Terms of Use

1. Acceptance of Terms

Welcome to Helium AI ("Helium," "we," "us," or "our"). These Terms of Use ("Terms") constitute a legally binding agreement between you ("you," "your," or "User") and Neural Arc Inc., doing business as Helium AI, governing your access to and use of the Helium platform, including our website (https://he2.ai), software applications, AI services, and related services (collectively, the "Services").

By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and all applicable laws and regulations. If you do not agree to these Terms, you must not access or use the Services.

2. Eligibility and Account Registration

2.1 Eligibility

You must be at least 18 years old and have the legal capacity to enter into binding contracts to use the Services. By using the Services, you represent and warrant that you meet these eligibility requirements.

If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and references to "you" in these Terms will refer to both you individually and the organization.

2.2 Account Registration

To access certain features of the Services, you must create an account. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Maintain the security and confidentiality of your account credentials
• Notify us immediately of any unauthorized access or security breach
• Accept responsibility for all activities that occur under your account

You may not:

• Share your account credentials with others
• Create multiple accounts for the same individual or entity
• Use another person's account without permission
• Create an account using false or misleading information

We reserve the right to suspend or terminate accounts that violate these Terms or are inactive for extended periods.

3. Description of Services

3.1 AI-Powered Platform

Helium provides an AI-powered platform that enables users to execute complex tasks across domains including information gathering, content creation, software development, data analysis, and problem-solving. Our Services include:

• AI agent capabilities for autonomous task execution
• Web search and research tools
• Content creation and editing features
• Code development and execution environments
• Data processing and analysis tools
• Integration with third-party services and APIs
• File management and storage capabilities

3.2 Service Modifications

We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time, with or without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuation of the Services, except as required by applicable law.

3.3 Beta Features

We may offer beta, pilot, or experimental features ("Beta Features") that are clearly designated as such. Beta Features are provided "as is" without warranties of any kind and may be modified or discontinued at any time. Your use of Beta Features is at your own risk.

4. Subscription Plans and Pricing

4.1 Subscription Tiers

We offer various subscription plans with different features, usage limits, and pricing. Current subscription options and pricing are available on our website. We reserve the right to modify our subscription plans and pricing at any time.

4.2 Payment Terms

• Subscription fees are billed in advance on a monthly or annual basis, as selected by you
• All fees are non-refundable except as expressly stated in these Terms or required by law
• You authorize us to charge your designated payment method for all fees
• You are responsible for all taxes associated with your subscription
• Failure to pay fees may result in suspension or termination of your account

4.3 Price Changes

We may change our subscription fees at any time. For existing subscribers, price changes will take effect at the start of your next billing cycle after we provide at least 30 days' advance notice. Your continued use of the Services after a price change constitutes acceptance of the new pricing.

4.4 Automatic Renewal

Subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date. You may cancel your subscription at any time through your account settings or by contacting our support team.

4.5 Refund Policy

We do not provide refunds for partial subscription periods. If you cancel your subscription, you will retain access to paid features until the end of your current billing period.

5. Acceptable Use Policy

5.1 Permitted Uses

You may use the Services only for lawful purposes and in accordance with these Terms. You agree to use the Services in a professional and ethical manner.

5.2 Prohibited Uses

You may not use the Services to:

5.3 Enforcement

We reserve the right to investigate and take appropriate action against anyone who violates this Acceptable Use Policy, including removing or disabling access to violating content, suspending or terminating accounts, reporting violations to law enforcement, and taking legal action to recover damages.

6. AI-Specific Terms

6.1 AI Disclosure

You acknowledge that the Services utilize artificial intelligence systems to process your inputs and generate outputs. AI-generated content may contain errors, inaccuracies, or biases. You are responsible for reviewing and verifying all AI-generated outputs before use.

6.2 No Training on Customer Data

6.3 AI Output Ownership

Subject to your compliance with these Terms:

• You retain all rights to content you input into the Services ("Input")
• You own AI-generated content produced by the Services in response to your Input ("Output")
• We assign to you all our rights, title, and interest in and to Output

However, Output may be similar to content generated for other users. Our assignment of Output to you does not extend to other users' similar content.

6.4 AI Limitations

You acknowledge and agree that:

• AI systems may produce inaccurate, incomplete, or inappropriate outputs
• AI-generated content should be reviewed by qualified professionals before use in critical applications
• We do not guarantee the accuracy, reliability, or suitability of AI outputs for any particular purpose
• AI systems may reflect biases present in training data
• AI capabilities and limitations may change over time

6.5 High-Risk Use Cases

6.6 Human Oversight

For any use case with significant legal, financial, or personal consequences, you must:

• Maintain meaningful human oversight and review
• Implement appropriate safeguards and validation procedures
• Clearly disclose AI involvement to affected parties
• Provide mechanisms for human intervention and appeal

7. Intellectual Property Rights

7.1 Our Intellectual Property

The Services, including all software, algorithms, models, interfaces, content, trademarks, and other materials (excluding your Input and Output), are owned by Helium or our licensors and are protected by intellectual property laws. These Terms do not grant you any ownership rights in the Services.

7.2 Limited License to You

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business or personal purposes. This license does not include the right to:

• Sublicense, sell, or distribute the Services
• Modify, reverse engineer, or create derivative works
• Use the Services to develop competing products
• Remove or alter proprietary notices

7.3 Your Content License to Us

By submitting Input to the Services, you grant us a worldwide, non-exclusive, royalty-free license to use, process, and display your Input solely to:

• Provide the Services to you
• Maintain and improve the Services (excluding AI model training without consent)
• Comply with legal obligations
• Enforce these Terms

This license terminates when you delete your content or close your account, except for content you have shared publicly or that we are required to retain by law.

10. Warranties and Disclaimers

10.1 Limited Warranty

We warrant that the Services will perform substantially in accordance with our published documentation under normal use. This warranty does not cover issues caused by misuse, unauthorized modifications, or factors outside our reasonable control.

10.2 Disclaimer of Warranties

10.3 AI-Specific Disclaimers

11. Limitation of Liability

11.1 Limitation of Damages

11.2 Cap on Liability

11.3 Exceptions

Some jurisdictions do not allow the exclusion or limitation of certain warranties or damages. In such jurisdictions, our liability will be limited to the maximum extent permitted by law.

11.4 Higher Liability Caps

Notwithstanding Sections 11.1 and 11.2, the following claims are subject to higher liability caps:

• Intellectual property infringement: Up to $1,000,000
• Confidentiality breaches: Up to $500,000
• Data security incidents: Up to $1,000,000

15. Dispute Resolution

15.1 Informal Resolution

Before filing a formal dispute, you agree to contact us at legal@he2.ai to attempt to resolve the issue informally. We will attempt to resolve disputes through good-faith negotiations for at least 60 days.

15.2 Binding Arbitration

If informal resolution fails, you agree that any dispute arising from or relating to these Terms or the Services will be resolved through binding arbitration, except as provided in Section 15.4.

15.3 Class Action Waiver

15.4 Exceptions to Arbitration

Either party may seek injunctive or equitable relief in court for:

• Intellectual property infringement
• Unauthorized access to systems or data
• Violations of the Acceptable Use Policy

15.5 Opt-Out

You may opt out of arbitration by sending written notice to legal@he2.ai within 30 days of first accepting these Terms. If you opt out, disputes will be resolved in the courts specified in Section 15.6.

17. Contact Information

For questions about these Terms, please contact us:

Last Updated: December 24, 2025

By using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Use.