These Terms of Service (“Terms” or “Agreement”) are a binding agreement between you and Heartbeat Intelligence (“Heartbeat,” “we,” “us,” or “our”). They govern your access to and use of heartbeatintel.com and Heartbeat’s intelligence workspace, exchange, subscriptions, publishing tools, and related services (collectively, the “Service”).
Important Arbitration Notice
Section 19 includes a right to opt out of arbitration within thirty (30) days after first accepting these Terms.
THIS AGREEMENT REQUIRES YOU TO ARBITRATE ANY DISPUTES ARISING OUT OF OR RELATING TO THE AGREEMENT IN AN INDIVIDUAL ARBITRATION AND NOT A CLASS ARBITRATION. YOU ACKNOWLEDGE AND UNDERSTAND THAT BY ACCEPTING THIS AGREEMENT, YOU WAIVE ANY RIGHT TO A TRIAL BY JURY IN CONNECTION WITH ANY CLAIM ARISING OUT OF OR RELATING TO THE AGREEMENT. ADDITIONALLY, YOU ACKNOWLEDGE AND UNDERSTAND THAT BY ACCEPTING THIS AGREEMENT, YOU WAIVE ANY RIGHT TO PARTICIPATE IN ANY TYPE OF CLASS ACTION OR CLASS PROCEEDING RELATING TO THE AGREEMENT, INCLUDING A CLASS ARBITRATION.
1. Acceptance of These Terms
You accept these Terms when you click a button or check a box referring to them, create an account, purchase a subscription, publish content, or otherwise affirmatively indicate your acceptance.
If you do not agree, do not use the Service.
If you use the Service on behalf of a company or another organization, you represent that you have authority to bind that organization. In that case, “you” includes both you and the organization.
Our Privacy Policy, applicable checkout disclosures, publisher program terms, order forms, and other terms expressly incorporated into these Terms form part of this Agreement. If an order form or checkout disclosure conflicts with these Terms, the transaction-specific provision controls for that transaction, except that Section 19 controls unless a signed agreement expressly states otherwise.
2. Definitions
“Account” means the credentials or access method associated with a user.
“Order” means a subscription selection, checkout page, order form, or similar transaction record.
“Private Content” means User Content that you have not elected to publish or share.
“Publisher” means a user who creates, uploads, distributes, or monetizes intelligence through the Service.
“Publisher Content” means lists, articles, datasets, analysis, profiles, research, or other material offered by a Publisher.
“Subscriber” means a user who follows, purchases, or accesses Publisher Content.
“User Content” means data, documents, text, images, research, Publisher Content, and other material submitted to the Service by a user.
A user may be both a Publisher and a Subscriber.
3. Eligibility
You must:
- Be at least eighteen (18) years old;
- Have legal capacity to enter into this Agreement;
- Use the Service only where it is lawful to do so;
- Not be prohibited from using the Service under applicable sanctions, export-control, securities, or other laws; and
- Provide accurate registration, billing, tax, and identity information.
The Service may be available internationally, but Heartbeat does not represent that it is appropriate or lawful in every jurisdiction. You are responsible for complying with laws applicable to you.
Nothing in these Terms limits rights that cannot lawfully be waived under applicable consumer law.
4. The Heartbeat Service
Heartbeat provides technology for structuring information, creating intelligence, publishing research, discovering Publishers, and subscribing to Publisher Content.
Heartbeat operates a technology platform and marketplace. Unless expressly stated at checkout:
- Publishers are independent third parties;
- Heartbeat is not the author or seller of third-party Publisher Content;
- Heartbeat does not control every statement made by Publishers;
- A “verified,” featured, or similar designation is not an endorsement or guarantee;
- Heartbeat does not guarantee that a Publisher will continue publishing; and
- Heartbeat is not responsible for transactions or communications occurring outside the Service.
We may review, organize, moderate, remove, or decline to distribute content, but we have no obligation to monitor every submission.
5. Accounts and Security
You must provide accurate information and keep it current. You are responsible for activity conducted through your Account, including activity by anyone you authorize.
