Terms of Service — Spheyas
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Terms of Service

The terms that govern your use of Spheyas accounting, invoicing and bookkeeping software.

Effective date: 15 October 2026 for existing subscriptions
Last updated: 10 September 2026

If you create an account from now on, these terms apply to you from the moment you accept them at registration. If your subscription existed before these terms were published, the previous version continues to govern it until 15 October 2026 — the 30 days’ notice section 18 requires — and we will email you before then.

1. Agreement to these terms

These Terms of Service (“Terms”) are a contract between you and Neelabh Suhas Katte, trading as Hiranyavarna (“Spheyas”, “we”, “us”, “our”) — a sole proprietorship, which means the contracting party is a person rather than a company. We operate the Spheyas accounting, invoicing and bookkeeping software and its related websites, mobile applications, APIs and support services (together, the “Services”).

These terms cover Spheyas only. The same proprietor operates other products under other names; each has its own terms, and agreeing to these does not sign you up to those, or the reverse.

“You” means the person accepting these terms and, where you accept them for a business, that business — and you confirm you are authorised to bind it. The Services are offered to businesses, not to consumers, and to people aged 18 or over.

How you accept these terms

You accept these terms by ticking the box on the registration form confirming that you agree to them, before your account is created. The box is never pre-ticked, and no account is created without it.

When you tick it we record that you did: the date and time, the IP address the registration came from, and which version of these terms and of the privacy notice you were shown. We keep that record for as long as you hold an account, because it is the only proof either of us has of what was agreed and when.

If we make a material change to these terms, and when we begin charging you, we will ask you to agree again — by email, or in the product — rather than assume the first tick still covers it.

2. The Services

We provide cloud accounting and invoicing software. We are a software provider, not an accounting, tax, legal, audit or financial-advisory firm. Nothing in the Services is professional advice of any kind. You are responsible for the accuracy of everything you enter, for the conclusions you draw from it, and for your own tax, legal, regulatory and compliance obligations. You should have your records reviewed by a qualified professional.

We may add, change, or discontinue features. Where we discontinue a feature that is material to a paid plan you are on, we will give you at least 30 days’ notice.

3. Accounts, users and organizations

  • Account security. You are responsible for your credentials and for all activity under your account. Use a strong, unique password and enable two-factor authentication. Tell us promptly at support@hiranyavarna.com if you suspect unauthorised access.
  • Subscriptions are per organization. Each organization you create carries its own plan and its own fee. Creating a second organization does not extend a plan paid for on the first; every organization starts on the Free plan.
  • Invited users. Invited users must also accept these terms. You remain responsible for their access and their activity, and for removing access when it is no longer needed.
  • Roles and permissions. The subscriber controls roles and permissions within the organization and is responsible for how they are set.
  • Users and clients are never metered. Every plan, including Free, allows unlimited users and unlimited clients.

Accountants and bookkeepers

Spheyas is built to be used by accounting and bookkeeping practices on behalf of their clients, and this is a permitted and expected use.

  • One organization per client. A practice may create and manage an organization for each client it acts for. Each organization carries its own plan and its own fee, on the same terms as any other.
  • Authority. You confirm you have your client’s authority to hold and process their records in the Services.
  • Responsibility for the data. As between us, the practice is responsible for its clients’ data in the same way any other subscriber is responsible for the data it enters. In data-protection terms the practice, or its client, is the controller; we are the processor for both.
  • Requests from your clients. If one of your clients approaches us directly about their data, we will direct them to you. We will not disclose, correct or delete a client organization’s data on the instruction of anyone other than the subscriber who controls that organization.
  • A Data Processing Agreement covering these arrangements is available on request.

4. Plans, fees and billing

Plans, prices and inclusions are set out on our pricing page, which forms part of these terms. All amounts are in US dollars.

