by Heri AI to the Customer hereunder or under any Support Agreement entered into in connection with this Agreement. The Platform developed by Heri AI meets the features described at the website https://heriai.com.
1.2. Right to use the Software Platform: Means the right to access and exploit the features of the Software Platform for purposes in accordance with the provisions of Vietnamese law and only within the scope permitted by this Agreement (excluding assignment or transfer to any third party).
1.3. Software Platform Service (hereinafter referred to as Service): Is a type of service in which the Customer is entitled to use the Software Platform for a certain period of time, usually calculated in months or years. During the use of the Software Platform Service, the Customer is regularly and continuously updated with the following features:
- Maintain, fix bugs and develop new features
- Update business features to ensure software meets new state regulations
- Upgrade security to ensure data and information safety for customers
- Product enhancements to increase speed and efficiency of features.
- Manage customer data during use.
1.4. Heri AI software service (abbreviated as Heri AI Service): Is a software platform service of Heri AI called Heri AI to perform operations on Heri AI software.
1.5. Customer: Means any individual or entity that registers to use the Heri AI Services and agrees to the terms of this Agreement, regardless of whether such individual or entity actually activates the Platform. No.
1.6. System Administrator Account: Means the account that is authorized to access the Service and has the ultimate authority to fully utilize the features of the Heri AI Software Platform under the terms of this Agreement, including allowing or restricting the use of other access accounts.
1.7. Service Activation: Means the moment when Heri AI has handed over the entire System Administration Account to Customer and Customer can access the Service to use the Platform in accordance with the terms of this Agreement.
1.8. Service Time: Means the period of time from the time the Service is activated until the Customer requests to cut off the Service or Heri AI unilaterally cuts the Service because the Customer violates the terms of this Agreement or when Customer is no longer entitled to use the Services under the terms of this Agreement, whichever comes first.
1.9. Suspension of Services: Means temporary restriction of part or all of the right to use the Services. This restriction may not allow Customers to access the Service or may be able to access the Service but not be able to use certain features.
1.10. Termination of Services: Means the complete deletion of the Services and data arising from or related to the Services. Customers will not be able to access the Service to use or retrieve it regardless of whether data related to the Service has been previously created or stored.
1.11. Service Fee: Means the Service price, which is the amount of money that Customer must pay to Heri AI to use and maintain the Service for a period of time, usually calculated in units of months or years according to the terms of the Service. This Agreement. Service fees are collected for the purpose of allowing Customers to enjoy the rights and benefits specified in Article 1.3 of this Agreement.
1.12. Service Fee Calculation: Means calculating the total amount that Customer must pay to Heri AI after Activating the Service. Customer must pay Service Fees to Heri AI regardless of whether Customer uses or does not use the Platform Services.
1.13. Intellectual property rights: Means ownership rights, copyrights in inventions, trademarks, service marks, logos, trade names, internet domain names, copyrights (including rights to the Platform computer platform) and moral rights to the Platform source code, rights to databases, rights to semiconductor integrated circuit layout designs, utility solutions, rights in designs, designs, inventions, trade secrets and other intellectual property rights in each particular case whether registered or not, and all other rights and protections of similar or equivalent effect in any location anywhere in the world, including registrations and applications.
1.14. Heri AI Software Platform Copyright: Means any rights in the Heri AI Software Platform Intellectual Property Rights specified in Clause 1.13 of this Article.
1.15. System: Includes server(s) located at Heri AI’s Data Center or any third party Data Center as designated by Heri AI, installed with System Platforms and Software Platforms Heri AI.
1.16. Derivative Information: Means information compiled and inferred from the original information generated by the Customer in the Heri AI Software Platform. For example, Derivative Information from the Heri AI Software Platform may be Reports on average industry revenue, average industry monthly expenditure,… or information of a similar nature.
