Hedj Master Terms

These Master Terms are an agreement between Hedj Financial Risk Management Limited ("Hedj", "we", "us", "our") and the organisation that registers to use the Hedj platform ("the Customer", "you", "your").

Hedj Financial Risk Management Limited is a company registered in Ireland (registered no. 803831). Registered address: 2 Southwood Park, Blackrock, Co. Dublin, A94 D2C1, Ireland.

1. The agreement

1.1 The agreement between you and Hedj is made up of:

• these Master Terms;
• Schedule A: Bank data (Yapily Connect), which applies when you connect a bank account;
• Schedule B: FX and payments (Ebury), which applies when you use FX or payment services through Hedj; and
• the plan you choose, with its fees and allowances.

1.2 Each person who uses Hedj for you also accepts the Hedj terms of use. Our privacy notice explains how we handle personal data. The terms of use, the privacy notice and our regulatory information are published with these Master Terms on our website.

1.3 If a Schedule and these Master Terms conflict, the Schedule applies to the service it covers.

1.4 These Master Terms are accepted for you by a director of your organisation, or by a person authorised to act for it, who confirms the Hedj authority statement when accepting. Hedj may ask a director to confirm that person's authority.

2. The service

2.1 Hedj provides treasury risk management software at app.hedj.eu. It helps you record and analyse exposures, forecasts, hedges, cash, debt and investments, and produce valuations, risk measures and reports (the "service").

2.2 We may improve and change the service. If a change materially reduces what your plan includes, we will give you notice under clause 12.

3. No advice

3.1 Analytics, valuations, scores, rankings, selectors, scenarios, forecasts, reports and AI-generated outputs in Hedj are information to support your own decisions. They are not advice, and they are not a personal recommendation to buy, sell, hold or hedge any product or to borrow, invest or deposit.

3.2 Hedj does not give investment, legal, tax or accounting advice. You decide whether and how to act on anything the service shows you, and you should take your own professional advice where you need it.

3.3 Outputs depend on the data you enter and on market and bank data supplied by third parties. Forecasts are assumptions, not predictions.

4. Partner services

4.1 Regulated services offered through Hedj are provided by our partners under their own terms, not by Hedj:

• bank data (account information) is provided by Yapily Connect, as described in Schedule A; and
• foreign exchange and payment services are provided by Ebury, as described in Schedule B.

4.2 Each partner's terms keep their own governing law and complaints process. Hedj cannot change them.

4.3 Hedj remains responsible for passing your instructions to a partner exactly as you gave them in Hedj.

5. Plans, fees and AI credits

5.1 Hedj offers four plans: Free, Basic, Standard and Enterprise. The features, allowances and price of each plan are shown when you choose or change a plan. Enterprise terms are agreed with you in writing.

5.2 Each plan includes a number of bank connections: Free includes none, Basic includes 5, Standard includes 10, and Enterprise includes the number agreed with you.

5.3 When you reach your plan's allowance, you can either upgrade to a plan with a larger allowance or add an extra bank connection at €25 a month each. The number of extra connections billed for a month is the highest number of connections live at any time in that month. An unused extra connection stops being billed from the end of the billing month in which you remove it.

5.4 Categorisation of bank transactions is rules-only by default. AI-enhanced features are available on paid plans with a payment card on file, if an admin of your organisation switches them on. They use AI credits, which you buy in advance. When your AI credits run out, the service falls back to rules-only processing; it does not stop.

5.5 Fees are shown exclusive of VAT, which is added where it applies. Billing frequency and payment terms are shown when you choose a plan, or set out in your Enterprise agreement.

6. Your users

6.1 You decide who in your organisation uses Hedj and what each person may do, using the roles, permissions and authority limits in the service.

6.2 You are responsible for what your users do in Hedj, for keeping their access up to date, and for removing access when someone leaves or should no longer act for you.

6.3 Tell us straight away at support@hedj.eu if you suspect that someone has used your account without authority.

7. Your data

7.1 You keep all rights in the data you put into Hedj or connect to it ("your data"). You allow us to use your data to provide, secure and support the service, and as described in our privacy notice.

7.2 You confirm that you have the right to give us your data, including any personal data of your staff and of third parties named in your records.

7.3 Our privacy notice explains our role for each kind of data, including where we act on Ebury's instructions.

8. Intellectual property

8.1 Hedj and its licensors own the platform, its software, methods, content and design. We give you a non-exclusive, non-transferable right to use the service for your organisation's internal business while this agreement continues.

8.2 You must not copy, resell, reverse engineer or build a competing product from the service, except where the law allows you to.

