Terms of Service

1. Agreement Overview

These Terms of Service constitute a legally binding agreement between you and HK Financial Holdings, LLC, a limited liability company with a place of business at 134 W 13100 S Ste 200, Draper - 84020-9248, United States (US), acting through its services brand HKFinance. The terms govern your access to and use of the website at www.hkfinance.hair and the professional services described on that website.

Our services include computer systems design, computer integrated systems design, data services, platform engineering, integration, security, and managed care. The website introduces these services and provides channels for contacting our team. Nothing on this website, by itself, constitutes an offer of services that binds us.

Please read these terms carefully before using the website or engaging our services. By using this website, contacting us through its forms, or executing a service agreement with us, you agree to be bound by these terms.

2. Acceptance of These Terms

By accessing this website, you confirm that you have read, understood, and agree to be bound by these Terms of Service and by our Privacy Policy, which is incorporated into these terms by reference. If you do not agree with any part of these terms, you should not use the website or the services.

Where you use our services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these terms. In that case, the terms you accept apply both to you personally and to the organization you represent.

We may require you to acknowledge these terms separately before certain services commence. Where that occurs, your acknowledgement is an additional and explicit acceptance of the terms then in effect.

3. Description of Services

HKFinance provides professional services in the design and integration of computer systems. Our core service lines include systems design, in which we map business requirements into technical blueprints; data services, covering architecture, governance, migration, and quality; platform engineering, in which we build and harden operating environments; integration, connecting core systems and third party services; security, embedding protective controls throughout systems; and managed care, the ongoing operation, monitoring, and maintenance of systems we design.

Services are delivered under written statements of work or service agreements that define scope, deliverables, timelines, fees, and acceptance criteria. The website is an introduction to our capabilities; the specific commitments for any engagement are those set out in the signed documents for that engagement.

We do not provide legal, accounting, regulatory, or investment advice. While we design systems that support regulated institutions, our work is technical in nature, and we refer clients to their own professional advisors for advice on those matters.

4. Eligibility and Authority

The website and our services are intended for business and professional use. By using the website, you confirm that you are at least eighteen years of age or the age of majority in your jurisdiction, and that you have the legal capacity to enter into binding agreements.

If you use the website or services on behalf of a business, you confirm that you are an authorized representative of that business and that you are permitted to agree to these terms on its behalf. We may ask for written confirmation of your authority before proceeding with certain engagements.

We reserve the right to decline to provide services to any person or organization, and to refuse any request, where we reasonably believe that doing so is necessary for compliance, security, or the integrity of our practice.

5. Client Responsibilities

You agree to provide accurate and complete information to us, whether through the website contact form, during scoping, or throughout an engagement. You are responsible for the accuracy of the information you supply, and you agree to update us promptly if that information changes.

Where an engagement requires access to your systems, premises, personnel, or data, you agree to provide that access in a timely manner and to provide accurate information about the configuration and operation of your environment. Delays in providing access may affect our ability to meet agreed timelines.

You agree to appoint a single point of contact for each engagement and to ensure that your personnel cooperate with reasonable requests for information, testing, and validation. You are responsible for obtaining all consents and approvals required on your side for the lawful processing of data under the engagement.

You agree to comply with all laws applicable to your use of our services, including laws governing the protection of personal information and the use of computer systems.

6. Engagement Process and Statements of Work

Engagements begin with a discovery discussion, after which we may prepare a proposal describing the scope, approach, deliverables, and pricing for the work. If you wish to proceed, we prepare a statement of work or service agreement for your review.

Each statement of work sets out the deliverables, milestones, assumptions, exclusions, fees, and acceptance procedures for a specific piece of work. In the event of a conflict between these Terms of Service and a statement of work, the statement of work prevails to the extent of the conflict, unless it expressly states otherwise.

Scope changes requested after a statement of work is signed are handled through a change order process. We will not begin work outside the agreed scope without a written change order that addresses the impact on timeline and fees.

