By using Helm you agree to the following Terms and Conditions.

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These terms govern your access to and use of Helm’s website, platform, and services. By creating an account or otherwise accessing Helm, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.

1. DEFINITIONS

In these Terms, the following words have the meanings set out below:

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• “Account” — the personal details, login credentials, and billing information used to access Helm’s Services.
• “Agreement” — this legally binding contract between you and Helm.
• “Agency” — any organization or individual using Helm to manage SEO, content, or marketing services on behalf of third-party Clients.
• “Client” — a business or individual served by an Agency through Helm.
• “Content” — any data, text, media, or materials uploaded, submitted, generated, or processed using Helm.
• “Fees” — subscription charges, add-on charges, or one-time payments for use of the Services.
• “Personal Data” — information that identifies, or can reasonably identify, an individual as defined by applicable law.
• “Services” — Helm’s software platform, tools, features, and related services made available online.
• “Subscription Period” — the length of time covered by a paid subscription plan.
• “User” / “Users” — any individual or entity that accesses or uses Helm.
• ‍“Website” — helmseo.com and any related subdomains.

2. PROVISION OF SERVICES

1. Efforts — Helm will use commercially reasonable efforts to provide reliable, secure, and continuous access to the Services.
2. Uptime — Helm strives to provide high availability and reliable performance of the Services. However, Helm does not guarantee uninterrupted uptime or that the Services will always be error-free.
3. Maintenance and Outages — Scheduled maintenance, updates, or unexpected outages may occur. When practical, Helm will provide reasonable notice of any planned downtime.
4. Suspension or Discontinuation — Helm may modify, suspend, or discontinue any part of the Services at its discretion. When practical, Helm will provide reasonable notice of significant changes or discontinuation.
5. Modifications to Services — Helm may introduce new features, modify existing features, or discontinue features at any time. Helm will not be liable for any loss, damage, or costs resulting from such changes, provided that the core functionality of the Services is not materially degraded during an active Subscription Period.

3. ACCESS TO SERVICES

1. Authority — You represent and warrant that you have the legal authority to enter into this Agreement and use the Services.
   
2. Account Information — Accounts must include accurate and up-to-date information. You agree to keep your login credentials secure and confidential.
   
3. Responsibility — You are responsible for all activity that occurs under your Account. If you believe your Account has been accessed without authorization, you must notify Helm immediately.
   
4. Suspension — Helm may suspend or terminate Accounts where fraudulent, abusive, or unlawful activity is suspected.
   
5. Eligibility — You must be at least 18 years old, or the age of majority in your jurisdiction, to create an Account. Helm does not knowingly allow use by children under 13 and complies with the U.S. Children’s Online Privacy Protection Act (COPPA).

4. FEES & BILLING

1. Subscriptions — Subscriptions begin upon payment and automatically renew until canceled.
   
2. Pricing — Fees are billed at the rate displayed on the Website. Helm may update pricing at any time with reasonable notice.
3. Payment Authorization — By providing a payment method, you authorize Helm to charge all applicable Fees, including subscription renewals, add-ons, and overage charges, to that payment method.
   
4. Cancellations — Cancellations take effect at the end of the current Subscription Period. Except as stated below or required by law, Fees are non-refundable.
   
5. Payment Failures — Failed or declined payments may result in immediate suspension of access until resolved.
   
6. Refunds and Trials — Helm may, at its discretion, provide a trial period, promotional credits, or limited refund policies (for example, a 7-day money-back guarantee). Any such policy will be clearly stated at the time of signup and will apply only as described.
   
7. Add-Ons and Overage Charges — Certain plans allow the purchase of add-ons (such as additional sites). Usage beyond plan limits will incur additional charges at the then-current rates, billed automatically to the payment method on file.
   
   

5. ACCEPTABLE USE

1. Compliance With Laws — You are responsible for ensuring that your use of the Services complies with all applicable local, state, national, and international laws, regulations, and industry standards.
2. Users agree not to:
   
   
   • Violate any applicable law or regulation.
     
   • Attempt to reverse-engineer, interfere with, or misuse Helm’s platform.
     