9. Confidentiality

9.1 Each of us keeps the other's confidential information confidential, and uses it only for this agreement. This does not apply to information that is public, already known to the recipient, or that the law or a regulator requires to be disclosed.

10. Availability and support

10.1 We use reasonable care and skill to keep the service available and secure, but we do not promise that it will be uninterrupted or free of errors. We may suspend the service briefly for maintenance, and we will try to do this outside business hours.

10.2 Parts of the service depend on banks, partners and market data providers. We are not responsible for their availability.

10.3 Support is available at support@hedj.eu.

11. Liability

11.1 Nothing in this agreement limits or excludes liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot be limited or excluded by law.

11.2 Hedj is not liable for:

• services provided by our partners, including Yapily Connect and Ebury, which are governed by their own terms;
• errors, gaps or delays in data supplied by your bank, by a partner or by a market data provider;
• decisions you make, or trades or payments you instruct, on the basis of information in the service; or
• loss of profit, revenue, business, goodwill or anticipated savings, or any indirect or consequential loss.

11.3 Clause 11.2 does not remove Hedj's responsibility under clause 4.3 for passing your instructions to a partner exactly as you gave them.

11.4 Subject to clauses 11.1 to 11.3, Hedj's total liability to you under or in connection with this agreement in any 12-month period is limited to the greater of the fees you paid Hedj in the 12 months before the event giving rise to the claim and €1,000.

12. Changes to these terms

12.1 We may change these Master Terms, a Schedule or the terms of use by publishing a new version. A new version takes effect when we publish it. We will notify the admins of your organisation by email and in the service.

12.2 Every new version comes with a short summary of what changed, why, and what it means for you. A director or authorised user of your organisation will be asked to reconfirm the new version.

12.3 If you do not agree with a new version, you have the right to end this agreement, or to stop using the service the change affects, without charge, at any time before your continued use counts as acceptance under clause 12.4.

12.4 If nobody in your organisation has accepted a new version, you keep full access to the service and we keep reminding you. Your continued use of Hedj from two months after the new version is published is deemed acceptance of it.

12.5 Our partners change their own terms under their own notice rules. Schedules A and B explain how.

13. Ending the agreement

13.1 You can end this agreement at any time by emailing support@hedj.eu. It ends at the end of your current billing period (or immediately, if you are on the Free plan). Clause 12.3 applies despite this clause.

13.2 We can end this agreement by giving you two months' notice. We can end it or suspend the service sooner if you seriously breach it, if you become insolvent, or if the law, a regulator or a partner requires us to.

13.3 We may suspend a partner service, such as bank data refreshes or FX and payment access, where we must do so to meet legal or partner requirements, for example while a screening alert is reviewed. Unless the law prevents it, we will tell you why. Your data is kept while a service is suspended.

14. Your data when the agreement ends

14.1 Before this agreement ends, you can export your data from the service or ask us for an export.

14.2 After it ends, we delete or anonymise your data within a reasonable time, except:

• records Ebury requires us to keep, which we keep for at least 5 years;
• data we process as Ebury's processor, which we keep, return or delete on Ebury's instructions;
• account and bank data, which we keep for the periods set out in our privacy notice (generally 6 years after you leave) to meet legal requirements and to establish or defend legal claims; and
• other data we must keep by law or to establish, exercise or defend legal claims, including records of who accepted these terms, for the periods set out in our privacy notice.

15. Complaints about Hedj

15.1 If you are unhappy with Hedj's own service, email support@hedj.eu with "Complaint" in the subject line. We will acknowledge your complaint and aim to give you a full response within 15 business days.

15.2 Complaints about bank data or FX and payment services are handled by the partner that provides them. Schedules A and B and our regulatory information explain where to send them. If you send one to us, we will pass it on as those Schedules describe.

16. General

16.1 You may not transfer this agreement without our written agreement. We may transfer it to another company in our group or to a buyer of our business, and will tell you if we do.

16.2 Neither of us is liable for delays caused by events beyond our reasonable control.

16.3 If any part of this agreement is found to be unenforceable, the rest continues to apply.

16.4 This agreement is the whole agreement between us about the service. Nothing in it makes either of us the agent or partner of the other.

16.5 We send notices by email to the admins of your organisation. You send notices to support@hedj.eu.

17. Governing law

17.1 These Master Terms, and any dispute about them, are governed by the laws of Ireland (Irish law), and the courts of Ireland have jurisdiction. This does not take away any mandatory protection given to you by the law of the country where you are established.

17.2 Partner terms, including Yapily Connect's End User Terms and Ebury's Corporate Relationship Agreement, keep their own governing law.