HELM STANDARD TERMS AND CONDITIONS OF SALE
THE TERMS AND CONDITIONS OF SALE (THIS “AGREEMENT”) CONTAINED HEREIN APPLY TO ALL QUOTATIONS, PURCHASE ORDERS, ACKNOWLEDGMENTS AND OFFERS FOR PRODUCTS ISSUED OR RECEIVED BY HELM (“SELLER”) TO OR FROM BUYER (“BUYER”).
1. SOFTWARE INSTALLED ON PRODUCTS. Buyer acknowledges that all software contained on the device obtained by Buyer from Seller (“Product” or “Helm Personal Service”) are proprietary to Seller and its licensors and are subject to copyrights owned by Seller and its licensors. Any references to “purchases” of software products signify only the purchase of a license to use the software product in question. Buyer shall acquire title solely to the hardware on which the software was installed and not the software itself, which is solely licensed to Buyer, subject to separate licensing terms that may be made available to Buyer.
2. PRODUCT WARRANTY DISCLAIMER.
The warranty for the Helm Personal Server is set forth in the Limited Warranty that accompanies the device and is available athttps://thehelm.com/legal/. This section does not affect in any way our Limited Warranty or our return and refund policy athttps://thehelm.com/legal/ for the Helm Personal Server.
THE PRODUCTS ARE PROVIDED “AS IS”, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. SELLER SPECIFICALLY (BUT WITHOUT LIMITATION) DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE PRODUCTS, INCLUDING BUT NOT LIMITED TO (I) ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (II) ANY WARRANTIES OR CONDITIONS ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. SELLER DOES NOT WARRANT THAT THE PRODUCTS OR ANY PART THEREOF, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY BUYER FROM THE PRODUCTS WILL CREATE ANY WARRANTY OR CONDITION REGARDING SELLER, OR THE PRODUCTS THAT IS NOT EXPRESSLY STATED IN THESE TERMS. BUYER UNDERSTANDS AND AGREES THAT BUYER’S USE OF THE PRODUCTS IS AT BUYER’S OWN DISCRETION AND RISK.
At Buyer’s request, Seller may, at Seller’s discretion, furnish technical assistance with respect to the Product. Seller may contact Buyer for support as follows:
Email:
support@thehelm.com
In writing:
Helm
11410 NE 124th St #689
Kirkland, WA 98034
3. OPEN SOURCE SOFTWARE. The Product contains open source software or third party software. Any such software is made available to Buyer under the terms of the applicable licenses. Buyer acknowledges that it has reviewed and agreed to the applicable notices and license terms at the following location:https://thehelm.com/legal/
4. DOMAIN NAME REGISTRATION. Upon use of the Product, Buyer may be prompted to register a domain. Buyer will comply with all instructions presented during domain registration and such registration may be subject to additional terms and conditions that will be presented to Buyer. Registration of a domain name using the device does not confer ownership of that domain to Buyer. Seller will own and maintain the domain registration for Buyer’s use in connection with the Product for a period of one year from registration. Buyer may also request that Seller transfer the domain registration to another registrar, and Buyer will refund Seller any costs associated with the transfer.
5. PRIVACY POLICY. Use of the Product is subject at all times to Buyers Privacy Policy, available at the following location:https://thehelm.com/legal/
6. CONFIGURATION AND ROUTING. Use of the Product as an email server requires connection to a configuration and routing service (“Routing Service”). Seller provides the Routing Service as a subscription to Buyer for a period up to one year from the first date of usage of the Product. The Routing Service may be subject to additional terms and conditions that will be presented to Buyer. Seller reserves the right to cease providing the Routing Service for any reason or for no reason. The subscription to the Routing Service will automatically renew unless the Buyer initiates a cancellation by contacting Seller.
7. BUYER INDEMNITY. Buyer shall indemnify, defend and hold Seller harmless from and against any and all claims brought by any third party against Seller or its suppliers arising out of or related to Buyer’s use or distribution of the products purchased hereunder; provided, however, that Seller: (a) gives immediate written notice to Buyer of the institution of the suit or proceedings; and (b) permits Buyer through its counsel to defend the same and gives Buyer all needed information, assistance and authority to enable Buyer to do so.
