Introduction
These Terms and Conditions govern access to and use of the Earlybird website, mobile application, software, integrations and related services collectively referred to as the Service.
The Service is provided by Earlybird AI Pte. Ltd., with UEN 202429897N and registered address at 103 Prince Charles Crescent, 159018, referred to as Earlybird, we, us or our.
By creating an account, purchasing a subscription or using the Service, you agree to these Terms. If you use the Service for an organisation, you confirm that you have authority to bind that organisation. In that case, Customer and you refer to that organisation and its authorised users.
Eligibility and business use
You must be at least 18 years old and legally capable of entering into a binding agreement.
The Service is intended primarily for businesses and professional use. You must provide accurate registration information and keep it current.
The Service
Earlybird provides an AI-native financial operations platform. Depending on the Customer’s selected subscription plan, the Service may include:
software features for bookkeeping, expense management, reporting, reconciliation and workflow automation (“Software Features”); and
professional accounting, bookkeeping, reconciliation, tax preparation and tax filing services performed by Earlybird’s personnel on the Customer’s behalf (“Professional Services”), including where Earlybird is appointed as the Customer’s tax agent.
The specific Software Features and Professional Services included in a plan are set out in the applicable order form, checkout page or pricing page.
Subject to these Terms and payment of applicable fees, Earlybird grants the Customer a limited, non-exclusive, non-transferable and revocable right to access and use the Software Features during the subscription period for the Customer’s internal business purposes. Professional Services are governed additionally by clause 3.
We may improve or update the Service from time to time. We will not materially reduce the core functionality of a paid subscription during its current subscription period without reasonable notice, except where a change is required for security, legal or regulatory reasons.
Professional and tax agent services
Where a Customer’s plan includes Professional Services, the following additional terms apply.
4.1 Scope. Professional Services are performed on the basis of information, documents and instructions the Customer provides. Earlybird will perform Professional Services with reasonable care and skill consistent with prevailing industry practice, but the accuracy and completeness of any output remains dependent on the accuracy and completeness of the information the Customer supplies.
4.2 Tax agent appointment. Where the Customer authorises Earlybird to act as its appointed tax agent (including via CorpPass authorisation) for the purpose of preparing and lodging filings with the Inland Revenue Authority of Singapore (IRAS) or other government agencies (such as Estimated Chargeable Income filings), the Customer:
confirms it has the authority to grant such appointment;
remains solely responsible for the accuracy of the underlying financial information provided to Earlybird;
will review filings prepared by Earlybird and provide any approvals Earlybird requests before a filing is lodged, where practicable; and
acknowledges that Earlybird’s role as tax agent is to prepare and lodge filings based on Customer-supplied information and does not extend to independent verification of the Customer’s underlying transactions beyond the agreed scope.
4.3 No guarantee of outcome. Professional Services, including tax filings, do not guarantee a particular tax, financial or regulatory outcome, and are not a substitute for independent legal, tax or audit advice the Customer may separately obtain.
4.4 Liability for Professional Services. Errors in Professional Services caused by Earlybird’s failure to exercise reasonable care and skill are subject to clause 19 (Limitation of liability). Earlybird is not responsible for errors, penalties or surcharges arising from inaccurate, incomplete or late information supplied by the Customer.
Accounts and authorised users
The Customer is responsible for:
Maintaining the confidentiality of account credentials.
Controlling access by its authorised users.
Ensuring that authorised users comply with these Terms.
Promptly notifying Earlybird of suspected unauthorised access or security incidents.
Ensuring that information submitted through the account is accurate, lawful and complete.
Actions performed through an account will be treated as authorised by the Customer unless Earlybird has been notified of unauthorised use.
Subscription fees, taxes and free trials
Subscription fees, billing periods and included features are stated on the applicable order form, checkout page or pricing page.
Unless otherwise stated:
Fees are quoted in Singapore dollars and exclude applicable taxes.
Subscriptions may renew automatically for successive periods of the same duration until cancelled.
The Customer authorises Earlybird and its payment provider to charge the applicable fees when due.
Fees already paid are non-refundable except where these Terms, an applicable order form or applicable law expressly provides otherwise.