Deliverables are deemed accepted according to the acceptance procedures in the statement of work. If no procedure is specified, acceptance occurs on the earlier of your written acceptance or thirty days after delivery without written objection.

7. Fees, Invoicing, and Payment

Fees for services are stated in the applicable proposal or statement of work. Unless otherwise agreed, fees are quoted in United States dollars and are exclusive of applicable taxes, which are added where required by law.

We invoice according to the schedule set out in the statement of work. Invoices are due on the date stated on the invoice, typically within thirty days of receipt. Where a deposit or progress payment is required, work does not begin or continue until the applicable payment is received.

Late payments may be subject to interest at the rate allowed by applicable law, and we may suspend work on any engagement where an invoice is more than thirty days past due, after providing written notice to you.

Expenses reasonably incurred in the performance of an engagement, such as travel and third party software licenses, are billed at cost with supporting documentation, unless the statement of work includes them within a fixed fee.

8. Confidential Information

Each party agrees to protect the confidential information of the other party and to use it only for the purposes of the engagement. Confidential information includes business plans, system architectures, source code, security assessments, financial data, and any other information that is identified as confidential or that a reasonable person would understand to be confidential.

Confidential information does not include information that is publicly available through no fault of the receiving party, that was known before disclosure, that is independently developed, or that is lawfully received from a third party without obligation of confidence.

The obligations in this section survive the termination of these terms and any engagement. Each party may disclose confidential information to its own advisors under appropriate confidentiality obligations and may disclose information where required by law, after using reasonable efforts to notify the disclosing party where permitted.

We will not use your confidential information for any purpose other than providing the agreed services, and we will not retain it longer than necessary for the purposes of the engagement or as required by law.

9. Intellectual Property

The website, including its text, design, graphics, and arrangements, is owned by HK Financial Holdings, LLC and its licensors, and is protected by copyright and other intellectual property laws. You may not copy, reproduce, distribute, or create derivative works from the website except for your personal, noncommercial reference.

Materials we create in the course of an engagement that are specific to your project, such as system designs, documentation, and custom configurations developed for you, are delivered to you under the terms of the statement of work, which will state the ownership and license arrangements for those materials.

Our general methodologies, tools, frameworks, and preexisting intellectual property remain owned by us, and we grant you a non exclusive, nontransferable license to use such materials solely in connection with the engagement deliverables for your internal business purposes.

You retain all rights in your data and your own preexisting intellectual property. You grant us a limited license to use your materials to the extent necessary to deliver the agreed services.

10. Third Party Systems and Data

Engagements may involve integrating, interfacing with, or migrating data to systems owned and operated by third parties, including software vendors, cloud providers, and financial networks. We will exercise reasonable skill in that work, but we are not responsible for the performance, availability, or policies of third party systems.

You are responsible for ensuring that you have the rights and licenses required to use third party systems in connection with our services, and for complying with the terms of service of those providers. We will follow your instructions regarding third party systems as long as those instructions are lawful.

Where a third party system changes its interfaces, availability, or terms during an engagement, we will use reasonable efforts to adapt the affected work. Changes outside our control may require a change order, and we will advise you promptly of any material impact.

11. Acceptable Use of Our Website

You agree to use the website only for lawful purposes and in a manner that does not infringe the rights of others or restrict or inhibit the use of the website by any other visitor. You may not attempt to gain unauthorized access to any part of the website, our servers, or any systems connected to the website.

You may not use the website to transmit malware, phishing messages, spam, or any content that is unlawful, defamatory, or fraudulent. You may not probe, scan, or test the vulnerability of the website without our written permission.

The contact form is provided for genuine inquiries about our services. Submitting abusive, duplicative, or machine generated submissions may result in us declining to respond and, in serious cases, restricting access.

We reserve the right to monitor use of the website for security and operational purposes and to take action we reasonably consider necessary to protect the website and its users.

12. Warranties and Disclaimers

We warrant that our services will be performed in a professional and workmanlike manner and in accordance with the applicable statement of work, using personnel with appropriate skill and experience. Where a deliverable fails to conform to the agreed specifications, we will, at our option, correct the nonconformity or redo the affected work.

Except for the warranties expressly stated in these terms or in a statement of work, our services and website are provided on an as is and as available basis, and we disclaim all other warranties, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, and noninfringement.

We do not warrant that the website will be available at all times, that it will be free of errors, or that our services will result in any particular outcome. The operation of systems involves many factors beyond our control, and we cannot guarantee that any system will be free from faults.

Any warranty claim must be made in writing within thirty days of the relevant delivery, and we must be given a reasonable opportunity to investigate and correct the reported issue.

13. Limitation of Liability

To the maximum extent permitted by law, neither party shall be liable to the other for indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of data, loss of goodwill, or interruption of business, arising out of or relating to these terms or any engagement, even if the party has been advised of the possibility of such damages.

Each party aggregate liability arising out of or relating to these terms or an engagement shall not exceed the total fees paid or payable by you to us under the applicable statement of work during the twelve months preceding the event giving rise to the liability.

The limitations in this section do not apply to liability arising from fraud, willful misconduct, breach of confidentiality, infringement of intellectual property rights, or liability that cannot be limited by law.

Because some jurisdictions do not allow the exclusion or limitation of certain damages, the limitations above may not apply to you in part. In such jurisdictions, our liability is limited to the greatest extent permitted by law.

14. Indemnification

You agree to indemnify and hold harmless HK Financial Holdings, LLC, its officers, directors, employees, and agents from and against any claims, damages, losses, and expenses, including reasonable legal fees, arising out of or relating to your use of the website, your breach of these terms, your violation of any law or the rights of a third party, or your instructions in connection with an engagement.

We agree to indemnify you against third party claims alleging that the deliverables we provide in an engagement infringe a third party intellectual property right, provided that you notify us promptly of the claim, give us control of the defense, and cooperate with us at our reasonable expense.

We may, at our option and expense, procure the right to continue using the affected material, modify it to make it noninfringing, or replace it with a substantially equivalent noninfringing alternative. Our indemnification obligation does not apply where the infringement arises from your specifications, your data, or your combination of our deliverables with materials not supplied by us.

15. Term and Termination

These terms take effect when you first use the website or engage our services and continue until terminated as described in this section. Your right to use the website continues while you comply with these terms.

Either party may terminate an engagement for convenience upon written notice, subject to the terms of the applicable statement of work, which may provide for fees for work completed and commitments made up to the date of termination.

Either party may terminate an engagement for material breach if the breach is not cured within thirty days after written notice describing the breach. We may terminate immediately if you fail to pay amounts due or if we reasonably believe that continued performance would be unlawful or would expose us to material risk.

Upon termination, you must pay all amounts due for work performed to the date of termination, and each party must return or destroy the confidential information of the other as instructed, with written confirmation of that return or destruction.

16. Suspension of Services

We may suspend all or part of the services, on written notice, where payment is more than thirty days overdue, where we are required to do so by law or by a regulator, where there is a reasonable suspicion of a security incident affecting our systems or yours, or where we reasonably determine that continuation would place our personnel, systems, or reputation at material risk.

During a suspension, we will preserve deliverables and data consistent with our confidentiality obligations, and we will resume services promptly when the cause of the suspension has been resolved.

You remain responsible for fees during a suspension caused by your nonpayment or by your failure to provide required access or information. We will not be liable for any losses arising from a suspension implemented under this section.

17. Data Handling and Security

In the course of our services, we may handle data on your behalf. We will process such data only for the purposes of the engagement and in accordance with your lawful instructions and our Privacy Policy.