8. STRIPE PAYMENTS. In order to make certain payments to Seller, Buyer may be required to provide credit card or bank account details to Seller and Stripe, the payment service provider retained by Seller (“Stripe”). Payment processing services by Stripe and are subject to the Stripe Services Agreement, which includes Payment Terms (collectively, the “Stripe Services Agreement”). By agreeing to this Agreement or making any payment through Stripe on the Service, Buyer agrees to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Seller enabling payment processing services through Stripe, Buyer agree to provide Seller accurate and complete information about Buyer, and Buyer authorizes Seller to share it and transaction information related to Buyer’s use of the payment processing services provided by Stripe.
9. LIMITATION OF LIABILITY. (a) IN NO EVENT SHALL SELLER BE LIABLE TO BUYER OR ANY THIRD PARTY FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS BY BUYER, OR FOR ANY LOSS OF PROFITS OR LOSS OF USE, INCLUDING LOSS OR DAMAGE TO ANY NETWORKS, SYSTEMS, DATA OR FILES, CORRUPTION OF ANY NETWORK, SYSTEMS DATA OR FILES, COMPUTER FAILURE OR MALFUNCTION, OR FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, EXEMPLARY, INDIRECT OR OTHER DAMAGES HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, ARISING OUT OF THIS AGREEMENT, WHETHER OR NOT SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. THIS EXCLUSION ALSO INCLUDES ANY LIABILITY THAT MAY ARISE OUT OF THIRD PARTY CLAIMS AGAINST BUYER. SELLER ASSUMES NO OBLIGATIONS OR LIABILITY OF ANY KIND WITH RESPECT TO INFRINGEMENTS OR ALLEGED INFRINGEMENTS OF UNITED STATES OR FOREIGN PATENTS, COPYRIGHTS, TRADEMARKS, OR OTHER PROPRIETARY RIGHTS ARISING OUT OF BUYER’S PURCHASE, USE, OR POSSESSION OF SELLER’S PRODUCTS AND BUYER ASSUMES ALL SUCH RISK. IN NO EVENT SHALL SELLER’S LIABILITY ARISING OUT OF THIS AGREEMENT EXCEED THE PURCHASE PRICE OF THE PRODUCT PAID BY BUYER TO SELLER.
(b) THE ESSENTIAL PURPOSE OF THIS PROVISION IS TO LIMIT THE POTENTIAL LIABILITY OF SELLER ARISING OUT OF THIS AGREEMENT AND/OR SALE OF THE PRODUCT TO BUYER, AND THE PARTIES EXPRESSLY AGREE WITH THE RESULTING ALLOCATION OF RISK.
10. PROPRIETARY RIGHTS. Buyer acknowledges that the Product sold by Seller hereunder contains and embodies trade secrets belonging to Seller and Buyer shall not reverse engineer any products purchased hereunder. In addition to the foregoing, Seller and its licensors and suppliers own all rights, title and interest in and to all other intellectual property rights, including patent and copyrights, embodied by or reflected in the Product. Except for the limited license granted to software in Section 1, no licenses are granted hereunder and Seller retains for itself all proprietary rights in and to all designs, engineering details, and other data pertaining to any products.
11. FEEDBACK. If Buyer provides any feedback to Seller concerning the functionality or performance of the Product (including identifying potential errors and improvements), you hereby assigns to Seller all right, title, and interest in and to the feedback, and Seller is free to use the feedback without payment or restriction.
12. NOTICES. Any notice contemplated by or made pursuant to this Agreement shall be in writing and shall be deemed delivered on the date of delivery if delivered personally, or three (3) days after mailing if placed in the U.S. mail, postage prepaid, registered or certified mail, return receipt requested, addressed to Buyer or Seller (as the case may be) at the designated address, or such other address as shall be designated by at least ten (10) days prior written notice.