   • Upload harmful code, viruses, spam, or unlawful content.
     
   • Use Helm to infringe intellectual property rights or violate data privacy laws.
     
   • Resell, sublicense, or otherwise exploit the Services without authorization.
     
   • Use Helm for harassment, hate speech, discriminatory content, or other abusive behavior.
     
   • Use Helm to engage in scams, fraudulent schemes, or deceptive financial practices.
     
     
3. In addition, Users may not use Helm to:
   
   
   • Generate false, misleading, or deceptive content, including fake reviews or disinformation.
     
   • Engage in harmful or manipulative SEO practices such as link farms, cloaking, or automated spam submissions.
     
   • Violate search engine guidelines or applicable marketing or advertising regulations.
     
4. Helm may suspend or terminate Accounts for violations of this Section at its sole discretion.

6. INTELLECTUAL PROPERTY

1. Helm’s Rights — Except for User Content, all intellectual property in Helm — including its software, features, design, and trademarks — is owned by Helm and protected by law.
   
2. User Content — Users retain ownership of the Content they create. By using the Services, Users grant Helm a worldwide, non-exclusive license to use, store, and process such Content solely for the purpose of providing the Services.
   
3. Agencies and Clients — Helm makes no claim of ownership over Content created by Agencies or their Clients. Helm may process such Content only as necessary to deliver SEO, publishing, or related outputs.

7. USER CONTENT & LIABILITY

1. Responsibility — Users are solely responsible for the Content they upload, submit, or generate through the Services. Helm does not review, edit, or guarantee the accuracy, legality, or effectiveness of such Content.
   
2. Rights and Permissions — Users must ensure they have all necessary rights, licenses, and permissions to use and publish any Content uploaded or generated through the Services.
   
3. AI-Generated Outputs — Helm may generate or assist in generating Content using artificial intelligence. While Helm strives to produce useful and unique outputs, it does not guarantee originality, non-infringement, or compliance with third-party rights. Users agree to review outputs before publication and use them at their own risk.
   
4. Disclaimer of Liability — Helm disclaims all liability for damages, penalties, or disputes arising from reliance on AI-generated or user-provided Content.

8. AGENCIES AND RESELLERS

1. Responsibility — Agencies and Resellers are solely responsible for managing their Clients and ensuring their Clients’ compliance with these Terms.
   
2. Ownership of Content — Agencies retain control over their Client relationships. Helm makes no claim of ownership over Client data or content created within an Agency account.
   
3. Liability — Helm is not responsible for misuse of Client data by an Agency. Agencies agree to indemnify and hold Helm harmless against claims, damages, or disputes arising from their management of Client accounts.
   
4. Transparency — Agencies must ensure that their Clients understand Helm is a third-party platform and that Helm is not providing services directly to the Client.

9. PRIVACY & DATA PROTECTION

1. Role — Helm acts as a Data Processor when providing Services to Agencies on behalf of their Clients, and as a Data Controller when providing Services directly to end-users. In either role, Helm processes data only as necessary to deliver the Services and in accordance with applicable privacy laws. Users and Clients retain their rights under data protection laws (such as GDPR and CCPA), including the rights to access, correct, or request deletion of their Personal Data, as described in Helm’s [Privacy Policy].
   
2. Privacy Policy — All data is processed in accordance with Helm’s [Privacy Policy], which is incorporated into these Terms.
   
3. Sensitive Data — Users must not upload or submit sensitive categories of data (including health information, political or religious beliefs, biometric data, or data relating to sexual orientation).
   
4. Sub-Processors — Helm may engage trusted sub-processors (such as hosting, analytics, or support providers) as needed to operate the Services.
   
5. Security — Helm implements commercially reasonable technical and organizational measures to protect User Data from unauthorized access, loss, or disclosure.
   
6. Data Residency — User data may be stored and processed in the United States, the European Union, or other countries where Helm or its service providers maintain operations. By using the Services, you consent to such cross-border transfer, storage, and processing, even if local laws provide different protections.
   
7. Data Retention — Helm retains User Content and Personal Data as long as necessary to provide the Services and comply with legal obligations. Upon cancellation, Helm will delete or anonymize User Content within a reasonable period, though backup copies may persist temporarily as part of standard archival processes.
8. Data Deletion — Upon termination of your Account, Helm may delete all associated User Content and Personal Data after thirty (30) days, subject to any longer retention required by law or for legitimate business purposes such as security, backup, or audit obligations.
9. Third-Party Integrations — If you connect third-party services (such as Google Search Console, Google Analytics, or other APIs) to Helm, you authorize Helm to access, process, and store data from those services solely for the purpose of delivering the requested functionality. Helm will not use or disclose such data except as necessary to provide the Services or as required by law.
10. Third-Party Services — Helm may provide integrations with third-party services (such as Google Search Console or Google Analytics). Helm is not responsible for the availability, accuracy, functionality, or policies of those third-party services, and your use of them is at your own risk.
11. Integration Limits — Helm may limit, modify, or disable integrations with third-party services if required by the provider of those services, by law, or due to technical or security concerns. Helm is not liable for any impact on your use of the Services resulting from such limitations.
12. Communications — By creating an Account, you consent to receive service-related communications from Helm (such as account notices and billing information). You may also receive promotional communications, from which you can opt out at any time by following the unsubscribe instructions in those messages.

10. DISCLAIMERS

1. As-Is Basis — The Services are provided “as is” and “as available,” without warranties of any kind, whether express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement.
   
2. Business Results — Helm does not guarantee specific SEO rankings, traffic levels, conversions, or other business outcomes.
3. No Professional Advice — Helm does not provide legal, financial, medical, or other professional advice. Content generated through the Services should not be relied on as a substitute for professional judgment, and you are solely responsible for how such Content is used.
   
4. Search Engine Guidelines — Helm does not guarantee compliance with all search engine guidelines and is not responsible for penalties or other consequences resulting from algorithm changes or enforcement actions.
   
5. Search Engine Penalties — You acknowledge that search engines may change algorithms or penalize content at their discretion. Helm is not responsible for any loss of ranking, visibility, traffic, or de-indexing resulting from use of the Services.
   
6. Beta Features — From time to time, Helm may release beta, experimental, or preview features. Such features are provided “as is,” without warranty of any kind, and may be changed or discontinued at any time without notice.
7. Free or Beta Accounts — Helm may offer free, beta, or trial accounts. Such accounts are provided “as is” with no warranties or obligations, and Helm may modify, limit, or terminate them at any time without notice.

11. LIMITATION OF LIABILITY

To the maximum extent permitted by law:

1. Cap on Liability — Helm’s total liability for any claim arising out of or relating to these Terms or the Services will not exceed the total Fees paid by you to Helm in the six (6) months preceding the event giving rise to the claim.
   
   
2. Excluded Damages — Helm will not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including loss of profits, revenue, goodwill, or data, even if advised of the possibility of such damages.
   
   
3. Agencies and Clients — Agencies are solely responsible for managing their Clients’ use of Helm. Helm has no liability for disputes, damages, or losses arising from Agency–Client relationships.

12. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Helm, its officers, employees, and affiliates from and against any claims, damages, liabilities, costs, or expenses (including reasonable attorneys’ fees) arising out of or related to:

1. User Content you upload, submit, or generate;
   
2. misuse of the Services; or
   
3. violation of applicable law or infringement of third-party rights.
   

13. TERMINATION

1. By Helm — Helm may suspend or terminate your Account immediately, with or without notice, if:
   
   
   
   • you violate these Terms;
     
   • you engage in fraudulent, abusive, or illegal activity; or
     
   • your subscription Fees remain unpaid.
     
2. By User — You may terminate your Account at any time by canceling your subscription. Cancellation will take effect at the end of the current Subscription Period.
   
3. Effect of Termination — Upon termination, your access to the Services will end. Certain provisions of these Terms that, by their nature, should survive termination (such as intellectual property, disclaimers, and limitation of liability) will remain in effect.
4. Outstanding Payments — Termination of your Account, whether by you or by Helm, does not relieve you of any outstanding payment obligations owed to Helm.

14. GOVERNING LAW

These Terms shall be governed by and construed in accordance with the laws of the State of Oregon, United States, without regard to conflict of law principles. Any legal action or proceeding arising under these Terms shall be brought exclusively in the state or federal courts located in Oregon, and you consent to the personal jurisdiction of such courts.

Nothing in these Terms shall deprive you of mandatory protections under the laws of your country of residence.

15. DISPUTE RESOLUTION

1. Arbitration — Except for claims that may be brought in small claims court, any dispute or claim arising out of or relating to these Terms or the Services shall be resolved through binding arbitration administered by the Portland Arbitration Association (PAA). If PAA is unavailable or unable to administer the arbitration, the matter shall be administered by the American Arbitration Association (AAA). The arbitration shall be conducted in Oregon, unless otherwise required by law.
   
2. Individual Basis — You agree to resolve disputes with Helm on an individual basis only and waive any right to participate in a class action, class arbitration, or other representative proceeding.
   
3. Equitable Relief — Helm may seek injunctive or equitable relief in court for matters involving its intellectual property rights, data security, or unauthorized use of the Services.

16. FORCE MAJEURE

Helm shall not be liable or responsible for any failure or delay in performance caused by events beyond its reasonable control. Such events may include, but are not limited to:

• natural disasters,
  
• acts of government,
  
• labor disputes,
  
• internet or telecommunications failures,
  
• infrastructure or hosting outages,
  
• cyberattacks or security incidents,
  
• war, terrorism, or civil unrest,
  
• or other force majeure events.
  
  

In such cases, Helm’s obligations will be suspended for the duration of the event.

Extended Events — If a force majeure event continues for more than thirty (30) days, Helm may terminate the affected Services without liability.

17. EXPORT COMPLIANCE

1. Restrictions — You may not use Helm if you are located in, or a resident of, any country or territory subject to U.S. trade sanctions (including Cuba, Iran, North Korea, Syria, or the Crimea, Donetsk, and Luhansk regions of Ukraine).
   
2. Prohibited Parties — You may not use Helm if you are listed on any U.S. government restricted-party list, including the Treasury Department’s Specially Designated Nationals (SDN) List or the Commerce Department’s Denied Persons List.
   
3. User Warranty — By using Helm, you represent and warrant that you are not subject to such restrictions.

18. MISCELLANEOUS

1. Assignment — Helm may assign or transfer this Agreement, in whole or in part, in connection with a merger, acquisition, corporate reorganization, or sale of assets. You may not assign your rights or obligations under this Agreement without Helm’s prior written consent.
2. Feedback — If you provide feedback, suggestions, or ideas regarding Helm, you grant Helm a perpetual, worldwide, irrevocable, royalty-free license to use, modify, and incorporate that feedback into its products and services without obligation or compensation to you.
3. Publicity — Unless you notify Helm otherwise in writing, you grant Helm the right to use your name, logo, and brand marks to identify you as a customer of Helm for marketing and promotional purposes.
4. Survival — Any provisions of these Terms that, by their nature, should survive termination (including intellectual property, disclaimers, limitation of liability, indemnification, dispute resolution, and export compliance) will remain in effect.
5. No Waiver — Failure by Helm to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.
6. Severability — If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
7. Headings — Section and clause headings are for convenience only and do not affect the interpretation of these Terms.
8. Entire Agreement — These Terms, together with Helm’s Privacy Policy, constitute the entire agreement between you and Helm and supersede any prior agreements or understandings relating to the Services.
9. Affiliate Terms — If you participate in Helm’s Affiliate Program, your participation is also governed by the Affiliate Terms available at [helmseo.com/legal/affiliate-terms]. In the event of a conflict between these Terms and the Affiliate Terms, the Affiliate Terms will control with respect to your participation in the Affiliate Program.
10. Language — These Terms are provided in English. Any translations are for convenience only, and the English version will govern in the event of a conflict.
11. Amendments — Helm may update or modify these Terms at any time. Continued use of the Services after changes take effect constitutes your acceptance of the revised Terms.

Contact — If you have any questions about these Terms, please contact Helm at support@helmseo.com