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HappySeeds Terms of Service

Last Updated: September 29, 2026

1. Introduction, Supported Regions and Definitions

1.1 Legal Framework and Supported Regions

Welcome to HappySeeds. HappySeeds ("HappySeeds," "we," "us," or "our") is registered at Room 316, 3/F, 143 Wai Yip Street, Kwun Tong, Kowloon, Hong Kong, and operates an AI-powered platform that enables the creation, deployment, and hosting of applications and agents, accessible via HappySeeds.ai and related websites, applications, features, and services (collectively, the "Service").

These Terms of Service (this "Agreement") govern your access to and use of the Service. By accessing or using the Service, you ("User," "you," or "your") agree to be bound by this Agreement, our Privacy Policy, Cookie Policy, Refund Policy, Data Retention & Deletion Policy, and any additional policies or feature-specific terms we post. If you do not agree, please do not access or use the Service.

This Agreement applies to users in the jurisdictions where the Service is currently intended to be made available, including the United States, the European Union and Hong Kong (the "Supported Regions"), subject to mandatory local consumer-protection and other applicable laws. Where mandatory local law conflicts with this Agreement, the mandatory local provision controls to the extent of the conflict.

IMPORTANT ARBITRATION NOTICE

PLEASE READ THIS AGREEMENT CAREFULLY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS AGREEMENT REQUIRES DISPUTES BETWEEN YOU AND HAPPYSEEDS TO BE RESOLVED BY BINDING ARBITRATION ADMINISTERED BY EBRAM INTERNATIONAL ONLINE DISPUTE RESOLUTION CENTRE LIMITED ("eBRAM"), WITH THE SEAT OF ARBITRATION IN HONG KONG, RATHER THAN IN COURT. THIS MEANS THAT, SUBJECT TO APPLICABLE MANDATORY LAW, YOU AND HAPPYSEEDS WAIVE THE RIGHT TO HAVE DISPUTES HEARD BY A JUDGE OR JURY AND WAIVE THE RIGHT TO PARTICIPATE IN CLASS ACTIONS, CLASS ARBITRATIONS, REPRESENTATIVE ACTIONS OR COLLECTIVE PROCEEDINGS.

IF MANDATORY LAW IN YOUR JURISDICTION DOES NOT PERMIT MANDATORY ARBITRATION, THIS ARBITRATION REQUIREMENT WILL APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY LAW. WHERE ARBITRATION IS NOT PERMITTED OR IS HELD UNENFORCEABLE FOR A PARTICULAR DISPUTE OR USER CATEGORY, THE DISPUTE WILL BE BROUGHT BEFORE THE COMPETENT COURTS OF THE DEFENDANT'S DOMICILE, UNLESS MANDATORY LAW GRANTS YOU A DIFFERENT NON-WAIVABLE FORUM RIGHT OR DOES NOT PERMIT SUCH FORUM ARRANGEMENT.

Please see Section 19 for the full governing law, arbitration, forum and class-action waiver terms.

1.2 Definitions

For purposes of this Agreement:

1.2.1 "Agreement"

means these Terms of Service, together with our Privacy Policy, Cookie Policy, Refund Policy, Data Retention & Deletion Policy, and any feature-specific terms, supplemental policies or notices incorporated by reference.

1.2.2 "Service"

means HappySeeds.ai and all related websites, applications, features, hosting, deployment, model-routing, AI generation, support and other services provided by HappySeeds.

1.2.3 "Supported Regions"

means the European Union, the United States and Hong Kong.

1.2.4 "Input Content"

means prompts, code, text, images, audio, video, datasets, documents, API keys, configurations, environment variables, files, database schemas, instructions or other materials that you submit, upload, connect or provide to the Service.

1.2.5 "AI Output"

means any code, applications, text, images, configurations, workflows, audio, video, analysis, suggestions or other content generated by or through the Service in response to your Input Content or instructions.

1.2.6 "User Application"

means any web application, mobile-facing application, Agent application, workflow, website, database-backed service, payment page, form, chatbot, tool, interface, page, automation, integration, API or other software product that you create, remix, deploy, host, embed, publish, make publicly available or operate using or through the Service.

1.2.7 "User Content"

means Input Content, AI Output and User Applications, collectively.

1.2.8 "End Users"

means visitors, users, customers or other third parties who access, visit, interact with, submit information to or otherwise use a User Application created, deployed, hosted, embedded or operated by you.

1.2.9 "End-User Data"

means personal data and other information collected, submitted, uploaded, generated, processed, stored or transmitted by or through a User Application from or about End Users.

1.2.10 "Credits"

means usage-based credits, tokens or similar usage units issued by HappySeeds that grant limited access to metered features of the Service. Credits are not money, stored value, deposits, currency, securities or financial instruments, and have no cash value.

1.2.11 "HappySeeds Platform IP"

means the Service, software, infrastructure, templates, documentation, user interface, AI model systems, model-routing logic, algorithms, databases, APIs, design elements, branding, trade names and all related technology, content, improvements and derivative works owned or licensed by HappySeeds.

1.2.12 "Agent Application"

means an AI-driven application, workflow, automation or software program created through or using the Service that may perform tasks, call external APIs, interact with End Users, generate content, trigger third-party services or execute multi-step processes with limited human intervention.

1.2.13 "Third-Party Services"

means third-party websites, applications, APIs, AI model providers, model-routing suppliers, cloud infrastructure providers, payment processors, authentication providers, analytics tools, marketing tools, domain providers, databases, communication tools, support tools, app stores, integrations or other services that are not operated by HappySeeds.

1.2.14 "User-Supplied API Keys" or "Credentials"

means API keys, tokens, secrets, passwords, private keys, access credentials, environment variables or other authentication information that you submit, upload, connect or configure through the Service to access third-party services or integrations.

1.2.15 "Community Template"

means a User Application, project, template, page, Agent, workflow or related project file that a user intentionally designates as remixable, submits to a template library or community page, or otherwise makes available in a public or copyable feature of the Service.

1.2.16 "Template Contributor"

means a user who creates, uploads, submits or enables Remix for a Community Template.