You may not:
- Share access beyond the users or seats included in your plan;
- Sell, transfer, or sublicense your Account;
- Use another person’s Account without authorization; or
- Circumvent authentication, subscription, or access controls.
Keep email accounts, verification codes, passwords, and devices secure. Notify us promptly at human@heartbeatintel.com if you suspect unauthorized access.
We may rely on instructions received through your Account. We are not responsible for losses caused by unauthorized access resulting from your failure to secure your credentials, except to the extent required by law.
6. Subscriber Terms
6.1 Subscription access
A subscription provides a limited, nonexclusive, nontransferable, and revocable right to access the Publisher Content included in the applicable plan during the subscription period.
Unless the applicable Order expressly permits otherwise, Subscriber access is for personal or internal business use only. It does not include a right to:
- Redistribute or publicly display Publisher Content;
- Resell access;
- Share content outside authorized seats;
- Systematically extract or recreate a Publisher’s database;
- Use Publisher Content to train an artificial-intelligence model;
- Create a competing intelligence product; or
- Remove attribution, copyright notices, or access controls.
Reasonable internal excerpts may be used in your work if you preserve attribution and do not substitute for the Publisher’s offering.
6.2 Prices and taxes
Prices, billing intervals, and included features are shown before purchase. Prices generally exclude applicable taxes unless stated otherwise.
You are responsible for sales, use, value-added, withholding, and similar taxes, other than taxes based on Heartbeat’s net income.
6.3 Automatic renewal
UNLESS YOU CANCEL BEFORE THE APPLICABLE RENEWAL DATE, YOUR PAID SUBSCRIPTION WILL AUTOMATICALLY RENEW FOR SUCCESSIVE PERIODS OF THE SAME LENGTH, AND YOU AUTHORIZE HEARTBEAT AND ITS PAYMENT PROCESSOR TO CHARGE THE THEN-CURRENT PRICE AND APPLICABLE TAXES TO YOUR PAYMENT METHOD.
The specific amount and renewal frequency will be presented at checkout.
6.4 Cancellation
You may cancel through available Account controls or by emailing human@heartbeatintel.com from the email address associated with your subscription.
Cancellation takes effect at the end of the current paid billing period. You will ordinarily retain access until then. To avoid renewal, submit your cancellation before the renewal charge is processed.
Deleting an Account or ceasing to use the Service does not automatically cancel a subscription.
6.5 Refunds
Except where an Order states otherwise or applicable law requires otherwise:
- Subscription fees are nonrefundable;
- Cancellation does not produce a prorated refund;
- Failure to use the Service does not entitle you to a refund; and
- Changes in Publisher Content do not automatically entitle you to a refund.
Heartbeat may issue refunds or credits at its discretion. We may also provide a refund, replacement, or credit if paid access becomes materially unavailable, but doing so in one instance does not obligate us to do so in another.
6.6 Price changes
We may change a subscription’s price by providing advance notice. A price change applies no earlier than the next renewal occurring after the notice period specified in that notice.
If you do not accept the new price, cancel before it takes effect.
6.7 Payment authorization
You authorize Heartbeat and its payment processor to store your payment credentials and charge amounts due under your Order.
If a payment fails, we may retry the payment, suspend access, or cancel the subscription. You remain responsible for amounts incurred before cancellation.
7. Publisher Terms
7.1 Approval and publisher information
Publishing or monetization access may require approval. Heartbeat may accept or reject an application at its discretion.
Publishers must keep their identity, biography, qualifications, disclosures, payment information, and tax information accurate. Publishers may not misrepresent experience, affiliations, performance, sources, or regulatory status.
7.2 Publisher responsibilities
A Publisher is solely responsible for Publisher Content and represents that:
- The Publisher owns the content or has all rights needed to submit and license it;
- Its collection, use, and distribution comply with applicable laws and contracts;
- It does not infringe intellectual-property, privacy, publicity, database, confidentiality, or other rights;
- It is not materially false, deceptive, defamatory, or misleading;
- It does not contain malware or harmful code;
- It does not unlawfully disclose trade secrets, personal information, or confidential information;
- It does not contain or misuse material nonpublic information;
- Its publication does not constitute insider trading, market manipulation, fraud, or an unlawful securities promotion;
- Required financial interests, sponsorships, compensation, and conflicts are clearly disclosed; and
- The Publisher has obtained any consents required for people, organizations, or data identified in the content.
