條款及細則Terms and Conditions

1.訂約方Parties

本條款是閣下與香港藍色鯨魚人工智能科技有限公司（Hong Kong Blue Whale AI Technology Limited）之間的合約。本公司開發及銷售 Whaletech AI agent 產品，也是閣下訂單的賣家及收款方。開立帳戶或下單，即表示閣下同意本條款、私隱政策及退款政策。

1.1 These Terms and Conditions (the “Terms”) are a contract between you and Hong Kong Blue Whale AI Technology Limited (香港藍色鯨魚人工智能科技有限公司), a private company limited by shares incorporated in the Hong Kong Special Administrative Region (“Hong Kong SAR”), whose registered office and principal place of business is at Room A5, 7/F, Astoria Building, No. 34 Ashley Road, Tsim Sha Tsui, Kowloon, Hong Kong SAR (香港九龍尖沙咀亞士厘道34號天星大廈7樓A5室). We trade as Whaletech AI · Hong Kong (藍色鯨魚 · 香港) and are referred to in these Terms as “we”, “us” or “our”.

1.2 We develop and sell the Whaletech AI agent products, and we are the contracting party and merchant of record for every order placed through whaletech.hk and the product sites listed in clause 3. Every payment you make for the Services is billed by us.

1.3 By creating an account, placing an order or using the Services you agree to these Terms, our Privacy Policy and our Refund Policy, which together form the agreement between you and us. If you do not agree, do not use the Services.

1.4 If you use the Services on behalf of a company or other organisation, you confirm that you have authority to bind it, and “you” in these Terms means that organisation.

2.定義Definitions

本條解釋條款中的用語：「服務」指第 3 條所列的產品，「方案」指各服務的免費或付費層級，「訂單」指閣下在結帳頁面確認的購買，「工作天」指香港的星期一至五（公眾假期除外）。

In these Terms:

• “Account” means the account you register with us to use a Service.
• “Business Day” means a day other than a Saturday, a Sunday or a public holiday in Hong Kong SAR.
• “Input” means text, files or other content you submit to a Service, and “Output” means text, code, images, files or other content a Service generates in response to your Input.
• “Order” means an order for a Plan that you confirm on a checkout page.
• “Plan” means a free or paid tier of a Service, including any subscription, fixed-period pass or credit pack, as described on the relevant pricing page and repeated in the checkout summary.
• “Privacy Policy” means the policy at whaletech.hk/privacy/, and “Refund Policy” means the policy at whaletech.hk/refund-policy/.
• “Services” means the AI agents, software, websites and applications listed in clause 3, together with the documentation, updates and support we provide for them.

3.服務The Services

服務即本公司的 AI agent 產品：Whale LaTeX（文件）、Whale Spreadsheet（表格）及 WhalePhone（手機）。標示為早期體驗的服務可能隨時更改或停止。AI 生成的內容未必準確，閣下使用前須自行審閱。

3.1 The Services are the Whaletech AI agent products. Each agent carries out work inside an application you already use. At the effective date of these Terms the Services are:

• Whale LaTeX (latex.whaletech.ai): an AI agent for documents that turns a Word or PDF draft into a submission-ready LaTeX paper and edits it on plain-language instructions. A Free Plan and a paid Pro Plan.
• Whale Spreadsheet (spreadsheet.whaletech.ai): an AI agent for spreadsheets that analyses data, writes formulas and builds charts in Excel workbooks on plain-language instructions. Free.
• WhalePhone (phone.whaletech.ai): an AI agent for phones that operates Android apps inside a private virtual display on your instructions and hands sensitive steps back to you. Early access.

3.2 Each Service is provided on the terms of the Plan you choose. The features, usage limits and support level included in a Plan are set out on the pricing page of that Service and repeated in your Order summary before you pay.

3.3 Beta and early access. Services or features marked private beta, early access, preview or similar are still being developed. We may change, limit or withdraw them at any time, access may be by invitation only, and they are provided free of charge unless the checkout page says otherwise.

3.4 Product sites. Each Service is provided through its own website (latex.whaletech.ai, spreadsheet.whaletech.ai, phone.whaletech.ai), and each of them carries these Terms. Links from whaletech.hk to those sites open in a new tab.

3.5 AI Output. The Services use AI to generate Output. Output is produced by statistical methods; it may be inaccurate, incomplete, out of date or unsuitable for your purpose, and it is not professional, legal, financial, medical or academic advice. You are responsible for reviewing Output before you rely on it, publish it or submit it to anyone.