1.17. Working day: means any day except Saturday, Sunday or public holidays in Vietnam as prescribed by Vietnamese law.
Article 2: Heri AI Software Platform: Services and Service Activation
2.1. Heri AI Software Platform: Software Services
- Heri AI is responsible for providing the Customer with Heri AI Services that meet the features available on the Heri AI Software Platform;
- The Customer shall have the Right to use the Heri AI Software Platform according to the available features for which the Customer has fully paid the Service Fee and service activation costs as stipulated in this Agreement;
- Heri AI is responsible for updating the Heri AI Software Platform to ensure compliance with State Agency regulations and meet requirements for bug fixes and information security.
2.2. Heri AI Software Platform: Enabling Software Services
- In case the Customer purchases the Heri AI Service for the first time, the time when Heri AI hands over the Heri AI Service system administration account to the Customer’s user is the time of Activation of the Service that the Customer has registered to use;
- After receiving the Heri AI Service system administrator account, the Customer’s user must be responsible for changing the Service access password and be fully responsible for the security of the system access account;
- The time of Service Activation is considered the time when Heri AI completes its obligation to deliver the product to the Customer.
2.3. Heri AI Software Platform: Software Service Access Account
- The handover and authentication of the System Administrator Account and Heri AI Service Access Account will be done via the Customer’s user email;
- Customers are responsible for fully and accurately declaring user information on the Service;
- Customers and users are responsible for maintaining the confidentiality of their Service access accounts and passwords. Customers are fully responsible for any damage caused by their personal inadvertent or intentional disclosure of their access accounts and passwords, resulting in loss, misplacement or destruction of information causing damage to related parties.
Article 3: Heri AI Software Platform: Service Fees and Service Activation Costs
3.1. The Heri AI service activation fee is published directly on the website https://heriai.com. This fee is only charged once at the time Heri AI activates the service.
3.2. Heri AI service fees are calculated monthly and are published directly on the website https://heriai.com. Payment will start when the customer purchases an email package and stop when the last day of the month or the Heri AI order arrives. Termination of the Service due to the Customer’s violation of the terms of this Agreement requires Heri AI to unilaterally Discontinue the Service.
3.3. Heri AI service fees include:
- Fee for purchasing the number of emails sent according to customer needs.
3.4. According to current laws, Heri AI Services are not subject to VAT or/and special consumption tax or/and other taxes/fees/charges, therefore Customers do not have to pay additional costs for these taxes/fees/charges. In case of changes in legal regulations, Customers will have to pay additional taxes/fees/charges when paying Service Fees at the time the legal regulations come into effect.
3.5. Heri AI is not responsible for refunding the Service Fee and service activation costs that the Customer has paid to Heri AI in any case unless Heri AI finds the request reasonable.
3.6. Annually, Heri AI has the right to adjust the Service Activation Fee or/and Heri AI Service Fee according to market prices and announce it directly on the website https://heriai.com. In case the Customer has prepaid the Heri AI Service Fee for many years, the annual Heri AI Service Fee will not change during the Service term that the Customer has paid.
Article 4: Payment method and payment term
4.1. Payment method: The Customer is responsible for paying Heri AI by bank transfer or online payment through a bank or Third Party.
4.2. Payment term:
- Pay directly before using the service.
Article 5: Heri AI software platform: Suspension of software service provision
5.1. In the event that the Customer wishes to suspend the Service, the Customer must notify Heri AI in writing. Upon receipt of the Customer’s request, Heri AI shall be responsible for carrying out the necessary procedures to suspend the Service.
5.2. Heri AI has the right to suspend the Service in the following cases:
- Heri AI executes service suspension orders upon request of Tax Authorities or State Authorities;
- Or the Customer breaches any term of this Agreement;
- Or Pause for maintenance, upgrades, bug fixes, or to fix or prevent information security issues or as required by technical requirements.