Publishers must reasonably correct material errors they discover and remove content they no longer have the right to distribute.
7.3 Publisher license to Heartbeat
Publishers retain ownership of Publisher Content.
You grant Heartbeat a worldwide, nonexclusive, sublicensable, transferable, and royalty-free license to host, store, reproduce, format, adapt for technical compatibility, display, distribute, promote, and make Publisher Content available through the Service.
This license includes the right to:
- Provide Publisher Content to authorized Subscribers;
- Create previews, excerpts, thumbnails, and search indexes;
- Use your Publisher name, marks, biography, and profile materials to promote your offering; and
- Use service providers to operate and secure the Service.
The license itself is royalty-free; any Publisher revenue share is governed by the applicable Publisher payout terms.
The license continues while content is available through the Service and afterward only as reasonably necessary to honor existing subscriber access, maintain backups, comply with law, resolve disputes, or enforce these Terms.
7.4 Private Content
Private Content is not intentionally displayed publicly unless you direct us to publish or share it.
You grant Heartbeat a limited license to host, process, reproduce, and transmit Private Content as necessary to provide, maintain, secure, and support the Service.
Authorized personnel and service providers may process Private Content for operational, support, security, or legal purposes. These Terms do not create an attorney-client, fiduciary, or other professional confidentiality relationship.
Do not submit information unless you have authority to do so. Maintain your own backups of important material.
7.5 Pricing and payment collection
Publisher subscription prices and billing intervals will be displayed through the Service or agreed separately.
Where Heartbeat collects payments on a Publisher’s behalf, the Publisher appoints Heartbeat as its limited payment-collection agent. Payment by a Subscriber to Heartbeat satisfies that Subscriber’s payment obligation for the amount collected.
The checkout page or applicable Order may identify Heartbeat or the Publisher as the merchant or seller of record.
7.6 Publisher proceeds
Publisher proceeds will be calculated from amounts actually received for the Publisher’s offering, less applicable:
- Platform fees disclosed through the Service or a separate agreement;
- Payment-processing and currency-conversion fees;
- Taxes and required withholding;
- Refunds, credits, disputes, and chargebacks;
- Fraudulent or unauthorized payments;
- Promotional discounts;
- Reserves reasonably maintained against expected liabilities; and
- Other deductions expressly accepted by the Publisher.
Payout timing, thresholds, methods, and supported currencies may be specified in the publisher dashboard or a separate publisher agreement.
Heartbeat does not guarantee any minimum number of Subscribers, revenue, distribution, ranking, or commercial result.
7.7 Refunds, disputes, and reserves
Publishers authorize Heartbeat to process refunds, credits, and payment disputes when reasonably necessary, required by law, or consistent with published policies.
Related amounts may be deducted from current or future payouts. We may delay or withhold payouts while investigating fraud, rights disputes, sanctions, legal process, excessive chargebacks, or violations of these Terms.
We may offset amounts a Publisher owes against amounts otherwise payable to that Publisher.
7.8 Taxes
Publishers are responsible for taxes arising from their earnings and for providing requested tax documentation.
We may report payments or withhold amounts where required by law. Publishers are responsible for determining whether their activity requires registration, licensing, or tax collection.
7.9 Subscriber information
Publishers may receive limited Subscriber information only when permitted by the Subscriber, applicable law, and our Privacy Policy.
Publishers may use that information solely to provide the subscribed offering unless the Subscriber separately consents to another use. Publishers may not sell Subscriber information or use it for unsolicited marketing.
7.10 Independent status
Publishers are independent parties. Nothing in these Terms creates employment, partnership, joint venture, fiduciary, franchise, or general agency relationships between Heartbeat and a Publisher.
Publishers may not make commitments on Heartbeat’s behalf.
8. User Content and Automated Features
You retain ownership of User Content, subject to the licenses granted in these Terms.