13. IMPORT AND EXPORT REQUIREMENTS. Buyer shall, at its own expense, pay all import and export licenses and permits, pay all value-added and other VATs, customs charges and duty fees, and take all other actions required to accomplish the export and import of the products purchased by Buyer. Buyer understands that Seller may be subject to regulation by agencies of the U.S. government, including the U.S. Department of Commerce, which prohibit export or diversion of certain technical products to certain countries. Buyer warrants that it will comply in all respects with the export and re-export restrictions set forth in the export license for every product shipped to Buyer.
14. APPLICABLE LAW AND CONSENT TO JURISDICTION. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF THE STATE OF WASHINGTON, WITHOUT REGARD TO CHOICE OF LAW PROVISIONS. THE UNITED NATIONS CONVENTION ON THE INTERNATIONAL SALE OF GOODS SHALL NOT APPLY TO THIS AGREEMENT OR TO ANY OF THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT. This Agreement will be deemed made and entered into in King County, Washington. The parties hereby submit to the jurisdiction of, and waive any venue objections against, the United States District Court for the Western District of Washington and the Superior and Municipal Courts of the Seattle, Washington, in any litigation arising out of this Agreement.
15. ASSIGNMENT. This Agreement shall bind and inure to the benefit of Seller’s successors and assigns, including without limitation, any entity into which Seller shall merge or consolidate. Buyer may not assign, directly or indirectly, by operation of law or otherwise, any of Buyer’s rights or obligations under this Agreement without Seller’s prior written consent. Any attempted assignment, delegation, or transfer by Buyer without such consent of Seller shall be void.
16. ENTIRE AGREEMENT. The terms and conditions set forth herein constitute the entire Agreement between Buyer and Seller and supersede any other agreements or offers, including any purchase order of Buyer, prior or contemporaneous oral or written understandings, or communications relating to the subject matter hereof.
Last Updated: September 1, 2018
Welcome, and thank you for your interest in Helm (“Helm”, “we,” or “us”) and our website athttps://thehelm.com(the “Site”), as well as all related websites, networks, applications, hardware devices and other services provided by us and on which a link to this Privacy Policy (this “Policy”) is displayed (collectively, together with the Site, our “Service”).
This Policy describes the information that we gather from you on the Service, how we use and disclose such information, and the steps we take to protect such information. By using the Service, you consent to the privacy practices described in this Policy.
This Policy is incorporated into and is subject to the terms that may have been provided to you when you purchased a device from Helm.
Information We Collect on the Service:When you use the Service, you will provide and we will collect what is generally called personally identifiable information, or personal information, which is information that specifically identifies an individual. For the purposes of this Policy, we refer to such information as “Personal Information.” Examples of Personal Information include name, email address (both the one you use to register for the Service and the one you create as part of the Service), domain name, telephone number and credit card or other billing information. Personal Information may also include other information, such as geographic area, or device preferences, when that information is linked together with information that identifies a specific individual. You may provide us with Personal Information in various ways on the Service. For example, you provide us with Personal Information when you register for an account, use the Service, or send us customer service-related requests.
Our devices also collect data based on your status of the device. Examples of the types of data our devices collect include temperature, firmware version, data stored, uptime, wifi characteristics, and memory utilization.
How We Use the Information We Collect. We use information we collect on the Service in a variety of ways in providing the Service and operating our business, including the following:
- We use the information that we collect on the Service to operate, maintain, enhance and provide all features of the Service, to provide services and information that you request, to respond to comments and questions and otherwise to provide support to users.
- We use the information that we collect on the Service to understand and analyze the usage trends and preferences of our users, to improve the Service, and to develop new products, services, features, and functionality.
- We may use your email address or other information we collect to contact you for administrative purposes such as customer service or to send communications, relating to products and services offered by us. Generally, you have the ability to opt out of receiving promotional communications as described below under “Your Choices.”
When We Disclose Information. Except as described in this Policy, we will not disclose your information that we collect on the Service to third parties. We may disclose information to third parties in the following circumstances:
- We work with third party service providers to provide website, application development, hosting, maintenance, and other services for us. These third parties may have access to or process your information as part of providing those services for us. Generally, we limit the information provided to these service providers to that which is reasonably necessary for them to perform their functions, and we require them to agree to maintain the confidentiality of such information.
