Terms & Conditions

Last Updated: February 2026

These Terms of Service (“Terms”) are a binding agreement between you (“you” or “User”) and 2nd Brain Technology Limited (“Company,” “we,” “us,” “our”), a company incorporated in the Hong Kong Special Administrative Region, governing your access to and use of PromptYi and related services (collectively, the “Service”).

1. IMPORTANT: Eligibility; Excluded Residents; Excluded Territories

1.1 Not Offered to Excluded Residents

The Service is not offered to and may not be used by any person or entity that is a resident, habitual resident, ordinarily resident, or established in:

the European Union / European Economic Area (EU/EEA); or
the People’s Republic of China, Mainland China (excluding Hong Kong SAR, Macau SAR, and Taiwan)
(each, an “Excluded Resident”).

1.2 Not Available From Excluded Territories

You may not access or use the Service from within the EU/EEA or Mainland China (each, an “Excluded Territory”), including by using VPNs, proxies, or other means to conceal your location.

1.3 Your Representations

By registering, purchasing Credits, or using the Service, you represent and warrant that:
(a) you are not an Excluded Resident;
(b) you are not accessing the Service from an Excluded Territory; and
(c) your use of the Service complies with laws applicable to you.

1.4 Enforcement; Termination; No Refund

We may use reasonable methods (e.g., IP-based geolocation, payment/billing country signals) to enforce these restrictions. If we determine (in our reasonable discretion) that you are an Excluded Resident or are accessing from an Excluded Territory, we may immediately suspend or terminate your account and forfeit any remaining Credits without refund, except where required by non-waivable applicable law.

2. Acceptance of Terms

By accessing, registering for, purchasing Credits, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

3. Accounts; Age

You must be 18 or older to use the Service. You are responsible for all activity under your account and for keeping your login credentials secure.

4. The Service; Changes; Availability

We may modify, replace, limit, suspend, or discontinue the Service (or any part of it) at any time. We do not guarantee any particular features, availability, performance, or results.

5. Free Trial / Promotional Access (If Offered)

We may offer free trial or promotional access at our discretion. Any free trial is provided AS IS, may be modified or revoked at any time, and does not create any warranties or ongoing obligations.

6. Credits; No Cash Value; Expiration; Changes

6.1 Credits Defined

“Credits” are digital units that enable access to paid features of the Service. Credits:

have no cash value;
are non-transferable and may not be gifted, sold, assigned, sublicensed, or shared;
are not property, currency, stored value, or securities.

6.2 Expiration

Purchased Credits expire twelve (12) months from the purchase date, except where prohibited by applicable law. Expired Credits are forfeited.

6.3 Changes to Credit Consumption / Features

We may change the Service, features, availability, and how Credits are consumed (including the Credits required for any feature) at any time.

7. Payments; ALL SALES FINAL; NO REFUNDS

ALL PURCHASES ARE FINAL. FEES AND CREDIT PURCHASES ARE NON-REFUNDABLE AND NON-CREDITABLE.

This no-refund policy applies, without limitation, to unused Credits, dissatisfaction with Output, Service changes, outages, suspension, termination, or enforcement actions under Section 1.

Exceptions (only): we will provide a refund only to the extent required by non-waivable applicable law, or to correct a verified duplicate charge or a verified unauthorized transaction.

If we provide any goodwill remedy (e.g., replacement Credits or extension), it is at our sole discretion and does not create any obligation to do so in the future.

8. Acceptable Use; Rate Limits; Abuse Prevention

You will not misuse the Service. You will not:

violate law or third-party rights;
attempt to reverse engineer, decompile, or extract source code/model weights;
circumvent security or geographic restrictions (including VPN/proxy use);
use bots/scrapers without our permission;
use Output for safety-critical decisions without independent professional verification.

8.1 Rate Limits; Abuse Prevention

To protect the Service, other users, and our systems, we may impose or modify technical limits at any time, including rate limits, concurrency limits, throughput limits, quotas, and anti-abuse controls. We may throttle, restrict, suspend, or terminate access if we reasonably believe that your usage is abnormal, automated, abusive, or threatens the security, integrity, or availability of the Service (including attempts to circumvent such limits).

Credits are a right to access paid features, not a guarantee of any specific processing speed, capacity, throughput, or uninterrupted availability. Any throttling, restriction, suspension, or termination under this section will not entitle you to a refund, except as required by non-waivable applicable law.

9. AI Output; No Reliance; Your Responsibility

The Service uses AI and may generate outputs (“Output”) that are inaccurate, incomplete, misleading, or offensive.