You are responsible for deciding what to upload, publish, share, or rely upon. Content marked public may be indexed, copied, or redistributed by others despite contractual restrictions.
Heartbeat may produce aggregated or de-identified service statistics that do not reasonably identify you or disclose your nonpublic content. Heartbeat may use those statistics to operate, analyze, secure, and improve the Service.
If the Service offers automated, algorithmic, or artificial-intelligence-assisted features:
- Results may be incomplete, inaccurate, or outdated;
- Similar inputs may produce different results;
- You must independently review results before relying on them; and
- You are responsible for decisions made using those results.
If you submit suggestions or feedback, you grant Heartbeat a perpetual, worldwide, irrevocable, sublicensable, royalty-free license to use it without restriction or compensation.
9. Acceptable Use
You may not use the Service to:
- Violate any law, regulation, court order, contract, or third-party right;
- Publish content you do not have the right to disclose;
- Obtain, disclose, or trade on material nonpublic information unlawfully;
- Manipulate markets or facilitate securities, commodities, or financial fraud;
- Make false or misleading performance, return, ranking, or qualification claims;
- Harass, threaten, defame, discriminate against, or impersonate another person;
- Upload malware or interfere with the Service;
- Probe, scan, or test vulnerabilities without written permission;
- Bypass authentication, paywalls, rate limits, or access controls;
- Scrape, crawl, or systematically extract content except through an authorized interface;
- Reverse engineer or attempt to derive source code except where law prohibits restricting that activity;
- Use Publisher Content to train models, construct a competing database, or provide a substitute service without permission;
- Share subscription access outside authorized seats;
- Send spam or unsolicited commercial messages;
- Collect sensitive or personal information without a lawful basis;
- Use automated activity that places an unreasonable burden on the Service; or
- Assist another person in doing any of the foregoing.
We may investigate suspected violations and cooperate with lawful requests from regulators, courts, and law-enforcement authorities.
10. Intellectual Property and Copyright Complaints
The Service, including its software, interfaces, branding, design, compilation, and documentation, is owned by Heartbeat or its licensors and protected by intellectual-property laws.
Subject to these Terms, Heartbeat grants you a limited, revocable, nonexclusive, nontransferable right to use the Service for its intended purpose.
No rights are granted except those expressly stated.
Copyright complaints
If you believe content infringes your copyright, send a notice to human@heartbeatintel.com containing:
- Your physical or electronic signature;
- Identification of the copyrighted work;
- Identification and location of the allegedly infringing material;
- Your contact information;
- A statement of good-faith belief that the use is unauthorized; and
- A statement, under penalty of perjury, that the notice is accurate and that you are authorized to act.
We may remove disputed material and terminate repeat infringers. Affected users may submit a legally sufficient counter-notice.
11. Privacy and Electronic Communications
Our handling of personal information is described in the Heartbeat Intelligence Privacy Policy at:
By using the Service, you consent to receive agreements, disclosures, receipts, and operational notices electronically. Electronic notices satisfy legal writing requirements to the extent permitted by law.
You may unsubscribe from marketing messages, but we may continue sending transactional, security, billing, and legal notices.
12. Third-Party Services
The Service may use or link to third-party services, including Stripe for payment processing.
Third-party services are governed by their own terms and privacy policies. Heartbeat is not responsible for third-party systems, content, availability, security, or conduct.
Links do not imply endorsement.
13. No Investment or Professional Advice
HEARTBEAT IS NOT A BROKER-DEALER, INVESTMENT ADVISER, SECURITIES EXCHANGE, CREDIT-RATING AGENCY, RESEARCH ANALYST, LAW FIRM, ACCOUNTING FIRM, OR FIDUCIARY.
Publisher Content and other information available through the Service are provided for general informational and educational purposes only.
Nothing on the Service constitutes:
- Personalized investment advice;
- Legal, tax, accounting, medical, or other professional advice;
- An offer or solicitation to buy or sell a security or financial instrument;
- A guarantee of future results;
- A recommendation suitable for your particular circumstances; or
- A representation that information is complete, current, or accurate.
Publishers are independent and their views are their own. You must conduct your own diligence and consult qualified professionals before acting.
