Helio Terms of Service

Last updated: May 15, 2026

1. Acceptance of Terms

By using the website at https://helio.im or any portion of the site (the “Site”) or any related services (including but not limited to Desktop App, APIs, embeds, and other off-site functionality) (the “Services”) provided by Lifecycle AI, LLC, with its registered address at Suite 201, 651 N Broad St, City of Middletown, New Castle, Delaware 19709 (the “Company”, “we”, “us” or “our”), you (“you” or “your”), as the user of the Services, are agreeing to this Helio Terms of Service (“Terms of Service”) and our Privacy Policy. As a user of the Services, you are granted access for your own individual use only. If you use the Services on behalf of a company or other entity then “you” includes you and that entity, and you represent and warrant that (a) you are an authorized representative of the entity with the authority to bind the entity to these Terms of Service, and (b) you agree to these Terms of Service on the entity’s behalf. You also may be subject to additional guidelines, rules, policies or other terms of service posted on portions of the Site.

The Site and Services are intended for use only by users over the age of 13. The Company may, in its sole discretion, modify or revise these Terms of Service at any time, and you agree to be bound by such modifications or revisions. We will notify you by making the revised version available on this web page, and an updated revision date will indicate that changes have been made.

3. Registration

As a condition to using certain aspects of the Helio Service, you will be required to register with the Helio Service and select a password and display name. You may be required to register a user account in order to access certain content or use certain features of our Services. To register an account, access certain features of our Services, we may ask you to provide certain Personal Information (as defined in our Privacy Policy). For the kind of Personal Information we collect, the purposes of the collection, and how we use your Personal Information, please read our Privacy Policy. If you choose to register, you agree to provide and maintain true, accurate, current, and complete information about yourself. You may not share your account credentials or make your account available to anyone else and are responsible for all activities that occur under your account. If you create an account or use the Services on behalf of another person or entity, you must have the authority to accept these Terms on their behalf. You will immediately notify the Company in writing of any unauthorized use of your account, or other account-related security breach of which you are aware.

4. Use of Services

Your Registration Obligations. You may be required to register a user account in order to access certain content or use certain features of our Services. We reserve the right to reject or terminate any display name or username created by you which we deem offensive or inappropriate. We may also terminate your account or access to the Services if you violate these Terms of Service or interfere with the ability of others to enjoy our Services or infringe the rights of others. You are responsible for maintaining the confidentiality of the account and the password to access the account. You are responsible for all activities (whether by you or by others) that occur under your account. You agree to notify us immediately of any unauthorized access to your account, or any other breach of security. You agree to log out your account at the end of each session. We are not responsible for any losses or damage arising from your failure to protect your password or account information.

5. Service Modifications and Availability

The Company reserves the right, at its sole discretion, to modify or discontinue the Site or Services, at any time, for any or no reason, and without notice or liability. We also schedule system downtime from time to time, and unplanned system outages may occur. We shall have no liability whatsoever for the resulting unavailability of the Helio Site or Services or transactions caused by planned or unplanned system outages or the resultant delay, mis-delivery, non-delivery of information caused by such system outages, or any third party acts or any other outages of web host providers or the Internet infrastructure and network external to the Site or Services.

6. General Practices Regarding Use and Storage

You acknowledge that the Company may establish general practices and limits concerning the use of the Services, including without limitation the maximum period of time that Your Content (as hereinafter defined) will be retained by us and the maximum storage space that will be allotted on the Site’s servers on your behalf. You agree that We are not responsible for Your Content through your use of our Services. You acknowledge that We reserve the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that We reserve the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

7. Prohibited Uses

You agree not to use the Site or Services for any illegal, harmful, or abusive activity. For example, you may not:

Use our Services in a way that infringes, misappropriates or violates anyone’s rights;
Modify, copy, lease, lend, sell or distribute any of our Services;
Attempt to or assist anyone to reverse engineer, decompile or discover the source code or underlying components of our Services, including our models, algorithms, or systems;
Automatically or programmatically extract data or Output;
Represent that Output was human-generated;
Interfere with or disrupt our Services, including circumvent any rate limits or restrictions or bypass any protective measures or safety mitigations we put on our Services;
Use Output to develop models, website, apps or others that compete with Helio;
Take any action that interferes or may interfere, based on our sole discretion, with operations of the Site or Services;
Place an unreasonable load on Site or Services;
Circumvent security features used to prevent or restrict access to or use the Site or Service;
Create user accounts by automated means; or
Impersonate any person or entity.