1.2.17 "Remix"

means copying, modifying, adapting, regenerating, extending or creating a new version of a Community Template through a Remix feature authorized under this Agreement.

1.2.18 "Remixed Project" or "Remixed Application"

means a project or User Application created through an authorized Remix of a Community Template.

1.2.19 "Download Package"

means a source-code package, project-file package or similar export that a user downloads from the Service, including for possible upload to GitHub or another third-party platform.

1.2.20 "Project Source Notice"

means a README, NOTICE, ATTRIBUTION, LICENSE or source-code notice that identifies the project source, original project, original contributor, HappySeeds origin, Third-Party Materials or applicable license terms.

1.2.21 "Third-Party Materials"

means third-party content, open-source dependencies, trademarks, datasets, models, APIs, fonts, images, audio, video, template fragments or other materials subject to separate ownership, terms or license conditions.

1.2.22 "Substantial Template Content"

means source code, design, structure, assets, logic, configuration or other elements derived from a Community Template that, individually or together, constitute a material and recognizable portion of that template, excluding independently created elements and separately licensed open-source components.

2. Eligibility and Account Registration

2.1 Age Requirements

The Service is not directed to children under 13, and children under 13 may not create an account or use the Service. We do not knowingly permit children under 13 to create accounts or provide personal information. If we learn that we have collected personal information from a child under 13 in violation of applicable law, we will take reasonable steps to delete it and, where required by law, notify the relevant parent or guardian.

For users who are 13 or older but under the age of majority in their jurisdiction, access to the Service is permitted only where allowed by applicable law, app-store requirements, platform rules and this Agreement. Minimum age requirements may vary depending on the jurisdiction, distribution channel, platform, feature and type of use. For example, mobile-app distribution or platform ratings may indicate minimum ages such as Android 13+ or Apple 16+ where applicable.

Certain features or uses may require you to be at least 18 years old or the age of majority in your jurisdiction, whichever is higher. These may include paid subscriptions, purchases, credits, publishing functions, commercial use, custom-domain deployment, AI-agent deployment, payment-related functionality, third-party integrations, user-supplied API keys, or any other higher-risk or regulated functionality we designate from time to time.

By creating an account or using the Service, you represent and warrant that you meet the applicable minimum age requirement for your jurisdiction, distribution channel, platform, feature and type of use, and that you have the legal capacity to enter into this Agreement or have obtained any required parental or guardian consent where permitted by law. If you do not meet the applicable age requirement, you must not use the Service.

You may not use the Service to create, deploy, embed or operate User Applications, workflows or AI agents primarily directed to children under 13, or to knowingly collect personal information from children under 13, unless you independently comply with all applicable child-privacy, parental-consent, age-assurance and online-safety laws, and HappySeeds expressly permits such use in writing. HappySeeds does not provide COPPA, GDPR child-consent, age-assurance or equivalent compliance infrastructure for User Applications.

You are solely responsible for determining whether any User Application, workflow or AI agent you create is directed to children or minors, and for providing all required privacy notices, parental consent mechanisms, age gates, safety controls, content restrictions and user rights mechanisms required by applicable law.

2.2 Account Registration and Security

To access the full features of the Service, you must register for an account. You agree to: (a) provide accurate, current, and complete registration information; (b) maintain the accuracy of your information; (c) protect your login credentials; and (d) promptly notify us at [email protected] if you suspect unauthorized access to your account.

The Service supports email/password login, Google OAuth, and other authentication methods we may offer. Passwords are stored in hashed form. You are responsible for all activities conducted through your account, including all projects, prompts, deployments, API keys, custom domains, and User Applications.

You must not share, transfer, sell, sublicense, or make your account available to any other person, except as expressly permitted by a plan or feature we offer.

3. Description of the Service

HappySeeds enables individual users to:

  • Generate web applications, Agent applications, and other software through natural-language prompts, AI-assisted coding, templates, and remix features;

  • Create, customize, preview, and deploy User Applications on happyseeds-provided infrastructure, happyseeds domains or subdomains, or custom domains configured by you;

  • Embed publicly deployed User Applications into third-party websites or services;

  • Use happyseeds-provided AI models or connect your own third-party model API keys for generation, coding, or workflow purposes where supported;

  • Access application features such as authentication, database, storage, payment integration, and third-party API connections where made available by the Service;

  • Use AI generation credits ("Credits") to access metered features of the Service.

The Service is currently designed for individual, consumer, creator, and developer use. We do not currently offer dedicated enterprise, B2B, private deployment, managed professional services, or team accounts. We may introduce separate business or enterprise terms in the future.

HappySeeds does not guarantee the availability, accuracy, legality, security, or suitability of the Service for any particular purpose. The Service depends on third-party infrastructure, AI model providers, and other suppliers outside our direct control. See Section 9 for details.

4. Plans, Credits, Billing and Refunds

4.1 Plans and Credits

HappySeeds offers free and paid plans with different feature sets, usage limits, and AI generation credits ("Credits"). Plan details, pricing, usage limits, and Credit allowances are described on the Pricing Page or in the Service interface and may change from time to time upon notice.

Credits are a limited, non-exclusive, non-transferable license to access usage-based features of the Service. Credits are not money, stored value, deposits, currency, securities, or financial instruments. Credits have no cash value, may not be sold, exchanged, or redeemed for cash, and are not refundable except as expressly required by applicable law.

Unless expressly stated in your plan, unused Credits do not roll over after the billing cycle. Promotional or bonus Credits may expire earlier according to applicable promotion terms.

4.2 Billing and Auto-Renewal

Paid plans are billed in advance through Stripe or another third-party payment processor we designate. By purchasing a paid plan, you authorize us and our payment processor to charge your payment method on a recurring basis at the then-current rate until you cancel. Subscriptions auto-renew unless canceled before the renewal date.

You are responsible for all applicable taxes, VAT, GST, sales tax, and similar charges, other than taxes on our net income. If payment fails, we may suspend access to paid features pending successful payment. We may rely on our payment processor's records for billing, invoices, taxes, metering, and subscription status.