Investing and business decisions involve risk, including loss of principal. Past performance does not guarantee future results.
14. Availability and Changes to the Service
We may add, modify, suspend, or discontinue features. We do not guarantee uninterrupted availability, specific content, compatibility, or permanent storage.
Maintenance, failures, security incidents, legal requirements, and events outside our control may interrupt access.
If a change materially affects a paid subscription, we will provide any notice or remedy required by applicable law.
15. Suspension and Termination
You may stop using the Service at any time. Stopping use does not cancel subscriptions or eliminate accrued payment obligations.
We may suspend or terminate access if we reasonably believe:
- You violated these Terms;
- Your use creates security, fraud, legal, or reputational risk;
- Payment is overdue or disputed;
- Suspension is required by law or a service provider; or
- The Service or relevant offering is discontinued.
We may remove Publisher Content or suspend payouts while investigating a dispute.
Upon termination, your right to use the Service ends. Sections concerning payments, intellectual property, disclaimers, liability, indemnity, disputes, and provisions intended by their nature to survive will remain effective.
16. Disclaimers
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE, PUBLISHER CONTENT, AUTOMATED RESULTS, AND ALL RELATED MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE.”
HEARTBEAT DISCLAIMS ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, QUIET ENJOYMENT, AND COURSE OF DEALING.
Heartbeat does not warrant that:
- Information is accurate, complete, current, or suitable;
- A Publisher possesses any claimed expertise;
- The Service will be uninterrupted, secure, or error-free;
- Content will remain available;
- Defects will be corrected;
- Use will produce revenue, profit, investment performance, or other results; or
- The Service will meet your particular needs.
No oral or written information creates a warranty not expressly stated in these Terms.
Some jurisdictions do not permit certain warranty exclusions. In those jurisdictions, these exclusions apply only to the extent permitted by law.
17. Limitation of Liability
To the maximum extent permitted by law, Heartbeat and its affiliates, officers, directors, employees, agents, licensors, and service providers will not be liable for:
- Indirect, incidental, special, exemplary, punitive, or consequential damages;
- Lost profits, revenue, business opportunities, goodwill, or anticipated savings;
- Trading or investment losses;
- Loss, corruption, or disclosure of data;
- Business interruption;
- Decisions made using Publisher Content or automated results;
- Publisher or Subscriber conduct; or
- Unauthorized Account access caused by your failure to secure credentials.
This limitation applies regardless of legal theory and even if Heartbeat was advised that damages were possible.
Heartbeat’s aggregate liability arising from or relating to the Service will not exceed the greater of:
- US$100; or
- The amount you paid to Heartbeat, or the platform fees Heartbeat retained from amounts payable to you, during the twelve (12) months preceding the event giving rise to the claim.
This cap does not reduce undisputed Publisher payouts Heartbeat is contractually obligated to remit.
These limitations do not apply to liabilities that cannot legally be limited, including liability arising from fraud, willful misconduct, gross negligence, or death or personal injury where applicable law prohibits limitation.
18. Indemnification
To the extent permitted by law, you will defend, indemnify, and hold harmless Heartbeat and its affiliates, officers, directors, employees, agents, licensors, and service providers from claims, losses, liabilities, penalties, costs, and reasonable attorneys’ fees arising from:
- Your use or misuse of the Service;
- Your User Content;
- Your violation of these Terms or applicable law;
- Your infringement of another party’s rights;
- Your tax or regulatory obligations;
- A Publisher’s offering or relationship with Subscribers;
- Unauthorized redistribution or exploitation of Publisher Content; or
- Fraudulent, misleading, or unlawful conduct.
Heartbeat may control the defense of an indemnified claim. You may not settle a claim in a way that admits fault by or imposes obligations on Heartbeat without our written consent.
19. Binding Arbitration and Class-Action Waiver
Please read this section carefully. It affects your legal rights.