8. Content

You may provide, upload or submit (“Transmit”) input to the Services (“Input”), and receive output from the Services based on the Input (“Output”, Input and Output are collectively referred to as “Content”). You are responsible for Content, including ensuring that it does not violate any applicable law or these Terms. You represent and warrant that you have all rights, licenses, and permissions needed to provide Input to our Services.

Responsibility for what is Transmitted through the Services lies with each user. You alone are responsible for the Content you Transmit. We are not responsible for the Content you or others may Transmit through the Services.

You understand that we have no obligation to monitor user activities or Content Transmitted by users. However, we reserve the right at all times, in our sole discretion, to screen Content Transmitted by users and to edit, move, delete, and/or refuse to accept any Content that in our sole determination violates these Terms of Service, or is otherwise unacceptable or inappropriate, whether for legal or any other reasons.

9. Fees and Payment

The Company reserves the right to require payment of fees for certain features of the Service. Should the Company elect to charge for a feature and you elect to subscribe to such feature or to continue to subscribe to such feature after being notified of the charges, you shall pay all applicable fees. If you choose to cancel your subscription, you are not entitled to any refund for prior charges. The Company reserves the right to change its price list and to institute new charges at any time, which may be sent by email or posted on the Helio Site. Use of the Helio Service by You following such notification constitutes your acceptance of any new or increased charges.

10. API Usage

The Helio API enables you to programmatically access portions of the Helio Services enabling the development of applications. As noted above, any use of the Helio API constitutes use of the Helio Services and any use of the Helio API is governed by these Helio Terms of Service.

The Company may at its sole discretion restrict and limit access to Helio API calls. You agree to abide by these limitations. You agree not to use methods (such as using multiple IP addresses) to get around these limitations. You also agree to make reasonable good faith efforts to ensure that others’ uses of any tools or software you create that use the Helio API do not result in any of the prohibited uses under these Terms of Service. The Company, in its sole discretion, may at any time change the specifications of or restrict or limit access to the Helio APIs. The Company may suspend or throttle Helio Services until we believe the number of API calls will not exceed capacity limitations. You will not take steps to circumvent any technical measures the Company may put in place to implement throttling or suspension.

The revocable, non-transferable, non-exclusive, limited license granted to you for using Helio APIs under this Terms of Service continues until terminated by You or the Company. You may terminate the license by discontinuing use of the APIs. The Company may terminate the license to the APIs without liability at any time for any reason, with or without notice. Additionally, your rights to use the APIs will terminate immediately if you violate any of the terms and conditions herein. Upon expiration or termination of the license granted herein, you shall discontinue any and all use of the Company APIs.

13. Proprietary Rights and Trademark

13.1 The Website

The visual interfaces, graphics, design, compilation, code, products, services, and all other proprietary elements of the Helio Site and Services provided by the Company (the “Materials”) are protected by copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except as otherwise designated here and on the Site or Services, all Materials contained on the Site or Services are the property of the Company or its subsidiaries or affiliated companies and/or third-party licensors. Except as expressly authorized by the Company, you agree not to sell, sell access to, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the proprietary elements of the Site and Services.

13.4 The Content

With respect to the Content, You Transmitted or create by using the Services, you represent and warrant that you own all rights, titles, and interests in and to such Content, including, without limitation, all copyrights and rights of publicity contained therein, or are otherwise permitted to use them for the applicable purposes. You retain all rights in the Content (to the extent you would otherwise hold such rights) and hereby grant and will grant the Company to the fullest extent permitted under the law a non-exclusive, worldwide, royalty-free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to use, copy, store, display, modify, reproduce, transmit, sell, share, exploit, create derivative works from, upload, distribute, and/or publicly perform or display such Content, in whole or in part, in any manner or medium or technology (whether now known or hereafter developed), for any purpose that we choose. The foregoing grant includes the right to exploit any proprietary rights in such posting or submission, including, but not limited to, rights under applicable copyright, trademark or patent laws that exist in any relevant jurisdiction. You will not receive any compensation of any kind for the use of any Content.