5.3. Except for the case of Temporary suspension of service provision as prescribed in Points a and d Clause 5.2 of this Article, Heri AI is responsible for notifying the Customer 01 working day in advance in writing or via email or telephone or on the Platform itself when temporarily suspending service provision as prescribed in Points b and c Clause 5.2 of this Article.
5.4. Clauses 13, 15, 16, 19 and Clauses 21.1, 21.3, 21.4, 21.5 and 21.6 of Article 21 of this Agreement shall survive any Service Disconnection pursuant to Clause 5.2 of this Article.
Article 6: Heri AI Software Platform: Service Termination
6.1. In case the Customer wants to unilaterally terminate the Service, the Customer must notify Heri AI in writing. After receiving the Customer’s request, Heri AI is responsible for carrying out the necessary procedures to terminate the Service.
6.2. Heri AI has the right to unilaterally terminate the Service in the following cases:
- Heri AI executes the Service Suspension order upon request of the Tax Authority or State Authority;
- Or the Customer breaches its obligations under this Agreement;
6.3. Except for the case of Service Termination under Point a Clause 6.2 of this Article, Heri AI is responsible for notifying the Customer in writing at least 01 working day before Service Termination under Point b and Point c Clause 6.2 of this Article.
6.4. Clauses 13, 15, 16, 19 and Clauses 21.1, 21.3, 21.4, 21.5 and 21.6 of Article 21 of this Agreement shall survive any Service Disconnection pursuant to Clause 6.2 of this Article.
Article 7: Service Trial (Free Trial)
7.1. Customers register for a trial account for Heri AI Service and comply with Heri AI’s regulations at website https://heriai.com.
7.2. Heri AI will not be responsible for any errors, loss of data or any rights of the Customer during the trial period. The Customer should not enter important commercial data during the trial period of the Heri AI Service.
7.3. When the trial period ends as prescribed by Heri AI, Heri AI will cut off the Trial Service and will not maintain the Customer’s trial data storage on Heri AI’s Data Center, unless the Customer registers to switch to the official Service form.
7.4. Customers are only allowed to register 1 free account for each individual/organization that the customer represents. If the customer needs to use multiple paid accounts, please contact us so that we can verify before registering. Avoid the case that the system automatically locks your account during use.
Article 8: Rights and obligations of Heri AI
8.1. Heri AI’s rights:
- Collect Service Activation Fees and Service Fees as prescribed in this Agreement;
- Unilaterally suspend or terminate the service or terminate the agreement if the Customer breaches the obligations of this Agreement;
- Not responsible for maintaining Customer data storage at Heri AI’s Data Center and not responsible for any errors or loss of Customer data from the time of Service Disconnection;
- Has the right to process and transmit Customer data during the Customer’s use of Heri AI Services;
- Has the right to use Derivative Information from part or all of the information generated by the Customer when using Heri AI products for research purposes to improve products, markets, consumer habits and other purposes that may or may not be profitable. Heri AI commits that this derivative information does not contain any specific information about contacts (name, phone number), specific transactions or production and business secrets.
8.2. Heri AI’s obligations:
- Provide Heri AI Services to the Customer to ensure that the Customer can perform the software features as described in the user manual located on the Heri AI Software Platform;
- Perform maintenance responsibilities for the Services under this Agreement;
- When the term of using Heri AI Service is approaching, Heri AI is responsible for notifying the Customer immediately on the Heri AI Software Platform so that the Customer can carry out the procedure of paying the Service Fee for the next period to continue using;
- When the term of using Heri AI Service ends and the Customer has not fulfilled the obligation to pay the Service Fee to Heri AI, Heri AI will notify the Service Suspension and Service Termination according to the provisions of this Agreement;
- Exercise other rights and obligations as prescribed in this Agreement.
Article 9: Rights and obligations of customers
9.1. Customer rights
- The Customer has the right to use the Heri AI Service to generate data for their work and has the right to download the data they enter into the system during the time the Service is activated until the Heri AI Service is suspended or the Service is disconnected;
- The Customer has the right to request the Suspension or Discontinuation of the Service as provided in this Agreement.