Any controversy or claim arising out of or relating to this agreement, including the interpretation, formation, breach, termination, validity, arbitrability or enforceability thereof, shall be settled by binding arbitration administered by Decision Science Research Corporation (“DecisionLayer”) in accordance with its rules then in effect at https://www.decisionlayer.ai/rules (the “Rules”), and governed by the Federal Arbitration Act, 9 U.S.C. §§ 1-16, and the internal laws of the State of New York, including NYS CPLR Article 75. Judgment on any arbitration award may be entered in any State or Federal Court located in New York State or any other court of competent jurisdiction. Subject to the Rules, DecisionLayer arbitrations will be conducted by an arbitrator utilizing DecisionLayer artificial intelligence systems or, upon mutual agreement of the parties, by DecisionLayer’s artificial intelligence system itself. The parties expressly agree that the arbitrator selection mechanisms set forth in the Rules constitute a substantial and valuable contract right, and the designated administration by DecisionLayer is an essential term of this agreement. THE PARTIES HERETO WAIVE ANY RIGHT TO A JURY TRIAL AND AGREE THAT ANY CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT MUST BE BROUGHT IN AN INDIVIDUAL CAPACITY, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE PROCEEDING. You consent to receive service of process commencing an arbitration via the DecisionLayer website (if you have an account), by email, by registered mail pursuant to New York CPLR § 7503(c), or in accordance with applicable laws and waive any objection to service by these means. You may opt out of this arbitration provision by sending written notice to human@heartbeatintel.com within thirty (30) days of the date you first agree to this provision. Any arbitration shall be conducted entirely virtually via the DecisionLayer platform. DecisionLayer has the authority to determine if a dispute is arbitrable. Each litigant’s relationship with DecisionLayer is governed by the DecisionLayer Terms of Service available at https://www.decisionlayer.ai/terms. The invalidity of any portion of this arbitration provision shall not affect the validity of any other portion, and any invalid provision shall be modified to the least extent necessary to render it valid.
A timely opt-out applies to this arbitration provision only and does not affect the remainder of these Terms. Exercising the opt-out will not affect access to the Service. To help us identify your Account, include your name, Account email, and a statement that you are opting out of arbitration.
20. Governing Law and Court Venue
The Federal Arbitration Act governs Section 19.
Except to the extent preempted by federal law or superseded by nonwaivable consumer law, these Terms are governed by the internal laws of the State of New York, without regard to conflict-of-law rules.
If a dispute is not subject to arbitration—including because of a valid opt-out—you and Heartbeat consent to the exclusive jurisdiction of the state and federal courts located in New York County, New York.
Nothing in this section prevents entry or enforcement of an arbitration award in another court of competent jurisdiction.
21. Changes to These Terms
We may propose revised Terms when the Service, law, or business relationship changes.
We will provide reasonable notice of material revisions. A material revision will not bind an existing user until the user affirmatively accepts it, except for changes that are legally required, solely clerical, or nonmaterial and do not materially reduce the user’s rights.
Any modification to Section 19 for an existing user:
- Requires that user’s affirmative assent;
- Will not apply to a dispute that arose before assent; and
- Will not eliminate an opt-out already validly exercised unless the user expressly agrees.
If you do not accept revised Terms, you must stop using the affected Service and cancel applicable subscriptions before renewal.
22. General Provisions
Entire agreement
These Terms and incorporated transaction documents are the entire agreement concerning the Service and supersede prior discussions about the same subject.
Assignment
You may not assign these Terms without our written consent. Heartbeat may assign them in connection with a merger, acquisition, financing, reorganization, or sale of assets, or to an affiliate.
Severability
Except as specifically provided in Section 19, if a provision is unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions will continue in effect.
No waiver
Failure to enforce a provision is not a waiver.
Force majeure
Heartbeat is not liable for delay or failure caused by events beyond its reasonable control, including natural disasters, war, labor disputes, internet or utility failures, government action, epidemics, cyberattacks, or third-party service failures.
No third-party beneficiaries
These Terms do not create rights for third parties except indemnified parties and permitted successors.
Headings
Headings are for convenience and do not affect interpretation.
Electronic notices
We may send notices to your Account email, display them through the Service, or post them with a request for acceptance where required.
23. Contact
Questions, legal notices, cancellation requests, and arbitration opt-outs may be sent to:
- Heartbeat Intelligence
- Email: human@heartbeatintel.com