14. Termination

You are free to stop using our Services at any time. You agree that the Company, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Services and remove and discard any Content within the Services, for any reason, including, without limitation, for lack of use or if the Company believes, in good faith, that you have violated or acted contrary to the letters or spirit of these Terms. The Company may also, in its sole discretion, discontinue the Services, or any part thereof, with or without notice, at any time. You agree that any termination of your access to the Services under any provision of these Terms may be affected without prior notice. Termination of your account or access to any component of the Services will not terminate the Company’s rights to the Content. Further, you agree that the Company will not be liable for any damages to you or any third party as a result of such termination.

15. Disclaimers

We do not warrant or make any representations regarding the use or the results of the use of the Services or the Content made available through the Services or on third-party sites in terms of their correctness, accuracy, timeliness, reliability or otherwise. We are not responsible for the conduct, whether online or offline, of any user of Helio Site or Services. We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any communication with other users. It is your responsibility to have the equipment and/or software necessary to access the Services including the cost of maintaining the equipment and software. We are not responsible for any problems or technical malfunction of any hardware and software due to technical problems on the Internet or at the Helio Site or combination thereof, including any injury or damage to users or to any person’s computer or digital device related to or resulting from participation or downloading materials in connection with Helio Site or Services. Under no circumstances shall we be responsible for any loss or damage, including personal injury or death, resulting from use of Helio Site or Services or from any Content posted on the Site or transmitted to users, or any interactions between Users of Helio Site or Services, whether online or offline.

Helio Site or Services are provided As-Is and as available. We expressly disclaim any warranties and conditions of any kind, whether express or implied, including the warranties or conditions of merchantability, fitness for a particular purpose, title, quiet enjoyment, accuracy, or non-infringement. We make no warranty that: (a) the Services will meet your requirements; (b) the Services will be available on an uninterrupted, timely, secure, or error-free basis; or (c) the results that may be obtained from the use of the Services will be accurate or reliable.

To the fullest extent permissible pursuant to applicable law, we disclaim all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose.

You acknowledge that the provisions of this section are a material inducement and consideration to us to grant the license contained in these Terms of Service and to provide you with access to the Services.

The Services are provided for informational purposes only, and is not intended for trading or investment, or for commercial use. The Services should not be used in any high-risk activities where damage or injury to persons, property, environment, finances, or business may result if an error occurs. You expressly assume all risks for such use.

You accept and agree that any use of outputs from our service is at your sole risk, and that you will not rely on Output as the sole source of truth or factual information, nor as a substitute for professional advice.

16. Limitations of Liability

In no event shall we be liable to you or any third party for any lost profit or any indirect, consequential, exemplary, incidental, special or punitive damage arising from your use of the Helio Site or Services, even if we have been advised of the possibility of such damage. You understand and agree that the download and use of any material through the Site and the Services is done at your discretion and risk and that you will be solely responsible for any loss or damage to your computer system or loss of data that may result in the download or use of any material. The Company neither assumes, nor does it authorize any person or entity to assume on its behalf, any other liability in connection with the provision of the Helio Site or Services. The limitations of liability provided in these Terms of Service inure to the benefit of the Company, shareholders, affiliates and to all of our respective officers, directors, employees, attorneys and agents and, in each case, liability is limited to the fullest extent permitted by law. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you and you may also have other legal rights that vary from jurisdiction to jurisdiction. If you are dissatisfied with the Services, or any Content made available through the Services, or with any of terms and conditions relating to the Services, your sole and exclusive remedy is to discontinue using the Services and the Site.

17. Indemnity

You agree to indemnify and hold harmless us, our affiliates, and each of our and their respective directors, officers, managers, employees, shareholders, agents, representatives and licensors, from and against any and all losses, expenses, damages and costs, including reasonable attorneys’ fees, that arise out of your use of the Services, violation of these Terms of Service by you or any other person using your account, or your violation of any rights of another. We reserve the right to take over the exclusive defense of any claim for which we are entitled to indemnification under this section. In such an event, you agree to cooperate with us to the best of your ability upon request.