9.2. Customer obligations:
- Pay Heri AI the Service Fees in full and on time as prescribed in this Agreement;
- Customers are not permitted to use the Heri AI Services including but not limited to updating data, sending emails, writing articles or transmitting data for the following purposes:
- Harm, annoy others or cause injury to people and property;
- Including the publication of information or material that is fraudulent, defamatory, harassing or obscene;
- Invasion of privacy or discrimination based on race, religion, gender or disability;
- Violation of Intellectual Property Rights or other proprietary rights;
- Interfere with or disrupt the Services (including, without limitation, accessing the Services through any mechanical means, the Platform);
- Serving Vietnamese or international terrorist organizations or organizations from countries embargoed by the United States;
- Violation of the law;
- Customers are responsible for logging into the Heri AI Software Platform to check the expiration date according to the access information notified by Heri AI via email and/or phone;
- The Customer is responsible for preparing sufficient equipment, human resources and transmission lines according to Heri AI’s recommendations stated on the Platform to organize the exploitation and operation of the Platform system;
- The Customer is responsible for receiving and using the Platform in accordance with Heri AI’s instructions and recommendations for use published on the Platform;
- Exercise other rights and obligations as prescribed in this Agreement.
Article 10: Customer consultation and support
10.1. Heri AI is responsible for providing consulting and support services to Customers throughout the usage process through the support channels published on the website https://heriai.com.
10.2. In case of any changes to the Customer Support Channel, Heri AI will notify on the website https://heriai.com and the Customer is responsible for proactively accessing the website https://heriai.com to update information and use Heri AI’s consulting and support services.
10.3. Consulting and support services through other forms (such as consulting and support services at the location requested by the Customer, retraining services on user manuals for the Customer) will be agreed upon by the two Parties on costs and methods of provision in additional documents upon request.
Article 11: Warranty and maintenance
11.1. Heri AI is responsible for ensuring technical conditions for Customers to use the Platform 24 hours a day and 7 days a week, except for system maintenance, upgrades and troubleshooting. System downtime for maintenance, upgrades or backups will be notified to Customers in advance by Heri AI by directly announcing on the Platform. Maintenance, upgrades or backups will be scheduled daily or weekly or monthly or yearly, with priority given to nighttime when the system is least used.
11.2. Heri AI is responsible for fixing problems with the Heri AI Software Platform no later than eight (08) working hours from receiving a request from a Customer’s user, unless the problem is not caused by Heri AI’s fault or a Force Majeure event.
11.3. The Customer agrees to accept all patches, fixes, upgrades and maintenance necessary for the service features to function properly and to ensure the security of the service and/or the Platform. Except in cases of emergency or force majeure, Heri AI will notify the Customer in advance of the schedule for such fixes and upgrades.
Article 12: Responsibility for handling security incidents
12.1. Security incidents include but are not limited to the following:
- Loss or alteration of data on the Platform without knowing the cause;
- Product interruption and inability to use;
- Suspected of being hacked.
12.2. In case the Customer discovers any security incidents mentioned in Clause 12.1 of this Article, the Customer is responsible for promptly notifying Heri AI by all means via the contact information available on the website https://www.heriai.com/contact and ensuring that the information has been confirmed by the responsible person of Heri AI as having been received.
12.3. When an information security incident occurs related to the Heri AI product provided to the Customer, Heri AI will be responsible for organizing an investigation to handle the incident and restore operations for the Customer. During the investigation and incident handling process, the Customer is responsible for participating if requested by Heri AI.
Article 13: Limitation of liability and service performance
13.1. Heri AI does not warrant, represent, or warrant that Customer’s use of the Heri AI Software Platform will be uninterrupted or error-free, or that the Heri AI Software Platform will meet Customer’s requirements or at all errors on the Platform and/or documents will be corrected or the overall system ensures the operation of the Heri AI Software Platform Platform (including but not limited to: the internet, other transmission networks, internal networks and Customer’s devices) will be free of viruses or harmful components.