4.3 Cancellation and Data Access After Expiry

You may cancel your subscription through your account settings or by contacting support. Cancellation takes effect at the end of the then-current billing period, unless mandatory law requires otherwise.

If your subscription expires, is canceled, or fails to renew, you lose access to paid features and Credits. We may delete projects or make them unavailable, and we may be unable to restore them.

4.4 Refunds and Mandatory Consumer Rights

Except where required by applicable law or expressly stated in our Refund Policy, fees and Credits are generally non-refundable once a billing period has commenced or Credits have been issued or consumed. Nothing in this Agreement limits non-waivable consumer rights in your country, state, province, or territory, including statutory cooling-off periods, cancellation rights, refund rights, or consumer guarantee rights applicable in the Supported Regions.

4.5 Code Export, GitHub Sync and Download Packages

Code export, GitHub sync, and Download Packages are included with Lite and Pro. They are not included with the Free plan. Ownership of your Input Content or AI Output does not include a Download Package.

5. User Content, AI Output and Ownership

5.1 Your Ownership of Input Content and AI Output

As between you and HappySeeds, you retain all rights, title, and interest in your Input Content. Subject to your compliance with this Agreement and applicable third-party rights, licenses, and restrictions, to the extent HappySeeds has any rights in AI Output generated specifically at your direction, we assign those rights to you. You own your User Applications except for HappySeeds Platform IP and any third-party components, libraries, model weights, templates, open-source assets, APIs, or datasets incorporated in them.

HappySeeds makes no representation that AI Output is unique, non-infringing, or free of third-party rights. AI Output may resemble output generated for other users, model training data, open-source materials, or third-party content. You are solely responsible for evaluating the legality, originality, and fitness of AI Output before using, publishing, or commercializing it.

5.2 HappySeeds Platform IP

HappySeeds and its licensors retain all rights, title, and interest in and to the Service, including its user interface, software, infrastructure, templates, documentation, AI model systems, model-routing logic, algorithms, databases, APIs, design elements, branding, and all improvements and derivative works of the foregoing ("HappySeeds Platform IP"). Except for the limited licenses expressly granted in this Agreement, no rights in HappySeeds Platform IP are transferred to you.

5.3 License You Grant to HappySeeds

You grant HappySeeds a limited, non-exclusive, worldwide, royalty-free license to host, store, transmit, display, reproduce, process, secure, and back up your User Content solely as necessary to:

  • Provide, operate, maintain, secure, debug, and improve the Service;

  • Generate AI Output in response to your Input Content;

  • Host, deploy, serve, and make available your User Applications where you choose to deploy them through the Service;

  • Route prompts, inputs, and related data to AI model providers and infrastructure providers;

  • Perform content moderation, abuse detection, safety review, legal compliance, and enforcement of this Agreement;

  • Comply with applicable law, legal process, and lawful requests.

This license does not permit HappySeeds to sell your User Content, use your private Input Content or AI Output to train or fine-tune AI models without your explicit opt-in, or use your private User Content for the benefit of other users, except where you have made content public in a manner that authorizes remixing, template use, or public display.

5.4 Private Projects, Downloads and Commercial Use

For an ordinary project that you have not designated as a Community Template or made available for Remix, you may modify, deploy, operate and commercialize the portions of the project that you own or have the right to use, subject to this Agreement, Third-Party Materials and applicable law.

You may choose a license for content that you have the right to license, and HappySeeds may offer or recommend license options, including the MIT License, for ordinary projects. Your selected license applies only to content you have the right to license and does not override Third-Party Materials, original template rights, open-source licenses or HappySeeds Platform IP. HappySeeds may generate or update Project Source Notices in a Download Package to explain these boundaries.

5.5 Community Templates and Remix License

5.5.1 Enabling Remix.

If you designate a project as a Community Template, submit it to a template library or community page, or enable Remix, you authorize HappySeeds to make the designated content available for Remix under this Section and agree that other HappySeeds users may create Remixed Projects from it.

5.5.2 License to HappySeeds.

You grant HappySeeds a non-exclusive, worldwide, royalty-free, sublicensable license to host, reproduce, display, preview, distribute, technically modify, and make the designated content available for authorized Remix by other users, to the extent necessary to operate, market, and promote the Service and the Community Template and Remix features, including by displaying the designated content and its title, description, thumbnails, previews, and screenshots in HappySeeds marketing materials and channels, such as our websites, social media accounts, app store listings, newsletters, and advertising.

5.5.3 Attribution in Promotion.

Where we feature a Community Template in marketing materials, we will use commercially reasonable efforts to attribute the Template Contributor by the display name or handle associated with the template, unless you ask us not to or attribution is impractical for the format used.

5.5.4 License to Remix Users.

You also grant each user who lawfully creates a Remixed Project a non-exclusive, worldwide, royalty-free license to copy, modify, and create derivative works from the designated content as necessary to build, operate, deploy, and commercialize the resulting finished application, subject to this Agreement and all applicable Project Source Notices, Third-Party Materials, and license restrictions.

5.5.5 Permitted Use and Restrictions.

A Remixed Project may be operated, deployed, and commercialized as a finished application. This permission does not authorize redistribution of the original Community Template or Substantial Template Content as a template, source-code product, downloadable source package, copyable project, or similar product, except as expressly permitted by the relevant rights holder or this Agreement.

5.5.6 Retained Rights.

The Template Contributor retains any rights it holds in the original project. A Remix user owns only the independently created additions and modifications that the user is entitled to own and does not acquire ownership of the original project, original template, HappySeeds Platform IP, or Third-Party Materials.

5.5.7 Effect of Removal.

Disabling Remix, withdrawing a Community Template, or deleting the original project ends authorization for new Remixes where technically supported, but does not revoke the license for Remixed Projects lawfully created before that action. If you remove a Community Template or disable Remix, HappySeeds will cease creating new marketing materials featuring that template within a reasonable period. Removal does not require HappySeeds to recall, delete, or modify marketing materials already published or distributed before removal and does not affect Remixed Projects as described in this Section 5.5.