18. Dispute Resolution by Binding Arbitration

These Terms of Service (including any questions over its validity and existence and its relevant documents) shall be governed by and construed in accordance with the laws of Delaware, without regard to its conflict of laws principles.

This section affects your rights so please read it carefully.

A. Agreement to Arbitrate

This section is referred to as the “Arbitration Agreement”. You agree that any and all disputes or claims that have arisen or may arise between you and the Company, whether arising out of or relating to these Terms (including any alleged breach thereof), the Services, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into this Arbitration Agreement, you and the Company are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.

B. Prohibition of Class and Representative Actions and Non-Individualized Relief

You and the Company agree that each party may bring claims against the other only on an individual basis and not as a plaintiff or class member in any purported class or representative action or proceeding. Unless both parties agree otherwise, the arbitrator may not consolidate or join more than one person’s or party’s claims and may not otherwise preside over any form of a consolidated, representative, or class proceeding. Also, the arbitrator may award relief (including monetary, injunctive, and declaratory relief) only in favor of the individual party seeking relief and only to the extent necessary to provide relief necessitated by that party’s individual claim(s).

C. Pre-Arbitration Dispute Resolution

The Company is always interested in resolving disputes amicably and fairly. If you have questions or concerns about the Services, we strongly encourage you to first email us about them at hello@helio.im. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). Notices should be sent by email to hello@helio.im with the subject title “NOTICE OF DISPUTE.” The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If the Company and you are unable to resolve the dispute within sixty (60) calendar days after the Notice is received, you or the Company may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by either party shall not be disclosed to the arbitrator until after the arbitrator determines the amount of an award, if any, to which you or the Company is entitled.

D. Arbitration Procedures

Arbitration will be conducted by a neutral arbitrator in accordance with JAMS’ (“JAMS”) Streamlined Arbitration Rules and Procedures (collectively, the “JAMS Rules”), as modified by this Arbitration Agreement. For information on JAMS, please visit its website, https://www.jamsadr.com/. If there is any inconsistency between any term of the JAMS Rules and this Arbitration Agreement, the terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent term contained in the Arbitration Agreement would result in the arbitration to be fundamentally unfair. The arbitrator is strictly bound by the terms of this Arbitration Agreement. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually considered to be simpler and more streamlined than trials and other judicial proceedings, the arbitrator shall have the same authority as a judge in the judicial system in determining the number of damages and other forms of relief. Decisions made by the arbitrator are final and enforceable in a court of competent jurisdiction. An appeal of the arbitrator’s decision must be agreed by both parties in writing.

Unless the Company and you agree otherwise, any arbitration hearings will take place in San Francisco, CA. If the parties are unable to agree on a location, the determination shall be made by JAMS. If your claim is for $10,000 or less, the Company agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic or video conference hearing, or by an in-person hearing as established by the JAMS Rules. If your claim exceeds $10,000, the method of hearings will be determined by the JAMS Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.

G. Severability

If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (b) titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” is invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void. The remainder of the Terms of Service will continue to apply.

H. Future Changes to Arbitration Agreement

Notwithstanding any provision in this Terms of Service to the contrary, the Company agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Services, you may reject any such change by sending the Company a written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you agree that you are bound by the Arbitration Agreement that was in effect immediately prior to the proposed change.

20. Relationship of Parties

No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms of Service, and these Terms of Service are solely between you and the Company and are not intended to be for the benefit of any third party. If there is a dispute between participants on this Site, or between users and any third party, you understand and agree that the Company is under no obligation to become involved. In the event that you have a dispute with one or more users or third parties, you hereby release the Company, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or services.

21. Miscellaneous

This agreement is personal to you and may not be assigned to any third party. These Terms of Service are not intended to benefit any third party, and do not create any third-party rights. Accordingly, these Terms of Service may only be invoked or enforced by you or us.

You agree that regardless of any statute or law to the contrary, any claim or cause of action that you may have arisen out of or related to the use of our Services, or these Terms must be filed by you within one year after the claim becomes actionable.

This is the entire agreement between you and the Company relating to the subject matter herein and will not be modified except in writing, signed by both parties, or by a change to these Terms or Guidelines made by the Company as set forth in Section 1.