- We may disclose your information if required to do so by law, in response to a court order, judicial or other government subpoena or warrant.
- We also reserve the right to disclose your information that we believe, in good faith, is appropriate or necessary to (i) take precautions against liability, (ii) protect ourselves or others from fraudulent, abusive, or unlawful uses or activity, (iii) investigate and defend ourselves against any third-party claims or allegations, (iv) protect the security or integrity of the Service and any facilities or equipment used to make the Service available, or (v) protect our property or other legal rights (including, but not limited to, enforcement of our agreements), or the rights, property, or safety of others.
- Information about our users, including Personal Information, may be disclosed and otherwise transferred to an acquirer, successor, or assignee as part of any merger, acquisition or sale of assets.
Your Choices
You may, of course, decline to share certain Personal Information with us, in which case we may not be able to provide to you some of the features and functionality of the Service. You may update, correct, or delete your account information and preferences at any time by accessing your account preferences page on the Service.
If you wish to access or amend any other Personal Information we hold about you, you may contact us at support@thehelm.com. Please note that while any changes you make will be reflected in active user databases within a reasonable period of time, we may retain all information you submit for backups, archiving, prevention of fraud and abuse, analytics, satisfaction of legal obligations, or where we otherwise reasonably believe that we have a legitimate reason to do so. If you receive commercial email from us, you may unsubscribe at any time by following the instructions contained within the email. You may also opt out from receiving commercial email from us by sending your request to us by email at privacy@thehelm.com or by writing to us at the address given at the end of this policy. We may allow you to view and modify settings relating to the nature and frequency of promotional communications that you receive from us in user account functionality on the Service.
Please be aware that if you opt out of receiving commercial email from us or otherwise modify the nature or frequency of promotional communications you receive from us, it may take up to ten business days for us to process your request, and you may continue receiving promotional communications from us during that period. Additionally, even after you opt out from receiving commercial messages from us, you will continue to receive administrative messages from us regarding the Service.
Data Security
We use certain physical, managerial, and technical safeguards that are designed to improve the integrity and security of Personal Information that we collect and maintain. We cannot, however, ensure or warrant the security of any information you transmit to us or store on the Service, and you do so at your own risk.
Please be aware that no security measures are perfect or impenetrable. We cannot and do not guarantee that your information will not be accessed, viewed, disclosed, altered, or destroyed by breach of any of our physical, technical, or managerial safeguards.
International Visitors
The Service is hosted in the United States and is intended for visitors located within the United States. If you choose to use the Service from the European Union or other regions of the world with laws governing data collection and use that may differ from U.S. law, then please note that you are transferring your Personal Information outside of those regions to the United States for storage and processing. Also, we may transfer your data from the U.S. to other countries or regions in connection with storage and processing of data, fulfilling your requests, and operating the Service. By providing any information, including Personal Information, on or to the Service, you consent to such transfer, storage, and processing.
Changes and Updates to this Policy
Please revisit this page periodically to stay aware of any changes to this Policy, which we may update from time to time. If we modify this Policy, we will make it available through the Service, and indicate the date of the latest revision. In the event that the modifications materially alter your rights or obligations hereunder, we will make reasonable efforts to notify you of the change. For example, we may send a message to your email address, if we have one on file, or generate a pop-up or similar notification when you access the Service for the first time after such material changes are made. Your continued use of the Service after the revised Policy has become effective indicates that you have read, understood and agreed to the current version of this Policy.
Our Contact Information
Please contact us with any questions or comments about this Policy, your Personal Information, our use and disclosure practices, or your consent choices by email atsupport@thehelm.com or send mail to:
Helm
11410 NE 124th St #689
Kirkland, WA 98034
Helm warrants that your Helm hardware product (“the Product”) will be free from defects in materials and workmanship for a period of one (1) year from the date of delivery to the original retail purchaser (“the Warranty Period”). If a defect in the Product arises within the Warranty Period, Helm will, at its sole option and subject to applicable laws: (a) repair or replace it with a new or refurbished product or component; or (b) refund the original purchase price upon return of the defective Product. This Warranty does not apply to (x) Products you purchase from unauthorized resellers; (y) where the instructions for use and activation of the Product are not complied with; (z) where the Product is damaged as a result of abuse, accident, unauthorized modification or other causes beyond our reasonable control.