We apply reasonable technical and organizational measures to protect data against unauthorized access, loss, and alteration, consistent with the sensitivity of the data and the requirements of the engagement. Where a statement of work specifies particular security controls, we will implement those controls and maintain evidence of that implementation.

You are responsible for the lawfulness of the data you provide to us and for obtaining any consents required for the processing of personal information under the engagement. We will assist you, at your reasonable request, in meeting your obligations under applicable data protection law.

In the event of a security incident affecting data we process for you, we will notify you without undue delay and will cooperate with your investigation and with any legally required notifications.

18. Notices and Communications

Notices under these terms must be in writing and may be delivered by email, by postal mail, or by a method agreed in a statement of work. Notices to us should be sent to note@hkfinance.hair or to our postal address at 134 W 13100 S Ste 200, Draper - 84020-9248, United States (US).

We may provide notices to you by email to the address you provide, by posting on our website, or by any other reasonable method. Notices are deemed received when delivered by email, when posted on the website, or, for postal mail, three business days after posting.

You agree to keep your contact information current and to check for notices posted on our website. If a notice is returned as undeliverable, we may treat our attempted notice as effective on the date it would otherwise have been received.

19. Governing Law and Dispute Resolution

These terms and any engagement are governed by the laws of the State of Utah, United States, without regard to its conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Before commencing any formal proceeding, the parties agree to attempt in good faith to resolve any dispute arising under these terms through informal negotiation, using reasonable efforts for at least thirty days after written notice of the dispute.

If a dispute is not resolved through negotiation, either party may bring proceedings exclusively in the state or federal courts located in the State of Utah, and each party submits to the personal jurisdiction of those courts. You may bring claims only in your individual capacity and not as part of a class action or collective proceeding.

To the extent permitted by law, each party waives any right to a trial by jury in any proceeding arising out of or relating to these terms.

20. Force Majeure

Neither party will be liable for delay or failure to perform its obligations under these terms to the extent that the delay or failure is caused by circumstances beyond its reasonable control, including natural disasters, war, terrorism, civil unrest, public health emergencies, power failures, telecommunications failures, internet outages, and changes in law.

A party affected by such circumstances must notify the other party without undue delay and must use reasonable efforts to resume performance as soon as practicable. Where the circumstances continue for more than sixty days, either party may terminate the affected engagement on written notice without liability for the unperformed portion.

This section does not excuse your obligation to pay fees for services already performed or for commitments made before the force majeure event arose.

21. Entire Agreement and Amendments

These Terms of Service, together with our Privacy Policy and any applicable statement of work, constitute the entire agreement between you and us with respect to the website and the services, and they supersede all prior and contemporaneous understandings and agreements, whether written or oral.

We may amend these terms from time to time by posting a revised version on our website and updating the effective date. Amendments become effective on the date stated in the revised version. Your continued use of the website or services after that date constitutes acceptance of the revised terms.

Material amendments that affect an active engagement will be communicated to you in writing, and the terms of your statement of work will prevail over any conflicting provisions in the amended general terms unless the amendment expressly states otherwise.

22. Severability and Waiver

If any provision of these terms is held to be invalid, illegal, or unenforceable, the remaining provisions continue in full force and effect, and the invalid provision will be interpreted, or modified by a court if necessary, to give effect to the parties intent to the maximum extent permitted by law.

The failure of either party to enforce any provision of these terms does not constitute a waiver of that provision or of any other provision. A waiver is effective only if made in writing and signed by the party granting the waiver.

No right or remedy under these terms is exclusive of any other right or remedy, and all rights and remedies are cumulative.

23. How to Contact Us

If you have any questions about these Terms of Service, or about any aspect of the website or our services, please contact us through any of the channels below. We will respond as quickly as we can, and usually within two business days.

We welcome your questions before you engage our services and throughout any engagement. If you believe any of these terms is unclear, please ask us before you rely on it. Clear terms make for a stronger working relationship.

Thank you for taking the time to read these terms. We look forward to the possibility of working with you.