5.5.8 Enforcement.

HappySeeds may restrict, remove, or disable content or projects where required to address infringement, illegality, security, abuse, or other violations of this Agreement.

5.6 Template Contributor Representations

By publishing a Community Template or enabling Remix, you represent and warrant that: (a) you have all rights necessary to upload the project and grant the licenses in Section 5.5; (b) the project does not contain unauthorized Third-Party Materials; (c) you have removed API keys, tokens, private keys, passwords, .env files, personal information, confidential information, trade secrets and other information that should not be public; and (d) you have preserved all required author, copyright, license, source and third-party notices.

You remain responsible for the accuracy of your contributor identity and Project Source Notices and for responding to claims concerning content you contributed.

5.7 Restrictions on Remixed Projects and Source Redistribution

When using or publishing a Remixed Project, you must comply with the following requirements:

  • You must retain and display applicable Project Source Notices in the reasonably prominent location designated by HappySeeds, which may include a community or project page, README, NOTICE, ATTRIBUTION, LICENSE, Download Package or, where specified for the feature, the application interface.

  • You must not represent a Remixed Project as wholly original or impersonate the original contributor.

  • You must not remove, conceal, alter or circumvent existing author, copyright, license, source, attribution or Third-Party Materials notices.

  • Unless expressly authorized by the relevant rights holder, you must not republish the original Community Template or Substantial Template Content on another platform, resell or sublicense it as a template or source-code product, or make a Remixed Project available as a new Community Template or for further Remix.

  • You must review and comply with all applicable Third-Party Materials, open-source, API, model, dataset and platform terms before downloading, deploying, open-sourcing, distributing or commercializing a Remixed Project.

These restrictions do not limit rights that an applicable open-source license independently grants for a separately identifiable open-source component, but those rights do not extend to the Community Template as a whole or to other content not covered by that license.

5.8 Project Source Notices and Download Packages

HappySeeds may generate, update, preserve or require Project Source Notices when you download a project, distribute source code, request guidance for uploading to GitHub or another platform, publish a Community Template or create a Remixed Project. A Download Package for a Remixed Project may include a README, NOTICE or ATTRIBUTION file, LICENSE file and source-code comments identifying the original project, Template Contributor, HappySeeds source, Third-Party Materials and open-source dependencies.

You must preserve applicable Project Source Notices when publishing, distributing or making source code available. If you request removal of a required notice, HappySeeds may warn you, require confirmation, preserve the notice in generated files or decline to assist with its removal where doing so would facilitate infringement, misrepresentation or violation of this Agreement.

5.9 No Training on Your Content

We do not use your Input Content or AI Output to train, fine-tune or evaluate AI models, and we seek to use third-party model providers whose applicable terms restrict model training on User Content routed through HappySeeds. We may use anonymized or aggregated usage data that does not identify you or your End Users for analytics, security and service improvement, as described in the Privacy Policy.

Where you connect your own model API key or independently configure a third-party AI provider, processing through that provider is governed by your direct relationship with that provider. You are responsible for reviewing its terms, retention and training practices.

6. User Applications, End Users and Data Protection Responsibilities

6.1 Your Sole Responsibility for User Applications

You are solely responsible for the design, content, functionality, legality, security, privacy practices, disclosures, and operation of any User Application you create, deploy, host, embed, or operate through the Service. This responsibility applies regardless of whether your User Application is hosted on HappySeeds infrastructure, a HappySeeds-provided domain, a custom domain configured by you, or an environment you control. The presence of a HappySeeds domain, subdomain, badge, or deployment environment does not mean that HappySeeds endorses, verifies, or assumes responsibility for the content or legal compliance of your User Application.

6.2 End-User Data and Your Controller Role

If your User Application collects, stores, transmits, analyzes, or otherwise processes personal data of end users, visitors, customers, or other third parties ("End Users"), you are responsible for determining the purposes and means of that processing and for complying with all applicable privacy, data-protection, consumer-protection, marketing, cookie, AI transparency, and sector-specific laws. Where applicable, you are the controller, business, or equivalent responsible party for End-User Data processed by or through your User Application.

HappySeeds may process End-User Data as a hosting, infrastructure, or technical-service provider solely to provide the Service to you, as described in the Privacy Policy. HappySeeds is not responsible for your failure to provide legally required notices, obtain consents, honor End User rights, configure security, implement data-retention policies, or restrict inappropriate data collection in your User Applications.

6.3 Required End-User Notices and Disclosures

Before deploying a User Application that collects personal data, uses cookies, accepts payments, interacts with users through AI, sends communications, or processes sensitive information, you must provide End Users with your own legally adequate: privacy policy; cookie notice; terms of service; AI-interaction disclosure; refund or consumer notice where applicable; and a contact method for End User inquiries and rights requests.

If your User Application interacts with individuals through AI or generates AI content for them, you must clearly disclose that the interaction or content may be AI-generated where required by applicable law, including EU AI Act Article 50, Chinese deep-synthesis labeling requirements, and other applicable AI transparency rules. You must not present AI Output as human-generated or professionally verified where doing so would be misleading or unlawful.

6.4 Restrictions on Sensitive and Regulated Data

The Service is not designed or certified for processing protected health information (HIPAA), children's personal information (COPPA), full payment card data outside approved payment processors, government identifiers, biometric identification data, financial account credentials, or other sensitive or regulated data without appropriate legal, technical, and contractual safeguards.

You must not use the Service or any User Application to collect or process such data unless you have all legally required permissions, notices, consents, security controls, professional oversight, and any necessary written approval from HappySeeds.

6.5 No Enterprise Data Processing Terms Currently Available

HappySeeds does not currently offer enterprise, B2B, or custom data-processing addenda, SLAs, security schedules, or audit rights. If we introduce enterprise or business plans in the future, we will publish or negotiate applicable terms at that time. Until such terms are agreed, you must not represent that HappySeeds provides a dedicated enterprise data-processing arrangement for your User Application.