4.帳戶Accounts

閣下須提供真實資料、妥善保管登入憑證，並對帳戶內的一切活動負責。閣下可隨時關閉帳戶；關閉帳戶並不等於取消付費方案。

4.1 Some Services require an Account. You must give accurate and complete registration details and keep them up to date.

4.2 You are responsible for keeping your login credentials confidential and for all activity under your Account. Tell us at hello@whaletech.hk promptly if you believe your Account has been used without your authority.

4.3 You must not hold more than one free Account for a Service in order to circumvent its usage limits.

4.4 You may close your Account at any time from the account settings of the Service or by emailing hello@whaletech.hk. Closing an Account does not by itself cancel a paid Plan; see clause 8 and the Refund Policy.

4.5 Personal data connected with your Account is handled in accordance with our Privacy Policy and the Personal Data (Privacy) Ordinance (Cap. 486) of Hong Kong SAR.

5.資格及限制Eligibility and restrictions

下單者須年滿 18 歲。服務不會在法律禁止的地區提供，閣下亦須遵守適用的制裁及出口管制法律。

5.1 You must be at least 18 years old and legally able to enter into a binding contract to place an Order. If you are under 18 you may use free Services only with the consent of a parent or guardian.

5.2 The Services are not offered where their provision would be prohibited by applicable law, including the sanctions and export-control laws of Hong Kong SAR and of any other jurisdiction that applies to you or to us. You must not use the Services if you are, or are acting on behalf of, a person or entity subject to such sanctions.

5.3 You are responsible for complying with the laws of your own jurisdiction when you use the Services, including any rules that apply to the use of AI-generated content.

6.訂單、價格及貨幣Orders, prices and currency

價格以港元（HKD）或美元（USD）標示，結帳頁面會在付款前清楚列明閣下將被收取的確實金額及貨幣。香港不徵收增值稅或銷售稅；閣下所在地的稅項或發卡銀行的兌換費用由閣下承擔。企業方案以書面報價為準。

6.1 Prices are displayed on the pricing page of each Service and again on the checkout page. Every price is shown together with its currency, Hong Kong dollars (HKD) or United States dollars (USD), and the exact amount and currency you will be charged are displayed on the checkout page before you confirm payment.

6.2 Prices include any Hong Kong SAR taxes that apply to the Services. Hong Kong SAR does not levy value-added tax, goods and services tax or sales tax on these Services. Any tax, duty, withholding or bank charge imposed by your own jurisdiction or by your card issuer is your responsibility unless the checkout page states otherwise.

6.3 If your card is not denominated in the checkout currency, your card issuer may apply its own exchange rate and fees. We have no control over those charges.

6.4 An Order is placed when you confirm it on the checkout page and is accepted when we confirm it by email or provision access to the Plan, whichever happens first. We may decline or cancel an Order before acceptance, for example where a price was displayed in error, payment authorisation fails or we suspect fraud; any amount already charged for a declined Order is refunded.

6.5 Enterprise and team plans are priced by written quotation from hello@whaletech.hk. The quotation and these Terms together govern such Orders.

6.6 We may change prices for future Orders and renewals. A price change to an active subscription takes effect only from the first renewal after we have given you at least 30 days' notice by email, during which you may cancel under clause 8.4.

7.付款Payment

卡款由本公司的支付服務供應商 Airwallex 處理。卡號經加密連線直接輸入供應商系統，本公司不會接收或儲存完整卡號或安全碼。帳單上的收款方名稱為本公司的註冊名稱。

7.1 Card payments (the card schemes accepted are shown at checkout) are processed on our behalf by our payment service provider, Airwallex, a PCI DSS Level 1 certified provider. Payment is collected by Airwallex on our behalf; you are purchasing from Hong Kong Blue Whale AI Technology Limited on whaletech.hk and the product sites listed in clause 3.

7.2 Your card details are entered on, and transmitted over an encrypted (TLS) connection directly to, the payment service provider. We never receive or store your full card number or security code. Your card issuer may ask you to complete 3-D Secure authentication.

7.3 By placing an Order you authorise us, through the payment service provider, to charge the amount shown at checkout to the payment method you provide and, for a subscription, each renewal amount as described in clause 8.

7.4 Charges appear on your card statement under our registered name, Hong Kong Blue Whale AI Technology Limited, or an abbreviation of it where the card scheme's descriptor length limit requires one. We email a receipt for every charge; please keep it for your records.

