Terms of Service | HeCheng (Asia) Limited

You are reading the terms that apply to any integrated systems design work you request from HeCheng (Asia) Limited. Please read them at least as carefully as you read the quote you were sent, because together the quote and these terms form the whole contract between you and the studio. The wording deliberately avoids legalese where plain English carries the same meaning.

1. The agreement and its parts

An agreement between a client and the studio is formed only when both sides have signed a commissioning document or, for a smaller commission, have exchanged emails that clearly set out the scope, the price and the acceptance of these terms. We call that moment the agreement date, and from that moment these terms bind both the client and HeCheng (Asia) Limited.

The agreement consists of three documents read together. The first is this terms page. The second is the quoting document, which names the pane to be built, the fee and the delivery date. The third is the scoping document produced at the survey stage, which records the detail of what we will and will not do. If these documents disagree, the scoping document governs the detail, the quoting document governs the price, and this page governs any gap that neither covers.

No writing that predates these terms, and no brochure language on an older website page, overrides what you sign here. If a supplier of yours or a salesperson of ours mentioned a promise in passing, that promise carries weight only when it appears in the signed documents.

The studio reserves the right to refuse a commission. Accepting your enquiry places no obligation on us until the agreement date has passed, and you may withdraw an enquiry at any time before then without charge.

2. The two parties

The party providing the services is HeCheng (Asia) Limited, a company registered in Hong Kong with its registered address at Rm 1403 14/F S U P TWR, 75-83 KINGS RD, North Point, Hong Kong (HK). The word studio in these terms always means that company, and the studio is led by its founder He Cheng.

HeCheng (Asia) Limited
Rm 1403 14/F S U P TWR
75-83 KINGS RD, North Point
Hong Kong (HK)

Email: support@hecheng.buzz
Phone: +16015319498

The party requesting the services is the client named on the commissioning document. The client confirms that the person signing it holds authority to bind the client organisation, and the studio relies on that confirmation honestly.

Nothing in these terms creates a partnership, an employment relationship or a joint venture between the two sides. Each keeps its own identity, its own obligations and its own name before the public.

3. Scope of the services

The studio provides computer integrated systems design and related professional, scientific and technical services. In plain terms this work spans enterprise systems integration, custom software architecture, cloud infrastructure design, legacy system modernisation, data pipeline engineering and the design of service and support platforms, together with any related work that the scoping document describes.

The services are performed by the people of HeCheng (Asia) Limited and by any named specialist brought in under section 14 of these terms. The studio does not subcontract the core of a commission without telling you first, and it never subcontracts the ownership of the result.

A description of a service on any sales page of this website is an illustration of capability, not a fixed specification. The services you are actually owed are the ones described in your scoping document, which will usually be fuller and always be more precise than a marketing paragraph.

We design systems for the computer integrated systems design sector and for the operations that rely on it. If your needs fall outside that line of work, a scoping conversation will say so plainly at the start rather than halfway through.

4. Quotations and pricing

Every quotation is issued against a described scope, and every quotation is open for acceptance for the period stated in it, commonly thirty days. After that window the studio may revise a price, because the cost of the tooling behind it can move even while we are talking.

A quotation records a fixed price for a fixed described scope, so that you can approve a figure rather than a hope. Where your request could sensibly be delivered in more than one way, the quotation sets out the option and the price of each, and you choose before any work that could bind a larger invoice begins.

Quoted prices are stated in the currency shown on the face of the quotation and do not include any value added or similar tax unless the quotation says otherwise. Any duty, levy or withholding that the law places on the fee is a responsibility of the party on whom the law places it, and each side cooperates so that neither pays twice.

A quotation is not a promise to deliver a result that lives outside the agreed scope, such as a specific commercial outcome or a promise of profit from the software we deliver. We promise professional workmanship, not a market outcome that no honest designer can guarantee.

5. Fees, invoices and payment

The client pays the fees set out in the quotation and in the schedule that accompanies it. For a larger commission the fee is usually staged, so that each stage is funded as it is genuinely reached rather than all at once at the start. The schedule names each stage, the amount due and the moment at which it becomes due.

The studio issues an invoice when a staged payment falls due, and payment is due within the period named on the invoice, commonly fourteen or thirty days. A reasonable deposit for the earliest work of a first commission may be requested, and it is set out in the quotation so that it never arrives as a surprise.

If a payment is late, the studio may pause work on that commission until the overdue amount is cleared. Interest on late payment accrues at the modest rate that the law of Hong Kong allows, and the studio waives that interest when we are dealing with an honest client who simply fell behind by a few days.

The client pays the studio only the amounts agreed, and the studio makes no hidden claim for expenses that were never written down. Reasonable travel and shared costs are quoted before they are incurred wherever that is workable.