7. Acceptable Use and Prohibited Conduct

7.1 General Prohibited Uses

You agree not to use the Service, AI Output, or any User Application to:

  • Violate any applicable law, regulation, sanction, export-control rule, intellectual-property law, privacy law, consumer-protection rule, or contractual obligation;

  • Infringe or misappropriate any copyright, trademark, patent, trade secret, publicity right, privacy right, image right, likeness right, or other proprietary right of any person;

  • Copy, download, scrape, access or move any non-public project without authorization;

  • Republish, distribute, sell, resell, sublicense or otherwise make available a Community Template, original project or Substantial Template Content as a template, source-code product, Download Package or copyable project without permission from the relevant rights holder or as otherwise expressly permitted by this Agreement;

  • Impersonate a Template Contributor or describe a Remixed Project as wholly original;

  • Remove, conceal, alter or circumvent any author, copyright, license, source, attribution, NOTICE, ATTRIBUTION, LICENSE or Third-Party Materials notice;

  • Violate any license or use restriction applicable to Third-Party Materials, open-source dependencies, APIs, models, datasets or third-party platforms;

  • Create, distribute, or facilitate malware, ransomware, spyware, credential theft, phishing, botnets, exploit code, unauthorized system scanning, or unauthorized access to systems or accounts;

  • Build applications designed to facilitate fraud, scams, identity theft, impersonation, deceptive transactions, fake reviews, or misleading endorsements;

  • Generate, distribute, or promote child sexual abuse material, sexualized depictions of minors, non-consensual intimate imagery, or exploitative content;

  • Create deepfakes, synthetic media, cloned voices, or impersonations of real persons without consent or required disclosure;

  • Generate disinformation intended to defraud consumers, incite violence, manipulate elections, suppress voting, or deceive users about material facts;

  • Harass, threaten, defame, discriminate against, or otherwise harm individuals or protected groups;

  • Send spam, unlawful marketing communications, unsolicited messages, or communications that violate the U.S. Controlling the Assault of Non-Solicited Pornography and Marketing Act ("CAN-SPAM Act"), the EU ePrivacy framework, the U.S. Telephone Consumer Protection Act ("TCPA"), or similar laws;

  • Scrape, crawl, overload, disrupt, reverse-engineer, bypass, or interfere with the service, its safety systems, rate limits, metering, models, or infrastructure;

  • Create multiple accounts, abuse free credits, exploit platform bugs, or circumvent plan limits, billing rules, usage-metering systems, or access controls.

7.2 AI-Specific Prohibited and Restricted Uses

You must not use the Service, AI Output, or User Applications for:

  • Social scoring systems, prohibited biometric categorization, prohibited emotion recognition, or real-time biometric identification in public spaces in contexts prohibited by applicable law (including EU AI Act Article 5 prohibited practices);

  • Fully automated decisions producing legal, financial, employment, education, healthcare, housing, insurance, credit, or similarly significant effects on individuals without appropriate human review, notice, explanation, and appeal rights;

  • Provision of professional medical, legal, financial, tax, or safety-critical advice without qualified human oversight, professional credentials, and legally required disclosures;

  • AI interactions with End Users without disclosure that they are interacting with an AI system, where such disclosure is required by applicable law;

  • AI-generated or manipulated image, audio, or video content without required labels, watermarks, or disclosures where applicable law requires them, including Chinese deep-synthesis labeling requirements and EU AI Act transparency rules;

  • Deployment in safety-critical contexts such as autonomous vehicles, medical devices, power-grid control, aviation systems, or weapons systems without independent validation, regulatory approval, and appropriate safeguards.

7.3 Content Moderation and Safety Review

We may review, sample, scan, suspend, restrict, or remove accounts, projects, prompts, AI Output, or User Applications where we reasonably believe they violate this Agreement, create security or safety risks, infringe third-party rights, or expose HappySeeds or others to legal or operational risk. Review may include manual review by authorized personnel and automated content-safety scanning.

We do not guarantee that review will detect all unlawful, unsafe, insecure, infringing, or policy-violating content. You are responsible for your own compliance and must not rely on our review as a substitute for your own legal and safety review.

8. Agent Applications and Autonomous Workflows

The Service enables the creation of Agent applications — AI-driven programs or workflows that may perform automated tasks, call external APIs, interact with End Users, generate content, trigger external services, or execute multi-step processes with limited human intervention.

You are solely responsible for the design, configuration, deployment, permissions, monitoring, and behavior of any Agent application you create. Before deploying an Agent application, you must ensure that it:

  • Acts only within the permissions and scopes explicitly authorized by you and, where applicable, by the End User;

  • Does not access systems, accounts, APIs, data, or services without explicit authorization from the account holder or data owner;

  • Provides AI-interaction disclosures and human contact or escalation paths where required by law or appropriate for user safety;

  • Does not make fully automated legally or financially significant decisions about individuals without human review and all legally required safeguards, explanations, and appeal mechanisms;

  • Complies with data-protection, consumer-protection, anti-spam, communications, platform terms, API terms, and applicable third-party service terms;

  • Includes appropriate logging, rate limits, security controls, authorization checks, and fail-safes proportionate to the intended use case and risk level.

HappySeeds may suspend, restrict, or disable any Agent application that in our reasonable judgment creates legal, security, safety, abuse, reputational, or regulatory risk, with or without prior notice where the risk is urgent.

9. Third-Party Services, Model Providers and User-Provided API Keys

The Service depends on third-party providers, including Amazon Web Services (hosting and infrastructure), Cloudflare (CDN, security, and DNS), Stripe (payment processing), Intercom (customer support), AI model providers such as Anthropic/Claude, OpenAI/GPT, and Google/Gemini, analytics and marketing tools, authentication providers, and other suppliers we use from time to time.

Third-party services are subject to their own terms, privacy policies, data-processing terms, security practices, and pricing. HappySeeds is not responsible for the acts, omissions, availability, accuracy, security, privacy practices, pricing, outages, restrictions, policy changes, or data practices of any third-party service not within our direct control.

Where the Service allows you to enter or connect your own API keys, tokens, credentials, AI models, or third-party accounts, you represent that you have the right and authorization to use them and you authorize HappySeeds to store, transmit, and use them solely to provide the functionality you request. You are responsible for the terms, fees, security, data handling, rate limits, and consequences of any third-party account, model, or service you connect.

We may add, remove, replace, suspend, throttle, or change third-party providers, AI model providers, or integrations at any time for cost, performance, security, compliance, availability, or business reasons, without liability to you, subject to reasonable notice where the change materially affects paid features.

10. Deployment, Domains, Hosting and Platform Control

10.1 Deployment on HappySeeds Infrastructure

When you deploy a User Application through the Service, it may be hosted on HappySeeds-controlled or third-party cloud infrastructure. Deployment through HappySeeds does not constitute endorsement, sponsorship, approval, verification, or assumption of responsibility for the User Application by HappySeeds.

10.2 Subdomains and Custom Domains

You do not acquire ownership or permanent rights in any HappySeeds-provided domain, subdomain, route, project slug, username, or deployment URL. We may reclaim, reassign, redirect, suspend, or terminate any such domain, subdomain, route, slug, or URL if necessary to address abuse, infringement, impersonation, security threats, inactivity, confusion, technical issues, or legal requirements.

If you use a custom domain, you are responsible for acquiring, configuring, renewing, securing, and maintaining that domain, DNS records, TLS certificates, and all related third-party services. HappySeeds is not responsible for domain loss, DNS misconfiguration, certificate failures, domain hijacking, or third-party domain-provider issues.

10.3 Takedown and Suspension of Deployed Applications

We may suspend, restrict, disable, remove, or take down a deployed User Application, with or without prior notice, if we reasonably believe it: (a) violates this Agreement or applicable law; (b) infringes intellectual-property, privacy, or publicity rights; (c) creates security or safety risks; (d) processes sensitive data without appropriate safeguards; (e) misleads End Users or violates AI-transparency obligations; (f) creates child-safety concerns; or (g) exposes HappySeeds or others to material legal or regulatory risk.

Where feasible and appropriate, we will provide advance notice and an opportunity to cure before taking down a User Application. In cases of urgent risk, legal compulsion, or ongoing harm, we may act immediately.

11. Security, Secrets and User Responsibilities

We use commercially reasonable technical and organizational measures to protect the Service and User Content, including encryption in transit using TLS, encryption at rest where supported, tenant-level logical separation of accounts and application data, whitelist-based administrative access controls, security logging and monitoring, and internal security review processes. We do not currently hold SOC 2, ISO 27001, HIPAA, or other third-party security certifications unless expressly stated in an official announcement.

You are responsible for configuring and securing your User Applications, including authentication rules, authorization controls, database access permissions, API scopes, environment variables, secrets management, custom-domain security, third-party integrations and End-User access controls. Before submitting a Community Template, enabling Remix, downloading a Download Package, requesting external source publication or manually uploading a project to GitHub or another platform, you must review and remove API keys, tokens, private keys, passwords, .env files, personal information, confidential information, trade secrets, unauthorized materials, database samples and other sensitive or restricted information. HappySeeds may provide product warnings, model prompts, automated scanning or download confirmations to help identify risks, but those tools are not guaranteed to detect every issue and you remain responsible for the content you publish, download, deploy or distribute.

If you discover a vulnerability, security issue, or data exposure in the Service or affecting HappySeeds infrastructure, contact us promptly at [email protected]. Do not exploit, disclose publicly, or access data beyond what is necessary to document the issue before notifying us.

12. Intellectual Property Complaints and Takedown

If you believe that any User Content or User Application hosted on or generated through the Service infringes your intellectual-property rights, violates your publicity, image, likeness, or privacy rights, or unlawfully depicts or impersonates you or a real person, you may send a notice to [email protected] or any legal contact we designate. Your notice should include:

  • your name, contact information, and authority to act for the rights holder if acting as an agent;

  • a description of the rights allegedly infringed and the specific material at issue;

  • the URL, account identifier, project name, timestamp, or other information sufficient to locate the material;

  • a good-faith statement that the information in your notice is accurate and you are authorized to submit it.

We may remove, disable, restrict, or take down the relevant material or account, and we may share the substance of your notice with the account holder, who may submit a counter-notice where applicable. For U.S.-hosted content, we aim to handle copyright notices consistent with the Digital Millennium Copyright Act (DMCA), including Section 512 notice-and-takedown and counter-notification procedures, while respecting equivalent procedures in the European Union, Hong Kong and other applicable jurisdictions.

Repeat infringers: We will take reasonable steps to terminate accounts of users who are found to be repeat infringers of third-party intellectual-property rights, as required by DMCA Section 512(i) and equivalent laws.

13. Disclaimers

13.1 AI Output Disclaimer

AI Output may be inaccurate, incomplete, insecure, biased, offensive, unlawful, outdated, non-unique, or unsuitable for your intended use. AI Output may resemble output generated for other users, public code patterns, open-source materials, third-party content, or model training data. We do not guarantee that AI Output is unique, accurate, secure, error-free, non-infringing, legally compliant, or fit for any particular purpose.

You are solely responsible for reviewing, testing, validating, securing, and where necessary obtaining professional clearance of AI Output and User Applications before using, publishing, commercializing, deploying, or relying on them. You must not rely on AI Output for professional, regulated, safety-critical, or legally significant purposes without appropriate qualified human review.

13.2 Service Disclaimer

THE SERVICE, HAPPYSEEDS PLATFORM IP, AI OUTPUT, USER APPLICATION HOSTING, TEMPLATES, INTEGRATIONS, MODEL ROUTING, AND ALL RELATED FEATURES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HAPPYSEEDS DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, ACCURACY, AVAILABILITY, SECURITY, AND QUIET ENJOYMENT.

We do not guarantee uninterrupted, secure, timely, error-free, or virus-free operation of the Service. The Service may experience downtime, latency, outages, maintenance windows, third-party failures, model-provider disruptions, capacity limits, or output errors.