7.5 If a payment fails or is reversed, we may suspend the paid Plan until payment is made. You remain liable for amounts properly due.

8.訂閱及自動續期Subscriptions and automatic renewal

部分付費方案是固定期限的一次性購買（例如按次購買的 Pro 通行證），部分則是自動續期的訂閱。結帳頁面會在付款前列明價格、貨幣、收費週期及任何試用期，並另行徵求閣下對自動扣款的同意。訂閱可隨時取消，於當期結束時生效，其後不再收費。

8.1 Paid Plans are sold either as a fixed-period purchase (for example a Pro pass for a stated number of days, which ends automatically and does not renew) or as a subscription that renews automatically. The checkout page states which applies before you pay.

8.2 For a subscription, the checkout page shows the price, the currency, the billing frequency (for example monthly or yearly) and, where a free or discounted trial is offered, the length of the trial and the date and amount of the first full charge. We ask for your express consent to the recurring charge, separately from your acceptance of these Terms, before the subscription starts.

8.3 A subscription is charged automatically to your payment method at the start of each billing period until you cancel. We email a confirmation of the subscription terms when it starts, a reminder at least 7 days before a trial converts to a paid subscription, and a receipt for each charge.

8.4 You may cancel a subscription at any time, online from the billing settings of your Account or by emailing hello@whaletech.hk. Cancellation takes effect at the end of the current billing period: you keep access until then and no further charges are made. We email a confirmation of the cancellation within 2 Business Days.

8.5 Fixed-period purchases and credit packs do not renew. Any expiry date for unused credits is stated on the pricing page and in your Order summary before you pay.

9.服務交付Delivery of digital services

所有產品均為數碼服務。付款確認後服務會自動開通至閣下的帳戶，通常數分鐘內完成，最遲不超過 24 小時；不會寄出實物，亦無運費。若 24 小時內仍未能使用，請電郵本公司，本公司會開通服務或退款。

9.1 Everything sold through the Services is digital. Access to a paid Plan is provisioned to your Account automatically once payment is confirmed, normally within minutes and in any case within 24 hours. No physical goods are shipped and no shipping fees apply.

9.2 If you cannot access a Plan you have paid for within 24 hours of payment, email hello@whaletech.hk with your Order details and we will provision access or refund the payment.

9.3 Services may be unavailable in jurisdictions where their provision is restricted by law (clause 5). We may also make a Service temporarily unavailable for maintenance, and will give notice where practicable.

10.退款及取消Refunds and cancellation

退款政策是本條款的一部分。訂閱可隨時取消；付費方案的首次付款如於付款後 7 天內提出且服務未有實質使用，可獲全數退款；已批准的退款只會退回原付款卡。詳情及例外情況見退款政策。

10.1 Our Refund Policy forms part of these Terms and is shown to you again before you pay. In summary: you may cancel a subscription at any time (clause 8.4); your first purchase of a product is refundable in full if you request it within 7 days of the payment date and the paid service is materially unused, as defined in the Refund Policy; and approved refunds are returned to the original payment method only.

10.2 To request a refund, email hello@whaletech.hk from your Account email address with your Order details. Approved refunds are returned to the original card and normally reach it within 5 to 10 Business Days, depending on your card issuer. We do not refund to a different card or in cash.

10.3 No refund is due where a Service was used in breach of these Terms. Nothing in this clause affects any right you have under applicable law that cannot be excluded.

11.可接受使用Acceptable use

閣下不得將服務或其輸出內容用於違法、侵權、有害或濫用的用途，不得干擾服務運作或規避使用限制，亦不得在未經本公司書面同意下轉售服務。

11.1 You must not use the Services, or any Output, to:

1. break any law, or infringe the rights of any person, including intellectual property, privacy and data protection rights;
2. create, distribute or promote content that is unlawful, defamatory, fraudulent or sexually exploitative of minors, or that incites violence or hatred;
3. develop malware, gain unauthorised access to any system or data, or attempt to bypass rate limits, usage quotas, access controls or geographic restrictions;
4. overload, disrupt or reverse engineer the Services, or extract their source code, except where the law expressly permits it;
5. send automated or bulk requests beyond the limits of your Plan, or scrape the Services;
6. resell, sublicense or provide the Services to third parties as a service without our prior written agreement; or
7. present Output as the work of a human where a law, a platform rule or an academic or professional code requires disclosure.