You are solely responsible for reviewing and verifying Output before use. Output is not professional advice (including legal/medical/financial advice). You assume all risks arising from your use of the Service and any Output.

10. Intellectual Property; User Content

We own the Service and its underlying technology. You retain rights in content you submit (“User Content”) and grant us a license to process User Content solely to provide, maintain, secure, and improve the Service and to enforce these Terms.

Due to the nature of AI, Output may not be unique and similar outputs may be generated for others.

11. DISCLAIMER OF WARRANTIES

THE SERVICE AND ALL OUTPUT ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES (EXPRESS, IMPLIED, OR STATUTORY), INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. We do not warrant uninterrupted or error-free operation, or the accuracy of Output.

12. LIMITATION OF LIABILITY

To the maximum extent permitted by law, we will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or loss of profits, revenue, goodwill, or data.

Our total aggregate liability for any claim will not exceed the lesser of (a) the amount you paid in the three (3) months preceding the event giving rise to the claim, or (b) USD $50.

Nothing in these Terms excludes liability that cannot be excluded under applicable law (including Hong Kong’s Unfair Contract Terms Ordinance).

13. Indemnity

You will indemnify, defend, and hold harmless the Company and its affiliates from claims and losses arising out of your use of the Service, your User Content, your use of Output, or your violation of these Terms or law.

14. Dispute Resolution; HKIAC Arbitration; Small Claims Exception; Individual Proceedings Only

14.1 Informal Resolution

Before initiating arbitration or court proceedings, you agree to email info@dbl-brain.com with a description of the dispute and requested relief, and the parties will attempt in good faith to resolve the dispute for 30 days.

14.2 HKIAC Arbitration (Seat: Hong Kong; Remote by Default)

Except as provided in Section 14.4 (Small Claims), any dispute arising out of or relating to these Terms or the Service shall be finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (“HKIAC”) under the HKIAC Administered Arbitration Rules in force when the Notice of Arbitration is submitted.

Seat (legal place): Hong Kong SAR
Arbitrator: 1
Language: English
Remote procedure: The arbitration will be conducted remotely (video/phone) or on a documents-only basis unless the arbitrator determines that an in-person hearing is necessary to ensure fairness.

14.3 Fees (U.S. Consumer Fee Cap)

If you are an individual consumer located in the United States and your claim is USD $10,000 or less, then you will be responsible for paying no more than USD $250 of arbitration filing and administrative fees (or such lower amount as required by HKIAC rules), and the Company will pay the remainder of HKIAC administrative fees and the arbitrator’s fees, unless the arbitrator determines your claim is frivolous or brought for an improper purpose (in which case fees may be reallocated as permitted by law and the HKIAC Rules).

14.4 Small Claims Court (Individual Actions Only)

Either party may bring an individual action in small claims court if the claim qualifies, and only so long as it remains an individual action.

14.5 No Class / Representative Actions

To the fullest extent permitted by law, disputes must be brought only on an individual basis. You waive any right to participate in class, collective, consolidated, representative, or private-attorney-general actions.

14.6 Limitation Period

To the extent permitted by law, any claim must be brought within one (1) year after it arises.

15. Termination

We may suspend or terminate your access at any time for violation of these Terms, risk to the Service, suspected abuse/fraud, or Section 1 violations. Upon termination, remaining Credits are forfeited and no refund will be provided except as required by law.

16. Changes to These Terms

We may update these Terms by posting an updated version. The updated Terms will be effective as of the “Last Updated” date. Your continued use after the effective date constitutes acceptance.

17. Miscellaneous

Severability. If any provision is unenforceable, the remaining provisions remain in effect.
No Waiver. Our failure to enforce any provision is not a waiver.
Assignment. You may not assign these Terms without our consent. We may assign these Terms.
Electronic Communications. You consent to receive communications electronically (e.g., email, in-product notices).

17.1 Force Majeure

To the maximum extent permitted by law, the Company will not be liable for any delay, failure, interruption, or unavailability of the Service resulting from causes beyond the Company’s reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, government actions, power or telecommunications outages, cyberattacks (including DDoS), failures of hosting or infrastructure providers, and failures or unavailability of third-party services, platforms, or APIs used to provide the Service. Performance of the Company’s obligations will be suspended for the duration of such event. Nothing in this section limits any liability that cannot be excluded under non-waivable applicable law.

18. Governing Law

These Terms are governed by the laws of Hong Kong SAR (excluding conflict of law rules).

19. Contact

Second-Brain Technology Limited
Email: info@dbl-brain.com
Address: Workstation 4 Fintech 2 Units 401-404 L4 Core C, 100 Cyberport Road, Hong Kong