13.3 Mandatory Consumer Rights Preserved

Nothing in this Section 13 or elsewhere in this Agreement excludes, limits, or modifies consumer rights that cannot be waived by contract under applicable law, including mandatory statutory warranties, guarantees, and remedies available to consumers in the Supported Regions.

14. Indemnification

You agree to defend, indemnify, and hold harmless HappySeeds and its affiliates, officers, directors, employees, contractors, suppliers, and agents from and against any claims, demands, damages, losses, liabilities, fines, penalties, settlements, costs, and expenses (including reasonable legal fees) arising out of or related to:

  • your access to or use of the Service in violation of this Agreement;

  • your User Content, AI Output, or User Applications, including any claim that they infringe, misappropriate, or violate intellectual-property rights, privacy rights, publicity rights, data-protection rights, or other rights of any third party;

  • your collection, processing, or disclosure of End-User Data, including failure to provide legally required notices, obtain consent, honor End User rights requests, or comply with applicable data-protection laws;

  • your violation of any law, regulation, export-control rule, third-party terms, API terms, open-source license, platform policy, or contractual obligation;

  • your use of third-party services, custom domains, payment tools, model API keys, or integrations;

  • your fraud, willful misconduct, negligence, abuse of the Service, or security misconfiguration.

You are not required to indemnify HappySeeds to the extent a claim is finally determined by a court of competent jurisdiction to have been caused by HappySeeds' own gross negligence, willful misconduct, or breach of non-waivable legal obligations. HappySeeds will promptly notify you of any claim subject to indemnification and will cooperate reasonably in its defense.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HAPPYSEEDS AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, SUPPLIERS, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR SIMILAR DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS, DATA, OPPORTUNITY, OR USE, ARISING OUT OF OR RELATED TO THE SERVICE, AI OUTPUT, USER APPLICATIONS, THIRD-PARTY SERVICES, OR THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HAPPYSEEDS' TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THIS AGREEMENT WILL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES YOU ACTUALLY PAID TO HAPPYSEEDS IN THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) USD 100.

Nothing in this Agreement excludes or limits liability that cannot be excluded or limited under applicable mandatory law, including liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) willful misconduct or gross negligence where not excludable by law; or (d) any other liability that applicable mandatory law does not permit to be excluded or limited.

16. Privacy, Cookies and Data Protection

Your use of the Service is governed by our Privacy Policy and Cookie Policy, which are incorporated into this Agreement by reference. By using the Service, you acknowledge that we process account data, usage data, prompts, files, AI Output, project data, deployment data, logs, payment records, support communications, and other data as described in the Privacy Policy.

If you operate a User Application that collects or processes End-User Data, you are responsible for providing your own privacy notices and obtaining any legally required consents. The HappySeeds Privacy Policy describes HappySeeds' own processing practices and does not replace the privacy policy, cookie notice, AI-interaction disclosure, or other notices you are required to provide to End Users of your User Applications.

You must not use the Service or User Applications to collect sensitive personal data, children's personal information, health data, financial account credentials, biometric data, or other regulated data unless you have lawful authority, appropriate notices and consents, adequate safeguards, and any required written approval from HappySeeds.

If you are subject to the EU General Data Protection Regulation ("GDPR"), Hong Kong's Personal Data (Privacy) Ordinance, applicable U.S. state privacy laws, ePrivacy/cookie laws, or similar laws, you are responsible for ensuring that your User Applications comply with those laws, including obligations relating to controller and processor roles, End User rights, cookie consent, AI transparency, data retention, cross-border transfers, and security.

17. Suspension, Termination and Data Retention & Deletion Policy

This Agreement begins when you first access or use the Service and continues until terminated by you or by us.

You may terminate this Agreement at any time by canceling your subscription, deleting your account, and ceasing all use of the Service. Before deleting your account, save what you need. After account deletion, we may permanently delete your data in accordance with the Privacy Policy and the Data Retention & Deletion Policy, and we may be unable to restore it.

We may suspend, restrict, or terminate your account, projects, deployments, subdomains, Credits, or access to the Service, with or without prior notice, if we reasonably believe that you have: (a) violated this Agreement; (b) failed to pay amounts due; (c) created legal, security, or safety risk; (d) abused free Credits; (e) infringed third-party rights; (f) violated data-protection rules; or (g) engaged in fraudulent, harmful, or unlawful activity. Where feasible, we will give notice and an opportunity to cure non-urgent violations.

Upon account deletion or termination: your right to access the Service ceases; deployed User Applications associated with your account may be taken offline and deleted; data may be retained for limited periods in backups, security logs, legal records, or as required by law, as described in the Privacy Policy.

Disabling Remix, withdrawing or deleting a Community Template, or terminating your account does not revoke rights already granted for Remixed Projects lawfully created before that action. Applicable Project Source Notices and the restrictions in Sections 5.7 and 5.8 continue to apply.

Sections that by their nature should survive termination will survive, including provisions relating to ownership, content licenses, data protection, AI safety obligations, disclaimers, limitation of liability, indemnification, dispute resolution, and general provisions.

18. Changes to the Service and Agreement

We may modify, add, remove, suspend, or discontinue features, AI models, integrations, templates, plans, Credits, pricing, usage limits, deployment methods, or third-party providers at any time. Where changes materially affect paid features or plans, we will provide reasonable advance notice.

We may update this Agreement from time to time to reflect changes in our practices, products, legal requirements, or business operations. For material changes, we will provide at least 30 days' prior notice by email to your registered address, through the Service, or by other reasonable means.

Your continued use of the Service after the effective date of an updated Agreement constitutes your acceptance of the updated Agreement, to the extent permitted by applicable law. If you do not agree, you must stop using the Service and cancel your account before the effective date.

19. Governing Law and Binding Arbitration

19.1 Governing Law

This Agreement is governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region of the People's Republic of China, without regard to conflict-of-law principles, except to the extent that mandatory law in your place of habitual residence provides otherwise.

This choice of law does not deprive consumers of mandatory protections under the laws of the country, state, province, territory or region in which they habitually reside, including mandatory rights in the Supported Regions.