  • The Free plan is free indefinitely, limited to the number of finalized documents per calendar month stated on the pricing page. Drafts do not count. Reaching the limit never removes, hides or degrades anything you have already created; it only prevents finalizing new documents until the month turns over or you upgrade.
  • Paid plans are charged in advance, monthly or annually, and renew automatically for further periods of the same length until you cancel.
  • Annual plans are twelve months paid up front at the discounted annual rate, renewing annually.
  • Payment processors. Billing is handled by Stripe and PayPal. By subscribing you authorise us and our processor to charge your chosen payment method on each renewal until you cancel. We do not store full card details.
  • Taxes. Fees are exclusive of any sales, use, VAT, GST or similar transactional taxes, which you are responsible for, except for taxes on our net income.

Early access

Spheyas is currently in early access. Billing has not started, and every plan is free to use today. The prices published on our pricing page are what you will pay once billing does begin.

  • We will give you at least 30 days’ notice by email before we charge you for the first time, and we will never charge you without you first choosing a paid plan, entering payment details, and agreeing to these terms again at checkout.
  • If you do not want a paid plan when billing begins, you may stay on the Free plan or stop using the Services. You will not be charged for the early access period, whatever you decide.
  • Features marked on the pricing page as still being built will be delivered during early access, before any plan is charged for.

Changes to prices

  • We will give you at least 30 days’ notice by email before a price change takes effect for you.
  • A price change never applies to a term you have already paid for. On annual plans it takes effect at your next renewal, not during your current year.
  • If you do not accept a new price you may cancel before it takes effect.

If a payment fails

If a payment fails we will email you and retry automatically over the following 7 days. If the fee is still unpaid after that, we suspend the paid features of that organization until payment is made.

You keep read-only access to your books throughout. We will never lock you out of your own records over money, and we will never delete your data because of a missed payment — deletion only ever follows the 90-day rule in section 6. Paid features come back as soon as payment succeeds. We do not charge interest or collection fees on overdue amounts.

Suspension for non-payment is not termination for breach, and the breach provisions in section 17 do not apply to it.

Refunds and the 30-day money-back guarantee

If Spheyas is not right for you, tell us within 30 days of your first payment on a paid plan for an organization and we will refund it in full, without requiring a reason.

  • The guarantee covers the first payment for an organization, monthly or annual. Renewals are not refundable, but you may cancel at any time and will not be billed again.
  • Refunds are returned through the original processor to the original payment method. We cannot send them anywhere else.
  • Outside the guarantee, we will refund you pro rata if we terminate without cause or discontinue the Services.

5. Your data and who owns it

You own your data. All data, records, documents, files and content you or your users upload to or create in the Services (“Your Data”) remain yours. We claim no ownership of Your Data.

The licence you give us, and its limits. You grant us a worldwide, non-exclusive, royalty-free licence to host, copy, transmit, display, back up and process Your Data solely to provide, secure, support and maintain the Services for you, and to comply with law. This licence ends when Your Data is deleted, subject to routine backup cycles.

To be explicit about what that does not include:

  • We do not sell Your Data, and we do not use it for advertising.
  • We do not use it to market to your customers, suppliers or contacts.
  • We do not mine it for any purpose beyond running the Services for you.

Artificial intelligence and machine learning

Where the Services use AI features, we may process Your Data through a model — including a model run by a third-party AI provider on our behalf — to produce a result for you, and we may train or tune a model that serves your account only. Both are part of providing the Services to you.

We will never use Your Data to train a model that benefits us or any other customer. Your books never train a model that serves anyone but you. If we ever want to change that, it would require a change to these terms with notice under section 18, it could only ever apply to data collected after that change, and it would be opt-in — never a default.

Where an AI feature relies on a third-party provider, that provider is named as a sub-processor in our privacy notice and Data Processing Agreement before the feature ships.

Data about other people

Spheyas is accounting software, so you will enter personal data about your customers, suppliers and staff. That data is yours. You are responsible for having a lawful basis to hold it and for telling those people how it is used. We process it only on your behalf, to provide the Services to you. Under data-protection law you are the controller of that data and we are your processor. A Data Processing Agreement is available on request.

6. Getting your data out, and what happens on termination

  • Export on request, today. Email support@hiranyavarna.com and we will send you a copy of your organization’s data in a machine-readable format (CSV) within 30 days. There is no charge for this.
  • Self-serve export. An export you can run yourself from inside Spheyas is being built and will be delivered during early access. Until it is, the route above is how you get your data out, and it is a commitment, not a courtesy.
  • Cancelling returns the organization to the Free plan. Your Data is not deleted; you keep access to everything you have created, subject to the Free plan’s limits on finalizing new documents.
  • After termination or account closure we keep Your Data available for export for 90 days, after which we delete it. This applies whether you closed the account or we terminated it — including termination for your breach — unless the law prohibits us from giving you the data or doing so would perpetuate unlawful activity.
  • Deletion on request. You may ask us at any time to delete Your Data entirely rather than keep it on the Free plan. We will delete it from our live systems within 30 days. Copies in our backups are overwritten on our routine backup cycle, and we never restore deleted data back into our live systems.

Deletion is permanent and cannot be reversed. Export what you need first.

7. Records we must keep

Even after deletion, we retain transaction records — the amount, date, method and processor reference — because Indian tax and accounting law requires it: eight years under income tax rules and six years (72 months) under GST. We keep them for eight years, the longer of the two. Those records do not contain full card numbers or bank credentials.

We also retain your terms acceptance record for as long as you hold an account.

8. Acceptable use

You must not, and must not permit anyone else to:

  • use the Services unlawfully, or in breach of any applicable law, including tax, securities, sanctions, anti-money-laundering or export-control law;
  • use the Services to create, send or store fraudulent invoices, falsified accounting records, or documents intended to deceive a third party, a regulator or a tax authority;
  • upload malware, or anything that harms, disables or overburdens the Services or the infrastructure they run on;
  • attempt to gain unauthorised access to the Services, to other accounts, or to the underlying systems. Good-faith security research is welcome — tell us at support@hiranyavarna.com, give us reasonable time to fix the issue before disclosing it, and do not access, alter or exfiltrate anyone else’s data in the course of finding it. We will not pursue you for research conducted on those terms;
  • scrape, crawl, or use automated means to extract data other than through an API we provide, or exceed documented rate limits;
  • resell, sublicense or provide the Services to third parties as a service bureau, except as an accounting or bookkeeping practice acting for its own clients;
  • reverse-engineer, decompile or attempt to derive source code, except to the extent that restriction is unenforceable by law;
  • remove or obscure proprietary notices, or use our name, logo or marks without permission;
  • send unsolicited bulk email or other unsolicited communications through the Services.

Data you must not put into the Services

Spheyas is not built to hold sensitive categories of data, and holding them would pull both of us into regulatory regimes the product is not designed for. Do not enter into any field:

  • payment card numbers, CVVs, or full bank account credentials;
  • personal identity numbers — Social Security numbers used to identify a person, Aadhaar numbers, passport or driving licence numbers;
  • health or medical information;
  • biometric data.

Tax identifiers are expected and fine — an EIN, TIN, VAT number, GSTIN, PAN or equivalent belongs on an organization or contact record, and invoices legally require them. Aadhaar is the deliberate exception: it is an identity number, no invoice needs it, and it carries storage rules of its own.

If you do enter prohibited data, you are responsible for the consequences, and we may remove it.

Enforcement. We may investigate suspected breaches and may suspend access where necessary to protect the Services, other customers, or third parties. We will restore access as soon as the cause is resolved, and — except where delay would cause harm or is legally prohibited — we will tell you why.

9. Third-party services

The Services rely on third parties, including Stripe and PayPal for payments and the hosting and email providers listed in our privacy notice. Their own terms and privacy policies apply to your use of them. We are not responsible for those services, and their acts or omissions are outside our control.

10. Confidentiality

Each of us will protect the other’s confidential information, use it only for the purposes of these terms, and not disclose it except to personnel and advisers who need it and are bound by equivalent obligations, or where legally required — in which case, where lawful, we will give the other reasonable notice.

11. Service availability

We aim to keep the Services available continuously, but at this stage we do not offer a service level agreement and do not guarantee any level of uptime or availability. The Services may be unavailable because of maintenance, updates, failures of third-party infrastructure, or events outside our control. We will give advance notice of planned maintenance where practical, and we will work to restore the Services promptly. No credits, refunds or other remedies are offered for downtime, except as expressly stated in the money-back guarantee above.

Force majeure. Neither party is liable for a failure to perform caused by events beyond its reasonable control — including war, civil unrest, natural disaster, epidemic, government action, failure of the public internet or of a utility, or the failure of a third-party infrastructure provider. This does not excuse any obligation to pay.

12. Warranties and disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”, AND WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY CALCULATION, REPORT OR OUTPUT WILL BE ACCURATE OR SUITABLE FOR YOUR TAX, ACCOUNTING OR REGULATORY PURPOSES.

We take security seriously and use the measures described in our privacy notice, but no method of transmission or storage is completely secure.

13. Limitation of liability

No indirect or consequential damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, ANTICIPATED SAVINGS, OR LOSS OR CORRUPTION OF DATA, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (a) THE TOTAL FEES YOU ACTUALLY PAID US FOR THE SERVICES IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY, AND (b) ONE HUNDRED US DOLLARS (US$100).

What the cap does not cover. The cap does not apply to: (a) your obligation to pay fees you owe; (b) either party’s indemnity obligations under section 14; (c) either party’s gross negligence, wilful misconduct or fraud; or (d) any liability that cannot lawfully be limited or excluded, including death or personal injury caused by negligence.

The list is deliberately short. Every carve-out is a hole in the cap, and a sole proprietor’s cap is the only thing standing between a dispute and personal assets.

Basis of the bargain. The disclaimers and limits in sections 12 and 13 are a fundamental basis of the bargain and apply even if a limited remedy fails of its essential purpose.

14. Indemnities

By you. You will defend and indemnify us against third-party claims arising from Your Data, from your use of the Services in breach of these terms, or from your breach of section 8. This includes a claim by one of your own customers, suppliers or clients about a document you raised or data you entered.

By us. We will defend and indemnify you against third-party claims that the Services, as provided by us and used in accordance with these terms, infringe that third party’s intellectual property rights.

This does not cover claims arising from: Your Data; modifications made by anyone other than us; combination of the Services with anything we did not supply, where the claim would not have arisen without that combination; or your continued use of an allegedly infringing version after we have offered you a non-infringing one.

If such a claim is made, our options are, in order: obtain the right for you to keep using the Services; modify them so they no longer infringe; or, if neither is commercially reasonable, terminate the affected Services and refund any fees you have prepaid for the period you will not receive. That ladder is the whole of the remedy. Our obligation under this paragraph is subject to the cap in section 13.

Process. The party seeking indemnity must notify the other promptly, allow the indemnifying party to control the defence and settlement, and give reasonable cooperation at the indemnifying party’s expense. No settlement that admits fault or imposes an obligation may be made without the indemnified party’s consent, not to be unreasonably withheld.

15. Disputes: talk first, then arbitration

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO GO TO COURT AND TO PARTICIPATE IN A CLASS ACTION.