6. The survey stage

Many commissions begin with a survey, which is a read-only look at the client existing systems, its data, its people and its risks. The survey is quoted as a fixed and modest fee and is designed to answer one question before any building begins: what exactly stands today and what exactly is straining.

During the survey the studio needs honest access. You give us a named person who can explain each system, and you arrange for us to read the documentation and the configurations that the scope requires. We treat everything we see as confidential under section 9 of these terms.

The deliverable of the survey is a written ledger and a pattern: a plain record of what the studio found, what we propose, what it would cost and where the risk lies. That document is yours to keep whether or not the commission proceeds.

Where the survey uncovers a risk to the whole estate that the client had not seen, the studio says so directly. A good glazier warns of a crack in the wider window even when the client has only asked about a single pane.

7. Deliverables and ownership

Each commission names the deliverables that the studio will hand over. A deliverable may be a working system, a set of running pipelines, a redesigned architecture, a modernised piece of software or a documented service platform, together with the drawings, the source records, the configuration and the operating notes needed to run it.

Deliverables are delivered in the state described in the acceptance plan of section 15 of these terms. The studio delivers the current version of any third party component it lawfully uses, together with the evidence that its licence permits the client use.

A deliverable is not abandoned at the client door. The studio explains how to operate what it has built, hands over the records that make the estate legible to a new keeper, and offers a defined support window under section 16 so that the pane is never left unlit.

Ownership of each category of material is set out in section 18 of these terms, and it is worth a quick read because it distinguishes the work the client buys outright from the underlying tools that remain licensed rather than owned.

8. Client data and access

The client owns its data. Everything your operation produces, records or receives remains the client property, and the studio holds it only to the extent a running machine or a working set of notes requires at any moment. When the reason for holding a copy ends, the copy is deleted under the schedule agreed between the sides.

Where the studio operates a system that touches the personal information of the client customers, the client remains the controller and the studio acts under the written role set out in the privacy policy of this site and in the client agreement. The studio never treats client customer data as its own asset to reuse or to sell.

For access, the studio asks only for what a stage needs and names a recipient for each access so that nobody wanders through the whole estate without a map. If the studio no longer needs a standing access, we give it up rather than quietly retaining a key.

At the end of a commission, the client may ask for a complete copy of the materials that remain physically with the studio, and we will return that copy and then delete the working copies in the normal housekeeping described in our privacy policy.

9. Confidentiality

Both sides keep confidential everything they learn about the other in the course of a commission: the client business plans, the studio methods and fees, the identity of prospects, and the shape of the systems under construction. Confidential information is used only for the commission and is not disclosed to anyone who does not also need to know it for that same purpose.

Confidentiality does not apply to material that is already public, that the owner has released, that a side receives fairly from a third source, or that the law compels a side to disclose. Where the law compels a disclosure, the side compelled tells the other in advance wherever that is lawful, so that neither is taken by surprise.

The duty of confidence survives the end of a commission. A system the studio once designed for one operation is not turned into a case study for another operation without the first operation written permission, and the studio asks for that permission with full names shown.

Because the founding principle of the studio is that one team answers for the whole window, confidentiality flows both ways with equal strength and is written to favour neither side alone.

10. Materials and third party licences

The studio builds its systems from a mix of bespoke work and carefully chosen third party components: databases, frameworks, libraries and services. Each third party component is used under the terms of its own licence, and responsibility for that component follows the ordinary rules of that licence rather than a promise by the studio to rewrite the world.

Where the studio chooses a component with an obligation attached, such as a source-disclosure or attribution duty, the studio either meets the duty for the client or tells the client plainly what the client must do to stay within the rules. The client is not expected to read the fine print of every library alone.

A gifted-looking component that carries a hostile licence is rejected at the survey door. He Cheng reviews the licence of material that will sit in the delivered estate, because a licence surprise in year three is a poor gift to a client who trusted the bench.

The client uses each delivered system for the purpose described in the scoping document. Re-selling a studio component to a stranger as if it were the client own work is not permitted, because the underlying tools remain licensed to the client rather than owned by it.

11. Duties of the client

A smooth commission is built jointly, and the client owes the studio a small but real set of duties. The client names a single point of contact who can answer questions and who holds authority to approve the checkpoints that the schedule names. The client gives accurate and timely answers, because the price and the plan of a designed system rest on the truth of what the client reports about its own estate.

The client provides the access that the scope requires at the right moment, and provides the licences, the hardware and the network permissions that the client side of the build needs. Where a customer of the client must be asked before a system can be changed, the client secures that permission and tells the studio when it is safe to proceed.

The client gives prompt feedback at each review point. A system that waits three months at an open checkpoint cannot be delivered on a date that assumed steady progress, and the schedule adjusts fairly to reflect a wait that only the client side could have cleared.