11.2 We may set and change fair-use limits for each Plan, and may throttle or suspend use that exceeds them or that we reasonably consider abusive.

11.3 You must also comply with any additional rules we publish for a specific Service, such as beta programme guidelines.

12.知識產權及內容Intellectual property and content

服務、軟件及品牌屬本公司或其許可人所有。閣下保留對輸入內容的權利，並在法律容許的範圍內擁有輸出內容；閣下授權本公司處理閣下的內容以提供服務。

12.1 The Services, including their software, agents, interfaces and documentation, and the WhaleTech, Whaletech AI, 藍色鯨魚 and product names and marks, are owned by us or our licensors and are protected by the laws of Hong Kong SAR and by international treaties. These Terms grant you a limited, non-exclusive, non-transferable and revocable licence to use the Services in accordance with your Plan. No other right is granted.

12.2 You retain all rights you hold in your Input. You grant us a worldwide, non-exclusive, royalty-free licence to host, store, process and transmit your Input and Output for the purposes of providing, securing and improving the Services and complying with law. Whether and how Input and Output are used to improve the Services is described in our Privacy Policy.

12.3 As between you and us, you own the Output you generate, subject to the rights of third parties, to the limits of applicable law (which may not recognise copyright in machine-generated content) and to the fact that the same or similar Output may be generated for other users.

12.4 If you send us feedback or suggestions about the Services, we may use them without any obligation to you.

13.免責聲明Disclaimers

在法律容許的最大範圍內，服務按「現狀」提供。本公司不保證服務不會中斷或沒有錯誤，亦不保證輸出內容準確或適合任何特定用途。法律不容許免除的保證不受影響。

13.1 To the fullest extent permitted by the laws of Hong Kong SAR, the Services and Output are provided “as is” and “as available”. We do not warrant that the Services will be uninterrupted, error-free or secure, that defects will be corrected, or that Output will be accurate, complete, original or fit for a particular purpose.

13.2 Services marked beta, early access or preview are experimental and may be changed or withdrawn without notice.

13.3 Nothing in these Terms excludes any warranty, condition or right implied by the Sale of Goods Ordinance (Cap. 26), the Supply of Services (Implied Terms) Ordinance (Cap. 457) or other applicable law that cannot lawfully be excluded, or that it would be unreasonable to exclude under the Control of Exemption Clauses Ordinance (Cap. 71).

14.責任限制Limitation of liability

本公司不就間接損失或利潤損失負責。本公司在任何 12 個月期間的總責任，以閣下在該期間向本公司支付的費用為上限；若閣下並無付費，上限為 HKD 500。因疏忽導致死亡或人身傷害、欺詐，以及法律不容許免除的責任，不受本條限制。

14.1 Nothing in these Terms limits or excludes our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot be limited or excluded under the laws of Hong Kong SAR, including the Control of Exemption Clauses Ordinance (Cap. 71).

14.2 Subject to clause 14.1, we are not liable for any loss of profit, revenue, business, goodwill or data, or for any indirect or consequential loss, arising out of or in connection with the Services or these Terms, whether in contract, tort (including negligence) or otherwise, even if it was foreseeable.

14.3 Subject to clause 14.1, our total liability to you arising out of or in connection with the Services in any 12-month period shall not exceed the fees you paid to us for the Services in that period or, where you have paid no fees, HKD 500.

14.4 The Services are not designed for use in circumstances where failure could lead to death, personal injury or severe environmental or property damage, and you must not use them for such purposes.

14.5 If you use the Services as a consumer, the limits in this clause apply only to the extent that they are reasonable and permitted under the laws that apply to you.

15.暫停及終止Suspension and termination

閣下可隨時停止使用服務並關閉帳戶。若閣下違反本條款、逾期付款或因法律要求，本公司可暫停或終止閣下的帳戶，並在可行情況下事先通知。若本公司並非因閣下違約而終止付費方案，會按比例退回未使用期間的費用。

15.1 You may stop using the Services and close your Account at any time (clause 4.4).

15.2 We may suspend or terminate your access to a Service, in whole or in part, giving notice where practicable, if: you materially breach these Terms and, where the breach can be remedied, fail to remedy it within 7 days of our notice; a payment is overdue; we are required to do so by law or by a payment service provider; your use creates a security or legal risk for us or for other users; or we discontinue the Service or the Plan, in which case we will give at least 30 days' notice where practicable.