  • Step one — talk to us. This step is mandatory. Before either of us starts formal proceedings, the complaining party must send the other a written description of the dispute and the relief it wants, to support@hiranyavarna.com or to the postal address below. We will then both try in good faith to resolve it for 30 days. Most disputes end here, and neither of us may begin arbitration until this period has run.
  • Step two — binding individual arbitration. Any dispute not resolved at step one will be settled by final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before one arbitrator, seated in Wilmington, Delaware, USA, conducted in English. The arbitration may be conducted by videoconference, and hearings will be held by videoconference unless both of us agree otherwise, so that neither side has to travel to take part. Judgment on the award may be entered in any court of competent jurisdiction.
  • Class action waiver. Any dispute must be brought in your individual capacity, and not as a plaintiff or class member in any class, collective, consolidated or representative proceeding. The arbitrator may not consolidate claims or preside over any form of representative proceeding.
  • Exceptions. Either of us may, without going through steps one and two, bring an individual claim in a small claims court with jurisdiction, or seek injunctive or equitable relief in a court of competent jurisdiction to protect intellectual property or confidential information. In addition, we may bring proceedings in the courts of India — the courts of Nashik, Maharashtra, or any other court with jurisdiction over you — to recover fees you have not paid, or to act on infringement of our intellectual property.
  • Costs. Each party bears its own legal costs. Filing and arbitrator fees are allocated under the AAA rules, except that where your claim is for US$10,000 or less, we will pay the arbitration filing and arbitrator fees unless the arbitrator finds the claim frivolous.

16. Governing law and venue

These terms and any dispute arising out of them are governed by the laws of the State of Delaware, USA, without regard to conflict-of-laws rules. Subject to section 15, the state and federal courts located in Wilmington, Delaware have exclusive jurisdiction over anything not resolved by arbitration or in a small claims court, and both of us consent to their jurisdiction.

The UN Convention on Contracts for the International Sale of Goods does not apply.

If you are resident in a jurisdiction whose law grants you rights that cannot be contracted out of, those rights continue to apply and nothing in these terms removes them.

17. Suspension and termination

  • By you. You may cancel at any time from within Spheyas — no notice period, no phone call, no email. Your plan stays active until the end of the period you have paid for, then does not renew.
  • By us, for cause. We may suspend or terminate immediately if you materially breach these terms and either cannot remedy the breach or do not remedy it within 14 days of us telling you about it, or if you become insolvent or subject to insolvency proceedings.
  • By us, without cause. We will give you at least 30 days’ notice, and refund fees you have paid for any period you will no longer receive.

What survives. Sections 5 (ownership), 6 (export and deletion), 7 (records), 10 (confidentiality), 12 (disclaimers), 13 (liability), 14 (indemnities), 15 (disputes) and 16 (law and venue) survive termination.

18. Changes to these terms

We may update these terms. Changes are never applied retrospectively. We will give you at least 30 days’ notice by email or through the Services before a material change takes effect, and we will ask you to agree to the new version — by email, or in the product — rather than treat your continued use as acceptance. If a change is unacceptable to you, you may cancel before it takes effect.

19. General

  • Entire agreement. These terms, the pricing page and the privacy notice are the entire agreement between us on their subject matter.
  • Assignment. You may not assign these terms without our written consent. We may assign them in connection with a sale or reorganisation of the business, including the incorporation of the proprietorship into a company, on notice to you. Where the business is incorporated, we will ask you to accept the terms again in the name of the new entity rather than rely on this clause alone.
  • Severability. If any provision is held unenforceable, the rest remains in effect and the provision is modified to the least extent necessary.
  • No waiver. Failure to enforce a provision is not a waiver of it.
  • Notices. We will send notices to the email address on your account; keep it current. Notices to us go to support@hiranyavarna.com, and for formal legal notice, to the postal address below.
  • No third-party beneficiaries. These terms create no rights for anyone other than you and us.
  • Relationship. Nothing creates a partnership, agency, joint venture or employment relationship.
  • Export and sanctions compliance. You confirm you are not located in, or ordinarily resident in, a country or region subject to comprehensive sanctions, and that you are not a person with whom dealings are prohibited under applicable sanctions or export-control laws.

20. Contact

Neelabh Suhas Katte, trading as Hiranyavarna
7, Tara Apt, Sharanpur Road, Tilakwadi, Nashik 422002, Maharashtra, India
support@hiranyavarna.com
www.hiranyavarna.com