The client pays for the work as it is delivered. That duty is not a request but the standing rule of section 5, and it is repeated here only so that it is read twice by both sides.

12. Duties of the studio

The studio owes the client work carried out with reasonable skill and care by people who know the craft. We meet the milestones we name, we tell the truth when a date is in danger rather than smoothing it over, and we stay within the authority the scoping document grants us instead of quietly inventing a wider scope.

We keep the client informed. A fortnight of complete silence is not the studio way; even a quiet stage produces a short note that names what is done and what comes next, so that the client is never left watching a wall.

We protect the material and the access you trust to us under the confidentiality and security promises of these terms and of our privacy policy, and we never treat a client system as a place to experiment carelessly.

Where a mistake is made, we own it. He Cheng expects each member of the studio to name a fault early, correct it at our cost and check the surrounding panes, because a single unnoticed crack in our own work dishonours the standard we set for the window.

13. Timescales and milestones

The quoting document names the delivery date, which is normally expressed as the end of a stage or a week rather than a single magic afternoon, so that a fair reader of both sides can tell what must happen when. Dates are honest estimates made from the survey and are adjusted only for a change of scope under section 14 or a delay caused by the client side.

The studio tracks each commission against named milestones and reports progress at the checkpoint each milestone names. When a milestone slips, the studio explains why and gives a fresh forecast at once, rather than allowing the whole schedule to drift in silence toward an undeliverable end.

Neither side may claim delay for the other doing exactly what was agreed. If the client promised access on the first of the month and it came on the fifteenth, the schedule moves by the honest amount of the wait, and the studio says so at the time rather than storing it for blame later.

A force of nature that genuinely stops both sides, such as an interruption to the network that carries the work or a law that halts a class of project, pauses the schedule for the length of the interruption. Neither side is penalised for that pause.

14. Changing the scope

Scope changes are normal and welcome, provided they are agreed in writing and priced fairly. A scope change is any request that alters what the scoping document describes: another system to integrate, another pane of data to clean, another country to serve, or another office to bring under the same roof.

Where a change is requested, the studio prices it separately at honest rates and states how the change moves the delivery date. The client approves the price and the new date in writing before the extra work begins, so that no surprise invoice appears at the end of the project.

A change that is small may be handled informally by exchange of email, and it is noted in the project records rather than re-quoted. A change that is large is handled as a new stage with its own quotation, because a large change deserves the same care as the original commission.

If the two sides cannot agree on the price of a change, the scope stays as it was and the original agreed work proceeds without the disputed addition, so that a single negotiation never halts a healthy project.

15. Testing and acceptance

Every pane the studio builds is tested before it is offered to the client, and every pane is accepted before it is counted as delivered. The acceptance plan, agreed at the start of a commission, names the conditions a deliverable must meet to pass.

The studio shows the client how to run the tests and gives the client a stated window in which to raise a genuine fault. Where the client reports a real fault within that window, the studio corrects it at its own cost and the deliverable is re-tested rather than grudgingly pushed through.

Acceptance is not blocked by a dispute over a preference that the scope never promised. If the approved design said the pane would be patina and the client now wishes it were cranberry, that is a scope change under section 14 and not a fault under this section, and the two are priced accordingly.

When a deliverable meets every condition in the acceptance plan, it is signed off as fitted, the studio hands over the operating records, and the support window of section 16 begins.

16. Warranty and post-fit support

Every pane the studio fits carries a warranty period set out in the scoping document, commonly a limited number of months after acceptance. During that window the studio corrects faults in its own work at no charge: defects in the software the studio wrote, misconfigurations the studio made and broken joints the studio soldered.

The warranty does not cover a pane damaged by the client own hands: a change the client made to the studio work without asking, a load the client ran the pane was never sized for, or a partner the client connected that pushed the glass past its design. Those are charged as support at honest rates, because repairing the client own change is a new task rather than a repeat of ours.

Beyond the warranty, the client may choose a standing support arrangement that keeps the studio beside the pane for its working life. Support covers monitoring, updates, the diagnosis of faults and the steady small changes every living system needs, priced in the same plain way as the build.

The studio answers support requests through support@hecheng.buzz and the phone number shown in these terms, and it keeps the channels open during the hours the client has paid for rather than only when our own bench finds it convenient.

17. Limitation of liability

Both sides set sensible limits that let the work proceed without fear mongering. For each claim under a commission, the total liability of the studio to the client is capped at the total fees the client paid for that commission, because it would be unjust for a pane that cost a modest figure to expose the studio to a claim worth a hundred times the whole gentle trade of the quarter.

For claims of loss of profit, loss of revenue, loss of opportunity or loss of anticipated saving that arise from a single instance of professional work, the studio liability is limited to the amount paid for the commission and nothing more, except where the law will not allow a loss to be excluded at all.