Some jurisdictions do not allow limitations on how long an implied warranty lasts, so the warranty limitations may not apply to you. This warranty gives you specific legal rights, and you may also have other rights which vary by jurisdiction.
Claims process: To obtain remedies under this Warranty, Helm must receive Consumer’s claim before the end of the Warranty Period. Consumer must obtain a Return Material Authorization (“RMA”) from Helm and return the defective Product together with proof of purchase to the address specified by Helm in connection with the RMA. Consumer shall bear the cost of shipping the Product to Helm. By sending the Product, Consumer agrees to transfer ownership to Helm. Helm may not return the original Product to Consumer.
Helm warrants that any repaired or replaced Product is covered for the remainder of the original Warranty Period. If the claim is justified based on this Warranty, Helm shall bear the cost of shipping the repaired or replacement Product to the Consumer. Any Product returned to Helm without a valid warranty claim or without a RMA may be rejected, returned at sender’s cost (subject to prepayment) or disposed of in Helm’s sole discretion.
ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE PRODUCTS ARE LIMITED TO THE DURATION OF THE APPLICABLE EXPRESS WARRANTY. ALL OTHER EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF NON-INFRINGEMENT, ARE DISCLAIMED.
UNLESS OTHERWISE REQUIRED BY LAW, IN NO EVENT SHALL HELM BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS OR DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE HELM PRODUCTS, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF HELM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
To return your Helm under warranty, please follow instructions outlined at:
https://thehelm.com/rma
Helm offers a 30 Day Money Back guarantee for all Helm Personal Servers ("Product") purchased on thehelm.com. If you are not satisfied with your purchase, requests for refund can be submitted up to 30 Days from the date of shipment. To qualify for refund, the below conditions must be met.
- A Return Merchandise Authorization (RMA) must be requested from the Helm support team within 30 days of the date of shipment of the Product.
- An RMA must be requested by contacting our support team atsupport@thehelm.com.
- To qualify for a full refund, all accessories included with the Product must be included with the returned order.
- You may be required to provide proof of purchase details to obtain an RMA.
- Returned Product must be in good physical condition. It must be shipped in the original packaging or packaging ensuring the same level of protection.
- Returned Product must be received by Helm within 14 days of an RMA number being issued.
Additionally:
- Refunds will be processed within 2 weeks of Helm’s receipt of the Product.
- Refunds will be reimbursed to the original card used for purchase.
- The customer assumes all risk of loss or damage to the Product while in transit to Helm. If the Product is returned to Helm without a valid RMA or without all pieces included in the original package, Helm retains the right to either refuse delivery of the return or deduct from the refund a restocking fee equal to the retail value of the missing parts.
Helm iOS mobile app -iOS attribution notice
Helm Android mobile app -Android attribution notice
Helm Sync mobile app -Helm Sync attribution notice
Helm Personal Server -Device attribution notice
Open Source distribution
The software included in this product contains copyrighted software that is licensed under the GPL. A copy of these licenses is included in the Helm app’s "Help" section under the "Legal" subsection and on Helm website’s "Legal" section under the section "Open source compliance" by clicking the “iOS attribution notice”, "Android attribution notice", and "Device attribution notice" links. You may request a copy of the source by e-mailing: support@thehelm.com with "Source for Helm Personal Server" in the subject line. This offer is valid to anyone in receipt of this information. You may obtain the complete corresponding source code from us for a period of three years after our last shipment of this product by sending a money order or check for $5 to:
Helm
ATTN: Helm Legal Open Source Code Distribution
11410 NE 124th St #689
Kirkland, WA 98034.
Please write “Source for Helm Personal Server” in the memo line of your payment.