13.2. Heri AI does not guarantee in any form, whether expressed or implied, any conditions such as satisfaction of quality, fitness for particular use or non-infringement of third party rights. Heri AI’s services are provided to Customers “as is” and “as available” for Customer use. Customer will be solely responsible for determining whether the Heri AI Software Platform or information generated from the Heri AI Software Platform is correct and adequate for the Customer’s intended use. In the event that for any reason, information generated from the Heri AI Software Platform results in the Customer being subject to administrative or criminal sanctions, the Customer must be solely responsible for its violation.
13.3. In no event shall Heri AI be liable for any direct, indirect, incidental, special, consequential or punitive damages, including but not limited to damages due to loss of revenue, profit, business advantage, work stoppage, loss of data as a result of :
- Customer’s use or inability to use the Heri AI Software Platform;
- Any changes made to the Heri AI Software Platform do not originate with Heri AI;
- Unauthorized access or alteration of data without Heri AI’s prior written consent;
- Delete, corrupt, or fail to store data contained on or through the Heri AI Software Platform;
- Statements or conduct of any third party with respect to the Heri AI Software Platform;
13.4. In case Heri AI products use third-party services, Heri AI commits to not charge a fee but does not guarantee the correctness or error of the information in the applications/services or if the third party updates them. system that leads to loss of stability or service interruption. Therefore, users must consider themselves when using these services.
13.5. Heri AI is exempted from responsibility for performing the obligations stated in this Agreement in the event of a Force Majeure event specified in this Agreement occurring during the time that the Force Majeure event prevents the performance of its obligations. .
Article 14: Services provided by Third Partners
14.1. Customers have the right to use the services of the Third Partner that Heri AI has connected to during the term of the Heri AI Service and the period of using the Third Partner’s services (if any).
14.2. Customers need to understand that Heri AI provides third-party Partner services only for the purpose of increasing convenience for Customers when using the Heri AI Software Platform. Customers can choose to use or not use the services of Third Partners.
14.3. During the process of using the Third Partner’s services, the Customer needs to comply with the Third Partner’s conditions, regulations, and usage instructions when providing services to the Customer; Heri AI’s instructions published in the Heri AI Software Platform and in accordance with applicable laws.
14.4. When there are problems related to the Third Partner’s services such as payment transactions, balance lookup, transaction status, etc. Customers need to proactively contact the Third Partner for support.
14.5. When there are problems related to the use of the third-party Partner’s service connection feature on the Heri AI Software Platform as stated in the user manual published on the Heri AI Software Platform, the Customer must Customers proactively contact Heri AI through Heri AI support channels announced on the website https://heriai.com.
14.6. In case for any reason the use of the services of a Third Partner leads to a violation and results in the Customer being subject to administrative or criminal sanctions, the Customer must be solely responsible for the violation.
14.7. In any case, Heri AI is not responsible for any direct, indirect, or incidental damages when Customers use services provided by Third Partners on the Heri AI Software Platform.
14.8. For problems and upgrades from the Third Partner’s system, the time to fix and upgrade will be according to the Third Partner’s notice.
Article 15: Intellectual property rights
15.1. Heri AI is the owner of the Heri AI Software Platform Copyright.
15.2. Customer agrees that the Heri AI Software Platform Copyright is solely owned by Heri AI. Customer undertakes not to infringe Heri AI Software Platform Copyright, Intellectual Property Rights, Heri AI’s business secrets to create derivative works or disclose or provide to any third party other than any other method or purpose except with the express written consent of Heri AI.
15.3. Customer agrees that the Heri AI Software Platform, including but not limited to: user interface, audio clips, video clips, user manual content and the Platform used to implement the Software Platform Heri AI is owned by Heri AI and is protected by laws on intellectual property and copyright. Customer agrees not to use such proprietary information or materials in any manner except for the purpose of using the Heri AI Software Platform in accordance with this Agreement. No part of the Heri AI Software Platform may be reproduced in any form or by any means, except as expressly permitted by these terms.
15.4. The Customer undertakes to bear civil and criminal penalties, including monetary damages, applicable to Heri AI Software Platform Copyright infringement.
Article 16: Information security
16.1. Heri AI is responsible for implementing and maintaining technical and protective measures to protect the security and integrity of Customer data. Heri AI commits not to:
- Modify Customer data without Customer consent or not for the purpose of correcting errors or problems;
- Do not disclose Customer data unless required by law or authorized by the Customer;
- Do not access data and/or change Customer data except to fix technical errors or at Customer’s request when using support services.
16.2. Heri AI is responsible for protecting all information about Customer data and is not allowed to disclose it to any other third party except at the request of the State Competent Authority. Heri AI is not responsible for any loss of data or confidential information of the Customer caused accidentally or intentionally by the Customer or the Customer’s contractors, employees, or consultants.
16.3. Customer is responsible for identifying and authenticating the permissions of all users accessing Customer data.
16.4. Customers are responsible for ensuring the confidentiality of user account information.
16.5. The Customer is responsible for all activities performed by the Customer’s user accounts and is responsible for immediately notifying Heri AI of unauthorized access.
16.6. Heri AI will not be responsible for any damages caused by Customer’s users, including individuals who do not have access to the service and may still gain access due to computer errors/ Customer’s platform or intranet system.
16.7. Within the scope of this agreement, “Confidential Information” includes: Customer data, proprietary technology of each party in this Agreement, business processes and technical information of products and equipment. design, and the entire exchange process between the two Parties related to the service and/or Software. Notwithstanding the of, “Confidential Information” does not include information that:
- Known to the public or popularized in the media;
- Known in the industry before the reveal;
- Being known to the public is not due to the fault of the receiving party;
- The aggregated data therein does not contain any personal information or information specific to the Customer.
16.8. Customer and Heri AI agree that:
- Take necessary measures to keep all “Confidential Information” confidential;
- Do not copy or transfer part or all of “Confidential Information” to any third party without the consent of the party that owns the “Confidential Information”;
- Do not use “Confidential Information” that the two Parties have provided to each other for purposes other than the purpose of implementing this Agreement.
16.9. Customer accepts and agrees that Customer allows Heri AI to collect, transfer, process and store Customer data and personal data that Customer has to serve the implementation of the terms and conditions. clause of this Agreement. The Customer also warrants that the information that the Customer registers with Heri AI to access the Platform is correct.
16.10. Customers agree to allow Heri AI to analyze and compile data to provide forecast information about the general situation and publish the data publicly to the community or provide it to any third party. These published data contain absolutely no detailed information related to the data and the Customer or affect the Customer’s business secrets.
Article 17: Notification
During use, the Customer agrees to receive information/notifications sent by Heri AI with the following content and method:
17.1. The content of notifications includes but is not limited to the following types of information:
- Information about new product features;
- Information about new versions of products;
- Information about related products;
- Information about the content of articles or newsletters that Heri AI believes may be useful to Customers during operations.
17.2. Methods of sending notifications include but are not limited to the following forms:
- Notifications directly on the product screen;
- Email notifications;
- Notification via text message on mobile phone;
- Notification by phone;
- Notification via text;
- Notify by meeting directly;
- Other forms of notification.
Article 18: Force Majeure Event
18.1. Force Majeure events include but are not limited to: Natural disasters, earthquakes, floods, storms, fires, explosions, tornadoes, wars, hacker attacks, epidemics, blockades, quarantines civil society, strikes, action of any Authority, general power failure or any other cause beyond the reasonable control of either or each of the parties to this Agreement and such events. Other cases according to the provisions of Vietnamese law.