Nothing in these terms limits liability for fraud, for death or personal injury caused by negligence, or for any matter the law of Hong Kong holds a party unable to exclude. Those duties are absolute and are stated without a cap.

The client equally protects the studio from claims that flow from the client own data being unlawful, from the client own use of a delivered system beyond its described purpose, or from a change the client made without the studio help. Each side answers for its own pane of the shared window.

18. Intellectual property

The bespoke software, drawings, designs and written records that the studio creates specifically for a client commission become the client property on full payment of the fees for that material. The client may run, change and sell a result that is wholly its own without asking the studio again, subject only to the licences of any third party component inside it under section 10.

The studio keeps the ownership of its own general method: the craft knowledge, the internal tools, the reusable patterns of the trade and the way the team works. Those are not handed over as part of a commission, because they are the studio way of working rather than the client window. The client receives the benefit of them through the work and keeps that benefit, but does not own the bench itself.

Neither side claims ownership of a mark or a name the other already holds. The studio brand and the client brand stay exactly where they stand, and neither suggests that the other endorses a separate venture.

Where the studio reuses a component it wrote for one client only after the first client written permission to turn it into a shared tool, the reuse happens without naming the first client unless the first client permits it.

19. Termination and suspension

Either side may end a commission by written notice if the other commits a serious breach of these terms that it does not put right within a stated period after a written warning. A serious breach includes a refusal to pay, a refusal to provide the access promised, or a disclosure that breaks the confidentiality duty of section 9.

The studio may suspend work immediately, without ending the agreement, where a payment is overdue or where an access the scope needs has been withheld, and it resumes as soon as the matter is cleared. Suspension protects both sides from a half-finished pane that no one asked for.

Because the studio keeps a short bench of carefully prepared work, either side may also end a commission for convenience on written notice of a reasonable period, on terms that are fair to the work already done. Where work is ended before a stage is complete, the client pays a fair proportion for the value received and the studio hands over whatever matching material has genuinely been finished.

On termination, the limits and promises that are meant to survive a commission survive it: the confidentiality duty, the intellectual property position, the warranty on finished panes and the limitation of liability.

20. End of a commission and handover

A commission ends cleanly at the moment of final acceptance and the settlement of the last invoice. At that point the studio hands over the working deliverable and the full operating records, in the version and the formats agreed in the scoping document, so that the pane stands openly and not inside the studio head.

After handover the studio completes the housekeeping named in its privacy policy: it closes the standing accesses it no longer needs, deletes the working copies it has no reason to keep, and leaves the client with a short written note of what remains physically in the studio care and why.

The client keeps the right to return, over the warranty window, with a genuine fault under section 16, and the studio keeps the right to be told of a latent fault honestly rather than through a sudden demand months later. Good keepers of a window report a crack when it is a crack and not when it is a ruin.

Nothing in this section ends a standing support arrangement if the client holds one. A support term runs beside the completed build under its own written agreement, independent of the finished commission.

21. Governing law and disputes

The agreement between the client and the studio is governed by the law of Hong Kong, where HeCheng (Asia) Limited is registered and where the studio bench is kept. Each side submits to the jurisdiction of the courts of Hong Kong for any dispute that the earlier stages of this section do not settle.

Before going to a court, the sides agree to try good faith settlement. A senior member of each side talks, by call or by meeting, about the genuine business at stake, and a written proposal is exchanged so that a dispute is framed as a question to answer rather than a grudge to keep.

If the claim is about the technical quality of a stage, the sides may agree to ask one independent specialist in integrated systems design to review whether the work met the acceptance plan, with that review treated as a careful report rather than as a binding verdict.

Only when settlement and a technical review have both been given a fair chance does a dispute travel to the courts of Hong Kong, which both sides accept without insisting on any other venue.

22. General matters

These terms form the whole agreement between the sides for a commission, and replace any earlier talking that leans another way. A side that fails to insist on a term now is not giving that term up forever; a right is only waived when it is waived in writing, and a single indulgence to a valued client never becomes a habit owed to every future client.

If a single sentence of these terms is held unenforceable by a court, that sentence falls away and the rest of the terms stand, altered as little as possible, so that a small tear in one pane of the agreement does not smash the whole window of the contract.

The studio may update these terms from time to time as its services and the law change. Changes that reach a commission already in progress are agreed with the client; changes that reach the website terms for future commissions are published here with a fresh date, and a new client accepts the wording that stands on the day its commission begins.

Nothing in these terms gives a right to anyone who is not a side to the commission, and the benefits of good work belong to the client that signed for it alone.

23. Contact for these terms

Questions about these terms are answered gladly by the studio before a commission, because a client who understands the bench becomes a calmer partner on it. Put a query in writing and the studio will answer in plain words: