These Terms of Service (the "Agreement") are entered into between Catalyna Consulting LLC, a Florida limited liability company doing business as HeyCourse ("HeyCourse," "we," "us"), and the organization that accepts this Agreement (the "Customer," "you"). HeyCourse contracts only with organizations; the person accepting on behalf of the Customer represents that they have authority to bind it.
This Agreement is accepted by: (a) checking the acceptance box during registration or checkout; (b) signing an order form that references it; or (c) using the Platform after this Agreement is published. The current version is always available on the HeyCourse website.
"Platform" means the HeyCourse software-as-a-service, including AI-assisted course creation, AI tutors (chat, voice, and avatar), quizzes, simulations, learning paths, certificates, analytics, and any other features enabled for the Customer. "Users" means the individuals the Customer enables on its organization (administrators, instructors, students). "AI Credits" means the unit of measure for consumption of the Platform's artificial-intelligence features. "Plan" means the subscription modality purchased (monthly or annual) or a custom plan agreed in writing. "Customer Content" means materials the Customer or its Users upload, and the courses generated within its organization from them.
Subject to payment and during the term of this Agreement, HeyCourse grants the Customer a limited, non-exclusive, non-transferable right to access and use the Platform for: (a) internal training of its personnel; and/or (b) the creation, delivery, and commercialization of its own training programs to its enrolled Users — as in the case of educational institutions, universities, business schools, and organizations that offer training to third parties — under its own brand and responsibility; in each case subject to the limits of the purchased Plan (courses, Users, AI Credits, and included features). Use under (b) is permitted on any paid Plan, at no additional charge other than AI Credit consumption and Plan limits.
Customer as merchant. When the Customer commercializes training under (b), it acts as the sole merchant toward its students: it sets its prices, collects its payments, handles refunds to its students, and is responsible for compliance with the educational and consumer regulations applicable in its jurisdiction, including official recognitions and institutional accreditation processes. HeyCourse is not responsible for accreditation processes of official educational institutions and does not certify or accredit programs.
Direct relationship. The Customer authorizes HeyCourse to receive and use information about its Users, in accordance with the HeyCourse Privacy Policy, in order to establish, where applicable, a direct commercial or contractual relationship with them during the term of this Agreement.
AI nature of the Service. Substantial parts of the Service are generated by artificial-intelligence models, and outputs (course content, tutor responses, images, suggested assessments) may contain errors or inaccuracies. The Customer is responsible for reviewing content before use and for any academic, employment, or professional decision based on it. No decision with significant effect on a User (approval, certification, final grading) is made by the Platform in a purely automated way; final grading belongs to the Customer.
The limits and features of each Plan are those published on the Platform at the time of purchase, or those agreed in writing for custom plans. HeyCourse may modify the composition of its Plans at any time without prior notice, without materially degrading the Plan already purchased by the Customer during its current period; any change takes effect upon the next renewal or new purchase, which is perfected upon payment. Price changes are governed by Section 5.
The Customer expressly acknowledges and accepts the economic conditions of the Plan and AI Credit packs it purchases — price, currency (U.S. dollars), billing period, and associated limits — as displayed on the Platform or in an order form before confirming each payment. Payments are processed through Stripe.
The Customer expressly agrees that all payments made to HeyCourse are final and non-refundable, in whole and in part. Once a payment is processed, no money will be returned for any reason, including without limitation: (a) monthly or annual subscriptions, in full or for the unused portion of the period; (b) AI Credit packs, used or unused; (c) early cancellation of the subscription by the Customer; (d) suspension of access under Section 8; (e) non-use of the Platform; (f) dissatisfaction with AI-generated content, whose nature is described in Section 3. This policy is disclosed prominently before every payment, and the Customer acknowledges that the contracted price reflects, among other factors, this allocation of risk.
AI Credits are not money, are not redeemable or transferable between organizations, and have no value outside the Platform. The AI Credit cycle is monthly in all cases, including when the Customer purchases and prepays an annual Plan: an annual Plan is a payment commitment covering twelve monthly cycles, not an annual pool of credits. Credits not consumed at the close of each month do not carry over to the following month and expire without compensation, as do any credits remaining upon termination of this Agreement.
Credit exhaustion. The Customer agrees that the Platform's artificial-intelligence features (AI course generation and editing, chat, voice, and avatar tutors, simulations, and other credit-metered features) are automatically suspended when the organization exhausts its available AI Credits, and are restored upon purchase of an additional pack or upon renewal of the Plan's credits in the next cycle. Suspension for credit exhaustion does not interrupt Users' access to already-generated content.
Non-payment. If a subscription payment or invoice fails or remains unpaid when due, HeyCourse may, upon notice: (a) retry collection through its payment processor; and (b) suspend the Customer organization's access to the Platform — including its Users' access — for as long as the non-payment persists. The Customer agrees that suspension for non-payment is an agreed remedy and creates no liability for HeyCourse and no right to any refund or compensation. Access is restored when payment is brought current. If non-payment persists for more than 30 days after notice, HeyCourse may terminate this Agreement under Section 13, without prejudice to collection of amounts due.
HeyCourse provides support only to the Customer's designated administrators. HeyCourse does not provide end-user support: assistance to students, instructors, and other Users is the Customer's exclusive responsibility, as the first line of support for its own operation.
HeyCourse support is available Monday through Friday, 9:00 AM to 5:00 PM U.S. Eastern Time, excluding U.S. federal holidays. Support requests must be submitted by email to support@heycourse.ai, describing the incident with reasonable detail for diagnosis. HeyCourse commits to use its reasonable best efforts to promptly resolve reported incidents; this commitment does not constitute a service-level agreement (SLA), and no response or resolution times are guaranteed unless otherwise agreed in writing for custom plans. Requests for new features are not support incidents: HeyCourse will review them and freely decide whether to include them in future versions of the Platform, with no commitment to do so or as to timing.
The Customer administers its Users and is responsible for their use of the Platform and the accuracy of their data. Credentials are personal; the Customer will promptly notify HeyCourse of any unauthorized use. The Customer is responsible for ensuring proper use of the Platform by its Users and for preventing fraud by them — including identity impersonation in activities or assessments, account sharing, and irregular obtaining of certificates — given that the Platform, by design, does not perform surveillance or proctoring of Users.
The Customer agrees not to: (a) use the Platform for unlawful purposes or unlawful, defamatory, or infringing content; (b) resell, sublicense, or provide access to the Platform itself to third parties outside its organization (acting as a distributor or intermediary of HeyCourse), or allow another organization to create or manage courses under its account — without prejudice to the Customer's right to offer and charge for its own courses to its enrolled Users under Section 3; (c) reverse engineer, scrape, or mass-extract; (d) overload or circumvent technical or credit limits; (e) use AI outputs to train competing models.
Prohibited data. The Platform is not designed for protected health information (PHI) under HIPAA or equivalent categories. The Customer agrees not to upload PHI or identifiable health data; HeyCourse does not act as a "business associate" and does not enter into BAAs. The Platform is not directed to children under 16 years of age, and the Customer will not enable Users below that age.
Customer Content — including courses generated with AI within the Customer's organization from its instructions and materials — is and remains the Customer's property, to the maximum extent the law permits for AI-generated output, for its use and commercialization through the Platform. Such ownership does not include any right to extract, export, or port the Content outside the Platform. Content generated on the Platform is not exportable, portable, or transferable to other platforms or systems, and may only be consumed within the HeyCourse Platform; the Customer expressly accepts this. The foregoing does not affect rights that the law grants to individuals over their personal data, which are exercised in accordance with the HeyCourse Privacy Policy.
The Customer grants HeyCourse the limited license necessary to host and process Customer Content and provide the Service, and warrants that it holds sufficient rights over uploaded materials, holding HeyCourse harmless from third-party claims arising from its Content. The Platform, its software, prompt systems, trademarks, and everything that is not Customer Content are the property of HeyCourse or its licensors.
HeyCourse processes personal data of Users as described in the HeyCourse Privacy Policy published on our website and, for organizational customers that require it, under a Data Processing Agreement. Payment data is processed by Stripe; HeyCourse never stores card details.
This Agreement is effective from acceptance and remains in force while the Customer has an active Plan. Either party may terminate for material breach not cured within 30 days of notice; HeyCourse may also terminate under Section 8. Termination does not generate refunds (Section 6) and makes accrued amounts immediately payable.
Upon termination, the organization's and its Users' access ceases. Content generated on the Platform may only be consumed within the Platform and is not exportable (Section 11). Thirty (30) days after termination, HeyCourse may delete the organization's Content and data, except what it must retain by legal obligation. Individuals' legal rights over their personal data are not affected by this Section.
HeyCourse will provide the Service with reasonable professional diligence. Except as expressly agreed, the Platform is provided "AS IS" and "AS AVAILABLE," without implied warranties of merchantability, fitness for a particular purpose, accuracy of AI outputs, or uninterrupted or error-free operation. HeyCourse does not guarantee academic, employment, or certification outcomes for Users, nor official recognition of content: the Platform is a tool for creating and delivering the Customer's training — it is not an educational institution or an accrediting body.
To the maximum extent permitted by law: (a) neither party will be liable for indirect, incidental, consequential damages, lost profits, or loss of data; and (b) HeyCourse's total aggregate liability under this Agreement will not exceed the amounts actually paid by the Customer in the twelve (12) months preceding the event giving rise to liability. These exclusions do not apply to willful misconduct or fraud, infringement of the other party's intellectual property, or the Customer's indemnity obligations under Section 11.
This Agreement is governed by the laws of the State of Florida, USA, without regard to its conflict-of-laws rules and excluding the U.N. Convention on Contracts for the International Sale of Goods. Any dispute will be resolved by binding, confidential, individual arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, seated in Broward County, Florida, conducted in English. Both parties waive class actions and jury trial. Either party may seek injunctive relief in a court of competent jurisdiction for infringement of intellectual property or confidentiality.
HeyCourse may modify this Agreement at any time by informing that a modification exists through reasonable means (notice on the Platform or email to the organization's administrator), with no minimum prior-notice period; continued use of the Platform constitutes acceptance of the then-current version. Changes to Plan composition are governed by Section 4 and price changes by Section 5.
The Customer may not assign this Agreement without written consent; HeyCourse may assign it to an affiliate or in a reorganization or sale of the business. Neither party is liable for failures caused by events beyond its reasonable control, including failures of third-party AI model providers. This Agreement, together with the Privacy Policy and any order forms, constitutes the entire agreement and prevails over any Customer purchasing terms. If any provision is held unenforceable, the remainder stays in effect; failure to enforce is not a waiver. Notices to the Customer will be sent to the organization administrator's email; notices to HeyCourse to support@heycourse.ai.