18.2. Notice of Force Majeure events:
- If either Party due to mandatory conditions cannot perform part or all of its responsibilities and work due to a Force Majeure event, then within fourteen (14) days after the incident occurs, the responsible party shall The affected party must notify the other party in writing detailing all the facts of the Force Majeure event;
- The party experiencing the problem will be excused from performing the work under its obligations during the period during which the Force Majeure event prevents its performance.
18.3. Responsibilities of both Parties when there is a Force Majeure event
- The failure of one party to fulfill its obligations due to a Force Majeure event will not be a basis for the other party to terminate the Agreement, unless otherwise provided by Vietnamese law. In the event of a Force Majeure event, the time for performance of the Agreement will be extended by the duration of the Force Majeure event.
- Other situations and circumstances affecting the implementation of this Agreement are not considered Force Majeure events unless both parties discuss and agree to sign an additional document that recognizes the situation. and that situation is considered Force Majeure.
- A party’s termination of the Agreement due to a Force Majeure event does not relieve that party of its obligations that arose before the Force Majeure event.
Article 19: Limitations
Except as expressly provided in this Agreement, Customer will not: (a) copy, modify, adapt or create derivative works from any part of the Platform; (b) rent, lease, distribute, sell, sublicense, transfer or provide access to the Software to third parties; (c) use the Platform for the benefit of any third party that affects Heri AI; (d) incorporate the Platform into a product or service that Customer provides to a third party to the detriment of Heri AI; (e) interfere with any license locking mechanisms in the Platform or circumvent mechanisms in the Platform that limit Customer’s use; (f) reverse engineer, disassemble, decompile, translate, or otherwise attempt to derive or acquire the source code, underlying ideas, algorithms, file formats of the Platform, except to the extent permitted by applicable law express permission (and only after prior notice to Heri AI); (g) remove or obscure any proprietary or other disclosed contained in the Platform; (h) use the Platform for competitive analysis or to build competitive products; (i) publicly disseminated information regarding the performance of the Platform that affects Heri AI; or (j) encourage or assist any third party to do any of the above.
Article 20: Termination of Agreement
20.1. Terminate the Agreement when one of the following cases occurs:
- When the two Parties complete the Service Termination procedure and the Customer has fully paid the Service Fee according to regulations as well as fully completed its obligations in this Agreement;
- When Heri AI unilaterally terminates the Service because the Customer fails to pay the Service Fee in full and on time or when the Customer violates other obligations in this Agreement;
- A Force Majeure event occurs and both Parties agree to terminate the Agreement in writing.
20.2. Clauses 13, 15, 16, 19 and Clauses 21.1, 21.3, 21.4, 21.5 and 21.6 of Article 21 of this Agreement shall continue in effect after any Termination of the Agreement pursuant to Clause 20.1 of Article This.
Article 21: General provisions
21.1. This agreement is governed by Vietnamese law.
21.2. Terms of amendments and supplements to the Agreement
- Heri AI has the right to amend and supplement the terms in the Service Use Agreement and published on the website https://heriai.com and on the Heri AI Software Platform;
- In case the Customer does not agree with those amended or supplemented terms, the Customer may carry out the procedures to Suspend Services or Disconnect Services according to the provisions of this Agreement.
21.3. The Customer shall not assign the rights and obligations of this Agreement to any other third party without the written consent of Heri AI.
21.4. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity and enforceability of the remaining provisions of this Agreement.
21.5. The two Parties commit to fully implement the terms agreed in the Contract. During the implementation process, if any problems arise, the two Parties shall promptly notify each other to resolve them.
21.6. Any dispute arising between the two Parties in relation to the Agreement (if any) shall first be resolved through negotiation. If the dispute cannot be resolved through negotiation, either Party shall have the right to request that the dispute be brought to a court of competent jurisdiction for resolution. The court’s decision shall be final.
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