15.3 If we terminate a paid Plan for a reason other than your breach, we refund the pro-rata unused portion of any fees you have prepaid. If we terminate because of your breach, fees already paid are not refundable except where the law requires otherwise.

15.4 On termination your right to use the Service ends, any amounts you owe become due, and we may delete your Account data after the retention period stated in the Privacy Policy. Clauses that by their nature should survive termination, including clauses 12, 13, 14, 17, 18 and 19, continue to apply.

16.條款及服務的變更Changes to the Terms and the Services

本公司可修訂本條款；重大修訂會在生效前至少 14 天以電郵或於服務內通知。閣下下單時生效的版本適用於該訂單。閣下如不同意修訂，可在生效前取消訂閱。本公司亦可更改或停止服務的功能。

16.1 We may amend these Terms from time to time. The version number, issue date and effective date are shown at the top of this page. For material changes we give at least 14 days' notice, by email to your Account address or by a notice within the Services, before the new version takes effect.

16.2 The version of the Terms in force when you place an Order applies to that Order. Amended Terms apply to Orders placed and renewals charged after their effective date. If you do not agree to an amendment you may cancel your subscription before it takes effect; continued use after that date is acceptance of the amended Terms.

16.3 We may change, add or remove features of a Service, and may discontinue a Service or a Plan as described in clause 15.2.

17.管轄法律及司法管轄權Governing law and jurisdiction

本條款及閣下所作的任何購買均受香港特別行政區法律管轄，閣下的訂單將按香港特別行政區法律處理。香港特別行政區法院對任何爭議具專屬管轄權；閣下所在地法律賦予的強制性消費者權利不受影響。

17.1 Governing law. These Terms, and any order you place with Hong Kong Blue Whale AI Technology Limited (香港藍色鯨魚人工智能科技有限公司, Whaletech AI · Hong Kong), are governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region. Your order will be processed in accordance with Hong Kong SAR law.

17.2 Jurisdiction. You agree that the courts of the Hong Kong SAR have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or your Order. If you are a consumer, nothing in this clause deprives you of the protection of the mandatory consumer laws of the country in which you live, or of the right to bring proceedings in the courts of that country.

17.3 Before starting proceedings, please contact us at hello@whaletech.hk. Most concerns can be resolved within a few Business Days.

18.語言Language

本條款以英文訂立。中文標題及摘要僅供參考；如有歧義，概以英文版本為準。

18.1 These Terms are written in English. Chinese-language headings, summaries or translations are provided for convenience only. In the event of any inconsistency or ambiguity between the English text and any Chinese text, the English version prevails.

18.2 We may communicate with you in English or in Traditional Chinese.

19.一般條款General

本條款連同私隱政策、退款政策及結帳時顯示的方案資料構成完整協議。任何條文若被裁定無效，其餘條文仍然有效。本公司可將本條款轉讓予本公司業務的繼承人或收購方。第三方不享有本條款下的權利。

19.1 Entire agreement. These Terms, the Privacy Policy, the Refund Policy and the Plan details shown to you at checkout are the entire agreement between you and us about the Services and replace any earlier terms.

19.2 Severability. If any provision of these Terms is held to be invalid or unenforceable, it is to be read down to the extent necessary and the remaining provisions continue in force.

19.3 Assignment. You may not transfer your rights or obligations under these Terms without our written consent. We may transfer ours to a successor to, or an acquirer of, our business, and will tell you if we do.

19.4 No waiver. A delay or failure in enforcing a right under these Terms is not a waiver of that right.

19.5 Third parties. A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Ordinance (Cap. 623) to enforce any of them.

19.6 Events beyond our control. We are not liable for any failure or delay caused by events beyond our reasonable control, including failures of network, hosting or payment infrastructure operated by third parties, severe weather and acts of government.

19.7 Notices. Notices to us must be sent to hello@whaletech.hk or by post to our registered office. Notices to you are sent to your Account email address and are treated as received on the next Business Day.

20.聯絡Contact

如對本條款有任何疑問，請電郵 hello@whaletech.hk；本公司會在 2 個工作天內回覆（香港時間）。郵寄地址為香港九龍尖沙咀亞士厘道34號天星大廈7樓A5室。

20.1 Questions about these Terms, an Order or a Service:

20.2 We reply within 2 Business Days (Hong Kong time, Monday to Friday, excluding Hong Kong public holidays). Company registration details are on the Company page; the Contact page has our Personal Information Collection Statement.