Free trials. Where Earlybird offers a free trial, the trial period, included features and any limitations will be stated at signup or in the applicable order form. Unless cancelled before the trial ends, a trial will automatically convert to a paid subscription and the Customer will be charged the applicable subscription fee from the date stated at signup. Earlybird will provide reasonable advance notice by email before a trial converts to a paid subscription.
Earlybird may change subscription fees by giving reasonable advance notice. A price change will ordinarily apply from the next renewal period.
If payment remains overdue, Earlybird may restrict or suspend access after providing reasonable notice.
Customer data
Customer Data means information, documents and other material submitted to or generated through the Service on the Customer’s behalf, including receipts, invoices, transaction records and account information.
As between the parties, the Customer retains its rights in Customer Data. The Customer grants Earlybird and its service providers a limited right to host, process, transmit, reproduce and use Customer Data only as reasonably necessary to:
Provide, maintain and secure the Service.
Perform the Customer’s instructions.
Prevent fraud, abuse and security incidents.
Meet applicable legal and regulatory obligations.
Improve the Service using aggregated or de-identified information where individuals and Customers cannot reasonably be identified.
The Customer represents that it has all necessary rights, permissions and lawful bases to provide Customer Data to Earlybird and to instruct Earlybird to process it.
Our collection, use, disclosure, protection and retention of personal data are further described in our Privacy Policy, which forms part of these Terms.
Confidentiality
Each party may receive confidential information belonging to the other party.
The receiving party must:
Use confidential information only to perform or exercise its rights under these Terms.
Protect it using reasonable safeguards.
Disclose it only to personnel, professional advisers and service providers who need it and are subject to appropriate confidentiality obligations.
These obligations do not apply to information that is publicly available without breach, was already lawfully known, is independently developed without using the confidential information, or is lawfully obtained from another source.
A party may disclose confidential information where required by law, provided it gives advance notice where legally permitted.v
Third-party services, integrations and sub-processors
The Service may connect with third-party services such as banks, payment providers, accounting platforms and commerce platforms, and may use third-party artificial intelligence model providers to process Customer Data as part of delivering the Service (for example, to classify transactions, extract data from documents or generate insights).
Third-party services are governed by their own terms and privacy practices. Earlybird does not control and is not responsible for a third party’s systems, availability, acts or omissions. Earlybird selects sub-processors, including AI model providers, that are contractually bound to protect Customer Data and to use it only to provide the relevant processing service, and not to use Customer Data to train their own models except where the Customer has been informed and has consented.
The Customer authorises Earlybird to exchange relevant Customer Data with each integration the Customer enables and with the sub-processors (including AI providers) reasonably necessary to deliver the Service. The Customer is responsible for maintaining the necessary third-party accounts and permissions.
A current list of Earlybird’s material sub-processors, including AI model providers, is available on request or as published in the Privacy Policy.
Earlybird may suspend or discontinue an integration if the third-party provider changes or withdraws its service, or where continued operation creates legal, security or technical risks.
Artificial intelligence and automated features
The Service may use artificial intelligence and automated processing to classify transactions, extract information, match documents, generate insights or assist with financial workflows.
AI-generated and automated outputs may be incomplete, inaccurate or unsuitable for a particular purpose. They do not constitute accounting, tax, legal, investment or other professional advice.
The Customer remains responsible for:
Reviewing outputs before relying on or submitting them.
Verifying classifications, calculations, reports and filings.
Maintaining appropriate supporting records.
Obtaining advice from qualified professionals where required.
Making final financial and business decisions.
The Service does not replace the Customer’s directors, accountants, tax advisers or other responsible professionals. Where Professional Services under clause 3 apply, clause 3 governs the additional scope of work Earlybird personnel perform.
Independent third-party verification
Earlybird may, from time to time, engage qualified independent assessors to review aspects of the Service’s security, data-protection controls or operational practices. Where such an assessment has been completed, its scope, the assessor and the date of assessment will be stated here or made available on request.
Any independent assessment reflects the scope, systems and conditions examined at the time of assessment. It does not constitute a guarantee that the Service will be uninterrupted, error-free or immune from every vulnerability or security incident.
Earlybird will not describe the Service as certified or accredited unless the applicable assessor has formally issued that certification or accreditation and it remains valid.
Evidence of any assessment may be provided subject to confidentiality, security and contractual restrictions.
Security
Earlybird maintains reasonable administrative, technical and organisational safeguards designed to protect Customer Data against unauthorised access, collection, use, disclosure, alteration, loss and similar risks.
No online service can guarantee absolute security. The Customer must use reasonable security practices, including protecting credentials, restricting user access and keeping devices and connected systems secure.
Where required by applicable law, Earlybird will assess and notify affected parties of eligible personal-data breaches.
Acceptable use
The Customer must not:
Use the Service unlawfully or to infringe another person’s rights.
Upload malicious code or interfere with the Service’s operation or security.
Attempt to gain unauthorised access to accounts, systems or data.
Reverse engineer, decompile or extract source code except where applicable law expressly permits it.
Copy, resell, sublicense or commercially exploit the Service except with Earlybird’s written permission.
Use the Service to develop or benchmark a competing product without Earlybird’s written permission.
Submit information that the Customer has no right to process.
Use automated means to access the Service outside supported interfaces.
Circumvent usage limits or security controls.
Earlybird may investigate suspected misuse and restrict access where reasonably necessary to protect the Service, Customers or third parties.
Intellectual property
Earlybird and its licensors retain all rights in the Service, including its software, interfaces, designs, documentation, models, trademarks and underlying technology.
Except for the limited right to use the Service, no intellectual-property rights are transferred to the Customer.
If the Customer voluntarily provides feedback or suggestions, Earlybird may use them without restriction or payment, provided this does not grant Earlybird ownership of Customer Data or disclose the Customer’s confidential information.
Availability and support
Earlybird will use commercially reasonable efforts to make the Service available and provide support according to the Customer’s subscription plan.
The Service may be unavailable because of maintenance, third-party failures, internet conditions, emergencies or circumstances beyond Earlybird’s reasonable control. Where practicable, Earlybird will provide advance notice of planned maintenance that materially affects availability.
Earlybird provides customer support via the Service, email and WhatsApp. Earlybird will use reasonable efforts to respond to support requests within one (1) business day (Monday to Friday, excluding public holidays in Singapore) of receipt. Response times may vary during periods of unusually high support volume or planned maintenance.
Any specific service levels must be stated in a separate service-level agreement or order form.
Privacy and data retention
Earlybird processes personal data in accordance with its Privacy Policy and applicable Singapore data-protection law.
Business and accounting records may be retained for the period required by applicable law. Other personal data will be deleted or anonymised when it is no longer reasonably required for the purpose for which it was collected or for a legal or legitimate business purpose.
Personal data of the Customer’s personnel. Where Customer Data includes personal data relating to the Customer’s employees, directors or contractors (for example, for CPF, payroll or expense-reimbursement purposes), the Customer confirms it has the necessary notice and consent, or another lawful basis under the Personal Data Protection Act 2012, to disclose that personal data to Earlybird for processing as part of the Service. Earlybird will process such personal data only as a data intermediary, on the Customer’s instructions and for the purposes described in these Terms, and will not use it for any other purpose.
The Customer is responsible for responding to requests concerning personal data for which the Customer determines the purposes and means of processing. Earlybird will provide reasonable assistance where required by law and covered by the Customer’s subscription or a separate agreement.
Suspension
Earlybird may suspend access where reasonably necessary because of:
A material or repeated breach of these Terms.
Overdue payment.
A security threat or suspected unlawful activity.
A legal or regulatory requirement.
Use that may harm the Service or another person.
Where reasonably practicable, Earlybird will notify the Customer and provide an opportunity to remedy the issue.
Term, cancellation and termination
These Terms begin when the Customer first accepts them or uses the Service and continue while the Customer maintains an account.
The Customer may cancel a subscription through the available account controls or by contacting hello@earlybirdapp.co. Cancellation ordinarily takes effect at the end of the current paid billing period unless otherwise stated.
Either party may terminate for a material breach that remains unremedied for 30 days after written notice. Earlybird may terminate immediately where continued service would be unlawful, create a material security risk or involve fraud or serious misuse.
After termination:
The Customer’s right to use the Service ends.
Outstanding fees become payable.
Earlybird may delete or anonymise Customer Data according to its Privacy Policy, retention schedule and legal obligations.
Provisions intended by their nature to survive termination remain effective.
The Customer should export required records before termination. Any post-termination export period should be stated in the applicable plan or order form.
Warranties and disclaimers
Each party warrants that it has authority to enter into these Terms.
Earlybird will provide the Service with reasonable care and skill. Except as expressly stated in these Terms and to the maximum extent permitted by law, the Service is provided on an as-available basis.
Earlybird does not guarantee that:
The Service will always be available, uninterrupted or error-free.
Every defect or vulnerability will be prevented or corrected.
AI-generated or automated outputs will always be accurate.
Use of the Service will achieve a particular financial, tax or business outcome.
Third-party integrations will remain available.
Nothing in these Terms excludes warranties, rights or remedies that cannot lawfully be excluded.
Limitation of liability
Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited, including liability for fraud or fraudulent misrepresentation, or death or personal injury caused by negligence.
Subject to the preceding paragraph, neither party will be liable for indirect, incidental, special or consequential loss, or for loss of profits, revenue, anticipated savings, goodwill or business opportunity, except to the extent such exclusion is prohibited by law.
Subject to applicable law, each party’s aggregate liability arising from or relating to the Service during any 12-month period will not exceed the fees paid or payable by the Customer for the Service during the 12 months immediately preceding the event giving rise to the claim. This section applies to Professional Services performed under clause 3 in the same way it applies to the Software Features, subject to clause 3.4.
The limitations in this section do not apply to the Customer’s payment obligations, infringement or misuse of Earlybird’s intellectual property, breach of acceptable-use obligations, or liabilities that applicable law does not permit the parties to limit.
Indemnity
To the extent permitted by law, the Customer will indemnify Earlybird against third-party claims, losses and reasonable costs resulting from:
Customer Data that infringes another person’s rights.
The Customer’s unlawful use of the Service.
The Customer’s material breach of the acceptable-use requirements.
Earlybird must promptly notify the Customer of an indemnified claim and provide reasonable cooperation. The Customer may control the defence and settlement, but may not admit liability on Earlybird’s behalf or impose non-monetary obligations on Earlybird without written consent.
Changes to these Terms
Earlybird may update these Terms to reflect changes to the Service, law, security requirements or business operations.
We will provide reasonable notice of material changes. Unless an earlier date is required for legal or security reasons, material changes will take effect on the stated effective date. Continued use after that date constitutes acceptance of the updated Terms.
If a material change substantially disadvantages a Customer during a paid subscription period, the Customer may contact Earlybird before the change takes effect to discuss available remedies.
Notices
Earlybird may provide operational or legal notices through the Service, by email or through the contact details associated with the Customer’s account.
Legal notices to Earlybird must be sent to:
Earlybird AI Pte. Ltd.
103 Prince Charles Crescent, Singapore 159018
Email: hello@earlybirdapp.co
Assignment
The Customer may not assign these Terms without Earlybird’s prior written consent.
Earlybird may assign these Terms as part of a merger, corporate reorganisation, financing or sale of all or substantially all of the relevant business or assets, provided the successor assumes Earlybird’s applicable obligations.
General provisions
These Terms, the Privacy Policy, applicable order form and any expressly incorporated documents constitute the entire agreement concerning the Service.
If there is a conflict, the order form takes precedence over these Terms for that transaction, followed by these Terms and then the Privacy Policy, unless expressly stated otherwise.
Failure to enforce a provision is not a waiver. If a provision is found unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions will continue in effect.
Nothing in these Terms creates a partnership, employment, agency or joint-venture relationship.
A person who is not a party to these Terms has no right to enforce them under the Contracts (Rights of Third Parties) Act 2001.
Governing law and disputes
These Terms are governed by the laws of Singapore.
The parties will first attempt in good faith to resolve a dispute through written discussions. If the dispute is not resolved, the parties submit to the exclusive jurisdiction of the courts of Singapore.
Contact
Questions about these Terms may be sent to:
hello@earlybirdapp.co or +65 8991 2964