19.2 Informal Resolution

Before initiating arbitration or formal legal proceedings against HappySeeds, you agree to contact us at [email protected] with a description of your dispute and desired resolution, and allow 30 days for informal resolution. This requirement does not apply where prohibited by mandatory law, where urgent injunctive relief is necessary to prevent irreparable harm, or where a claim cannot legally be subject to mandatory informal resolution.

19.3 Binding Arbitration Notice

PLEASE READ THIS SECTION CAREFULLY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AND HAPPYSEEDS AGREE THAT DISPUTES ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE SERVICE, AI OUTPUT, USER APPLICATIONS, CREDITS, PAYMENTS, ACCOUNT ACCESS, TERMINATION, PRIVACY-RELATED CLAIMS, OR ANY RELATED DEALINGS BETWEEN YOU AND HAPPYSEEDS WILL BE RESOLVED BY BINDING ARBITRATION, RATHER THAN IN COURT, EXCEPT WHERE MANDATORY LAW DOES NOT PERMIT BINDING ARBITRATION OR WHERE THIS AGREEMENT EXPRESSLY PROVIDES OTHERWISE.

BY ACCEPTING THIS AGREEMENT, YOU AND HAPPYSEEDS WAIVE THE RIGHT TO HAVE SUCH DISPUTES HEARD BY A JUDGE OR JURY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

19.4 eBRAM Arbitration

Subject to Section 19.6, any dispute, controversy, difference or claim arising out of or relating to this Agreement, including the existence, validity, interpretation, performance, breach or termination of this Agreement, or any dispute regarding non-contractual obligations arising out of or relating to this Agreement, shall be referred to eBRAM International Online Dispute Resolution Centre Limited ("eBRAM") and finally resolved by arbitration in accordance with the eBRAM Arbitration Rules in force when the Notice of Arbitration is submitted. This arbitration structure applies to both consumer and business users to the maximum extent permitted by applicable law.

The seat of arbitration shall be Hong Kong. The law of this arbitration clause shall be Hong Kong law. The number of arbitrators shall be one, unless the applicable eBRAM rules require or permit a different tribunal composition due to the complexity, amount in dispute or other circumstances of the case. To the extent permitted by the applicable eBRAM rules, case administration, submissions, conferences and hearings may be conducted online, electronically or by remote means. The arbitration proceedings shall be conducted in English, unless the parties agree otherwise or the arbitral tribunal determines that another language is appropriate.

Judgment on the arbitral award may be entered and enforced in any court of competent jurisdiction. The arbitral award shall be final and binding on the parties, subject only to any mandatory rights of challenge or review that cannot be waived under applicable law.

19.5 Exceptions to Arbitration

Nothing in this Agreement prevents either party from seeking temporary, preliminary or urgent injunctive relief from a court of competent jurisdiction where necessary to protect intellectual property rights, confidential information, trade secrets, account security, platform security, data security, or to prevent ongoing misuse of the Service.

Nothing in this Agreement prevents HappySeeds from suspending, restricting, removing or disabling access to accounts, Credits, User Content, User Applications, deployments, domains, integrations or other Service features in accordance with this Agreement.

19.6 Mandatory Law and Court Forum Where Arbitration Is Not Permitted

If mandatory law in your jurisdiction does not permit mandatory arbitration of a particular dispute, claim or user category, or if this arbitration agreement is held unenforceable as to a particular dispute or user category, then that dispute or claim shall be brought before the competent courts of the defendant's domicile, unless mandatory law grants the claimant a different non-waivable forum right or does not permit such forum arrangement.

For consumers, this Section does not deprive you of any mandatory right to bring claims in the courts of your place of habitual residence where such right cannot be waived by contract.

19.7 Class Action and Representative Proceeding Waiver

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL DISPUTES MUST BE BROUGHT AND RESOLVED ON AN INDIVIDUAL BASIS ONLY. YOU AND HAPPYSEEDS WAIVE THE RIGHT TO PARTICIPATE IN OR BRING CLASS ACTIONS, CLASS ARBITRATIONS, REPRESENTATIVE ACTIONS, COLLECTIVE REDRESS PROCEEDINGS OR MULTI-PLAINTIFF PROCEEDINGS AGAINST EACH OTHER.

This waiver does not apply where prohibited by mandatory law. If this waiver is found unenforceable as to a particular claim or proceeding, then the unenforceable portion shall be severed to the extent permitted by law, and the remaining provisions of this Section 19 shall continue to apply.

20. General Provisions

20.1 Entire Agreement

This Agreement, together with the Privacy Policy, Cookie Policy, Refund Policy, Data Retention & Deletion Policy, and any feature-specific terms or supplemental policies posted on the Service, constitutes the entire agreement between you and HappySeeds regarding the Service and supersedes all prior or contemporaneous agreements, understandings, representations, and warranties.

20.2 Severability

If any provision is found by a court of competent jurisdiction to be unlawful, invalid, or unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

20.3 No Waiver

Our failure to enforce any provision of this Agreement at any time does not waive our right to enforce it later. Any waiver must be in writing and signed by an authorized representative of HappySeeds.

20.4 Assignment

You may not assign, transfer, sublicense, or delegate any rights or obligations under this Agreement without our prior written consent. We may assign this Agreement to an affiliate, successor entity, or acquirer without your consent in connection with a merger, reorganization, asset sale, or change of control, provided that the assignee assumes our obligations.

20.5 Force Majeure

Neither party will be liable for delay or failure in performance resulting from circumstances beyond that party's reasonable control, including natural disasters, pandemic, war, terrorism, civil unrest, government action, labor disputes, power failures, internet or network disruptions, cloud-provider failures, AI model-provider outages, payment-processor issues, or other events of force majeure. The affected party will notify the other promptly and use commercially reasonable efforts to resume performance.

20.6 Relationship of the Parties

The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, employment, agency, franchise, or fiduciary relationship between you and HappySeeds.

20.7 Contact and Legal Notices

For questions about this Agreement, billing, data protection, legal notices, or abuse reports, contact us at: