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Terms of Service

Terms of Service

Last Updated: September 16, 2024

1. Agreement to Terms

Welcome to Afternoon.co (Hedron Tax Inc.) ("Hedron,", "Afternoon", "we," "us," or "our"). By accessing or using our services, including our website, applications, and APIs (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms" or "Agreement"). If you are using the Services on behalf of a company or other legal entity, you confirm that you have the authority to bind that entity to these Terms. If you do not accept these Terms, you may not use the Services.

Hedron reserves the right to modify these Terms at any time. We will provide notice of any material changes at least 30 days before they take effect. Continued use of the Services after the changes take effect constitutes your acceptance of the updated Terms. If you do not agree to the changes, you must stop using the Services.

2. Overview of Services

Hedron provides online sales tax reporting, filing, and compliance services, including but not limited to transaction tracking, sales tax calculation, and electronic filing with tax authorities. The Services are rendered through the domain afternoon.co. We reserve the right to modify, enhance, or discontinue any aspect of the Services at our sole discretion. Any updates or enhancements are also subject to these Terms.

3. Permitted Use

Hedron grants you a non-exclusive, non-transferable, limited right to access and use the Services for your internal business purposes in accordance with these Terms. You agree not to:

  • Access systems, data, or Services that you are not authorized to access.
  • Reverse engineer, decompile, or disassemble the Services or any related software.
  • Use the Services to infringe upon the rights of others, including intellectual property rights.
  • Interfere with, disrupt, or harm the infrastructure of Hedron or its ability to provide the Services to others.

4. Intellectual Property and Proprietary Rights

All rights, title, and interest in and to the Services, including all intellectual property rights, belong exclusively to Hedron and its licensors. No rights are granted to you other than as expressly stated in these Terms. Any feedback, suggestions, or ideas you provide to Hedron may be used to improve or enhance the Services without any obligation to you.

5. Your Content and Our Rights

By providing information, data, usernames, passwords, or other content ("Your Content") through the Services, you grant Hedron the right to use, store, and process Your Content to provide the Services. You represent and warrant that you have the necessary rights to submit Your Content and that its use will not violate any third-party rights. Hedron may use and store Your Content to enhance and improve the Services and may disclose it in aggregate or de-identified form for business purposes.

6. Tax Filing and Submission Services

Hedron may offer electronic tax filing services. By using these services, you consent to the disclosure of your information to the appropriate tax authorities. You are responsible for verifying the accuracy and status of your filings and maintaining sufficient funds for tax remittance. Hedron is not liable for issues arising from incomplete, inaccurate, or delayed submissions, including penalties, interest, or fees imposed by tax authorities.

7. User Obligations

You agree to:

  • Provide accurate, complete, and up-to-date information for the provision of the Services.
  • Maintain the security of your account credentials and promptly notify Hedron of any unauthorized use.
  • Comply with all applicable laws and regulations, including data protection and privacy laws.

8. Data Protection and Privacy

Hedron uses reasonable technical and organizational measures to protect Your Content. However, you acknowledge that the security of transmissions over the internet cannot be guaranteed. Our Privacy Policy governs the use and handling of personal information.

9. Fees and Payments

You agree to pay the fees specified in your Order Form for the use of the Services. Hedron reserves the right to change fees or introduce new charges with 30 days' notice. If you dispute any charges, you must notify Hedron within 60 days. Failure to make timely payments may result in suspension or termination of your access to the Services.

10. Changes to Services

Hedron reserves the right to modify or discontinue the Services or any feature thereof at any time. If a significant change materially affects your ability to use the Services, you may terminate your subscription and receive a prorated refund for any prepaid fees.

11. Confidential Information

Both parties agree to maintain the confidentiality of proprietary information disclosed during the course of the Agreement. This includes non-public data, business plans, and technical information. Confidential information does not include information that is publicly available, independently developed, or disclosed by law. Each party agrees to take reasonable precautions to protect the other's confidential information.

12. Warranties and Disclaimers

Hedron warrants that the Services will be provided with reasonable skill and care. However, the Services are provided "as is" and "as available," without any additional warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement. Hedron does not guarantee that the Services will be uninterrupted, error-free, or free of harmful components.

13. Limitation of Liability

To the fullest extent permitted by law, Hedron's total liability for any claims arising from this Agreement or your use of the Services is limited to the amount you have paid to Hedron in the six (6) months preceding the event giving rise to the claim. In no event will Hedron be liable for indirect, incidental, special, consequential, or punitive damages, loss of profits, or data loss.

14. Indemnity

You agree to indemnify and hold harmless Hedron, its affiliates, officers, agents, and employees from any claims, losses, liabilities, or expenses arising from your use of the Services, violation of these Terms, or infringement of any third-party rights.

15. Use of Third-Party Services and Links

The Services may integrate with third-party services or provide links to third-party websites. Hedron does not control or endorse these third-party services and websites and is not responsible for their content, policies, or practices. Your use of third-party services is subject to their respective terms and conditions.

16. Compliance with Legal Requirements

You agree to comply with all applicable laws and regulations, including export control laws and regulations. You may not use the Services in a manner that violates U.S. laws, including restrictions on the export of software or data to certain countries or individuals. You represent that you are not located in a country or on a list of individuals prohibited from receiving the Services under U.S. export laws.

17. Restrictions on Automated Access

You may not use automated systems, scripts, or bots to access or use the Services in a manner that imposes an unreasonable or disproportionately large load on Hedron's infrastructure. Any such automated use may result in the suspension or termination of your access to the Services.

18. Dispute Resolution and Arbitration

Any dispute arising out of or relating to these Terms or the Services will be resolved through binding arbitration administered by JAMS under its rules. The arbitration will take place in [City, State], and the arbitrator's decision will be final and binding. The parties waive any right to a jury trial or to participate in a class action. Each party will bear its own arbitration fees and expenses.

19. Ending the Agreement

Hedron reserves the right to terminate this Agreement and your access to the Services at any time with notice if you breach these Terms or if required by law. Upon termination, you must cease all use of the Services. Hedron may delete all Your Content upon termination of your account.

20. No Third-Party Rights

These Terms do not create any third-party beneficiary rights. The rights and obligations in this Agreement are for the exclusive benefit of you and Hedron.

21. Additional Provisions

These Terms, together with the Privacy Policy and any applicable Order Form, constitute the entire agreement between you and Hedron regarding the use of the Services. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect. Hedron may assign this Agreement at its discretion. You may not assign your rights or obligations without Hedron's prior written consent.

22. Notices and Communication

Notices related to this Agreement will be deemed delivered when sent to the email address associated with your account or posted on Hedron's website. You are responsible for keeping your contact information up to date.

23. Contact and Support

For any questions or concerns regarding these Terms, please contact Hedron at support@afternoon.co.