Helm Website and Product Terms of Use

These Terms of Use (the “Terms”) are a legal agreement between you and Helm Audio and its corporate affiliates, subsidiaries, and divisions as may change from time to time (collectively, “Helm,” “we,” “us,” and “our”). These Terms apply to any Helm website, or other online or interactive services, that are provided in the United States, Canada, and Latin America (collectively, the “Americas”) and that include a link to these Terms (together, the “Services”).

You acknowledge and agree that by accessing or using the Services or by uploading or posting any User Content (as defined below) in connection with the Services, you, your heirs, and assigns (collectively "you") are indicating that you have read, understand, and agree to be bound by these Terms and to comply with all applicable laws and regulations, including applicable export and re-export control laws and regulations. If you do not agree to these Terms, then you must stop accessing or using the Services. The purchase of any Helm products or services is subject to separate Terms of Sale, which will be provided to you on the Policy pages within the Services.

We may revise these Terms to reflect changes to the Services, our users’ needs, our business priorities or changes in laws and regulations. We will give you notice of such revisions in accordance with legal requirements. Every time you use the Services, please check these Terms to ensure you understand the terms that apply at that time. If you do not agree to, or cannot comply with, the modified Terms, you must stop using the Services. Your continued use of the Services after any such update constitutes your binding acceptance of such changes. The Terms were most recently updated on the effective date listed at the top of this document.

1. ABOUT US

The Services that link to these Terms are controlled and operated by Helm from its offices located at Excelsior, MN 55331 in the United States of America. To contact us, please see our contact us page.

2. ELIGIBILITY

2.1 Eligibility. To use the Services you must be, and represent and warrant that you are, of legal age (18 years of age or older or otherwise of legal age in your jurisdiction, or, if you have parental consent, 13 years of age) and able to agree to these Terms. If you’re agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity’s behalf and bind them to these Terms (in which case, the references to "you" and "your" in these Terms, except for in this sentence, refer to that organization or entity). If Helm has previously prohibited you from accessing or using the Services, you are not permitted to access or use the Services.

3. ACCOUNT REGISTRATION

3.1 Account Registration and Confidentiality. You may be required to create an account to use parts of the Services. If so, during the registration process, you must select a user name and password and provide us with additional information. It is your responsibility to ensure that your password remains confidential and secure. By registering, you agree that you are fully responsible for all activities that occur under your user name and password. We may assume that any communications we receive under your account have been made by you.

3.2 Unauthorized Account Use. You are responsible for notifying us if you become aware of any unauthorized use of or access to your account. To contact us, please see our Contact us page. You understand and agree that we may require you to provide information that may be used to confirm your identity and help ensure the security of your account. Helm will not be liable for any loss, damages, liability, expenses or lawyers’ fees that you may incur as a result of someone else using your password or account, either with or without your knowledge and/or authorization, and regardless of whether you have or have not advised us of such unauthorized use. You will be liable for losses, damages, liability, expenses and lawyers’ fees incurred by Helm or a third party due to someone else using your account.

4. PROPRIETARY RIGHTS

The Services are owned and operated by Helm and contain materials (including all software, design, text, editorial materials, informational text, photographs, illustrations, audio clips, video clips, artwork and other graphic materials, and names, logos, trademarks and services marks) which are derived in whole or in part from materials supplied by Helm and its partners, as well as certain third parties, and are protected by copyright laws, international treaty provisions, trademarks, service marks and other intellectual property laws.

You agree to abide by all applicable copyright and other laws. You acknowledge that the Services have been developed, compiled, prepared, revised, selected, and arranged by Helm and others through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitute valuable intellectual property of Helm and such others.

You agree to protect the proprietary rights of Helm and all others having rights in the Services during and after the term of these Terms and to comply with all reasonable written requests made by Helm or its suppliers and licensors (collectively, “Suppliers”) of content or otherwise to protect their and others’ contractual, statutory, and common law rights in the Services. You agree to notify Helm immediately upon becoming aware of any claim that the Services infringe upon any copyright, trademark, or other contractual, statutory, or common law rights.

All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including without limitation rights in and to all applications and registrations relating to the Services shall, as between you and Helm, at all times be and remain the sole and exclusive property of Helm. Any unauthorized use of any material contained on or through the Services may violate copyright laws, trademark laws, the laws of privacy and publicity and communications regulations and statutes.

5. USER CONTENT AND SUBMISSIONS

5.1 User Content and Posts. The Services may enable you to submit, post, upload, or otherwise make available (collectively, "Post") content such as video clips, photographs, reviews, questions, comments, public messages, ideas, designs, features, business plans, inventions, product feedback, comments and other content (collectively, "User Content") that may or may not be viewable by other users.

5.2 Our License to User Content. When you Post User Content on or through the Services, other than a Developer Application as applicable, you grant Helm a world-wide, perpetual, irrevocable, royalty-free, non-exclusive, and sub-licenseable license to use, copy, distribute, reproduce, modify, edit, adapt, publicly perform, publicly display, translate, create derivative works from, sell, lease, transmit, communicate to the public, disassemble, and publish such User Content, in whole or in part, in any format or medium now known or developed in the future, including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels. Notwithstanding the foregoing, our use of your personal data shall be governed by the Helm Privacy Policy

5.3 User Content Representations. You acknowledge and agree that all User Content that you Post is your sole responsibility. You represent that you have all required rights to Post or transmit such User Content without violation of any third-party rights. You understand that Helm does not control, and is not responsible for, User Content, and that by using the Services, you may be exposed to User Content from other users that is offensive, indecent, inaccurate, misleading, or otherwise objectionable. Please also note that User Content may contain typographical errors, other inadvertent errors or inaccuracies. You agree that you will indemnify, defend, and hold harmless Helm for all claims resulting from User Content you Post. We reserve the right, at our own expense, to assume the exclusive defense and control of such disputes, and in any event you will cooperate with us in asserting any available defenses.

5.4 User Content Review. You acknowledge and agree that Helm and its designees may or may not, at Helm's discretion, pre-screen User Content before its appearance on the Services (but does not assume any obligation to). You further acknowledge and agree that Helm reserves the right (but does not assume the obligation) in its sole discretion to reject, move, edit or remove any User Content that is contributed to the Services. Additionally, Helm has the right to remove any User Content that violates these Terms or is otherwise objectionable in Helm's sole discretion. You acknowledge and agree that Helm does not verify, adopt, ratify, or sanction User Content, and you agree that you must evaluate and bear all risks associated with your use of User Content or your reliance on the accuracy, completeness, or usefulness of User Content.

6. LICENSE AND PROHIBITED CONDUCT

6.1 Your License. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sublicensable, non-transferable, and revocable right to access and use the Services only for your own internal, personal, or non-commercial use, and only in a manner that complies with all legal requirements that apply to you or your use of the Services, including those relating to data security and data privacy, such as the Helm Privacy Policy, these Terms, and if applicable, the Helm Terms of Sale and any applicable Developer License Agreement. In the event of a conflict between these Terms and any applicable Developer License Agreement, you and we agree that the terms of the applicable Developer License Agreement shall govern. Helm may revoke this license at any time, in its sole discretion. Upon any such revocation, you must promptly destroy all materials downloaded or otherwise obtained from the Services, as well as all copies of such materials, whether made in accordance with these Terms or otherwise.

6.2 Prohibited Uses. Use of the Services for any illegal purpose, or any other purpose not expressly permitted in these Terms, is strictly prohibited. Without limitation, you will not:

  • Post User Content that: (1) harasses, abuses, or threatens any other person, or that contains obscene content; (2) is false, misleading, or inaccurate; (3) degrades or discriminates against others on the basis of gender, race, class, ethnicity, national origin, religion, sexual preference, disability or any other classification; (4) is indecent, offensive, harassing, violent, hateful, inflammatory, unlawful, harmful, tortious, defamatory, libelous, or invasive of another's privacy; (5) promotes sexually explicit or pornographic material, violence, or any illegal acts; (6) infringes the legal rights of any person or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms; or (7) gives the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case;
  • use the Services commercially, except as in compliance with an applicable Developer License Agreement;
  • use the Services for benchmarking, or to compile information for a product or service;
  • copy, download (other than through page caching necessary for personal use, or as otherwise expressly permitted by these Terms), modify, distribute, post, transmit, display, perform, reproduce, broadcast, “mirror,” duplicate, publish, republish, upload, license, reverse engineer, create derivative works from, or offer for sale any content or other information contained on or obtained from or through the Services, by any means except as provided for in these Terms, any applicable Developer License Agreement, or with the prior written consent of Helm;
  • scrape, access, monitor, index, frame, link, or copy any content or information on the Services by accessing the Services in an automated way, using any robot, spider, scraper, web crawler, or any other method of access other than manually accessing the publicly-available portions of the Services through a browser or accessing the Services through any API provided or approved by Helm;
  • breach the restrictions in any robot exclusion headers of the Services, if any, or bypass or circumvent other measures employed to prevent or limit access to the Services;
  • post material that advocates illegal activity or discusses illegal activities with the intent to commit them;
  • post or otherwise make available any material that contains any software, device, instructions, computer code, files, programs and/or other content or feature that is designed to interrupt, destroy, harm, or limit the functionality of any computer software or hardware or telecommunications equipment (including without limitation any time bomb, virus, malware, software lock, worm, self-destruction, drop-device, malicious logic, Trojan horse, trap door, "disabling," "lock out," "metering" device or any malicious code);
  • post or do anything that could disable, overburden, or impair the proper working of the Services;
  • post material that impedes or otherwise prohibits communication or disrupts user discussion;
  • post, utilize or otherwise make available any other party's intellectual property unless you have the right to do so, or remove or alter any copyright, trademark or other proprietary notice contained on the Services;
  • post any trade secrets or other confidential information, or post any material that you do not have a right to make available under any law or under contractual or fiduciary relationships, including but not limited to inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under non-disclosure agreements;
  • falsely state or otherwise misrepresent your affiliation with a person or entity, or impersonate any person or entity in a manner that does not constitute parody
  • solicit personal or sensitive information from other users including without limitation address, credit card or financial account information, or passwords
  • send spam, commercial electronic messages or other advertisements or solicitations, surveys, contents, pyramid schemes, promote commercial entities, or otherwise engage in commercial activity on or through the Services;
  • frame, inline link, or similarly display the Services or any portion of the Services;
  • breach these Terms, the Terms of Sale, any applicable Developer License Agreement, or any guidelines or policies posted by Helm;
  • facilitate violations of these Terms or the Privacy Policy; and/or
  • interfere with any other party’s use and enjoyment of the Services.

In addition to the restrictions on use provided above, the materials on or through the Services are provided with “RESTRICTED RIGHTS.” Use, duplication or disclosure by any federal, state or local government or authority is subject to further restrictions as set forth in applicable laws and regulations. Use of the materials by such government or authority constitutes acknowledgment of Helm’s proprietary rights in them.

7. LEGAL COMPLIANCE

You acknowledge, consent, and agree that Helm may access, preserve, and disclose your information and/or any User Content you submit or make available for inclusion on the Services, if required to do so by law or in a good faith belief that such access, preservation, or disclosure is permitted by law or by Helm’s Privacy Policy or reasonably necessary or appropriate for any of the following reasons: (1) to comply with legal process; (2) to enforce these Terms, our Privacy Policy, or other contracts with you, including investigation of potential violations thereof; (3) to respond to claims that any content violates the rights of third parties; (4) to respond to your requests for customer service; (5) to protect the rights, property, or personal safety of Helm, its agents and affiliates, its users, and the public; and/or (6) in connection with the operations of your account and the performance of any applicable Developer License Agreement This includes exchanging information with other companies and organizations for fraud protection, and spam/malware prevention, and similar purposes.

8. PRIVACY

For information about how we collect, use, and share the data we collect from and about you, please see our Privacy Policy which is incorporated by reference into these Terms.

9. EXCLUSIONS AND LIMITATIONS

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for damages such as below in Section 10. Accordingly, some of the below limitations may not apply to you. If you are a Quebec consumer, then some of the limitations in the first two paragraphs of Section 10 specifically do not apply to you. If you are a New Jersey resident, or a resident of another U.S. state that permits the exclusion of these warranties and liabilities, then the limitations in Section 10 specifically do apply to you.

10. WARRANTIES, DISCLAIMERS AND LIMITATION OF LIABILITY

TO THE FULL EXTENT PERMITTED BY LAW, THE SERVICES AND ITS CONTENTS, WHETHER PROVIDED BY HELM, ITS LICENSORS, ITS VENDORS OR ITS USERS, AND OTHER INFORMATION ON OR ACCESSIBLE FROM THE SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY, REPRESENTATION, CONDITION, OR GUARANTEE OF ANY KIND, EITHER EXPRESSED, LEGAL OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES, REPRESENTATIONS, CONDITIONS OR GUARANTEES OF QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, ALL OF WHICH ARE DISCLAIMED. SPECIFICALLY, BUT WITHOUT LIMITATION, HELM DOES NOT WARRANT THAT: (i) THE INFORMATION AVAILABLE ON THE SERVICES IS FREE OF ERRORS; (ii) THE FUNCTIONS OR FEATURES (INCLUDING BUT NOT LIMITED TO MECHANISMS FOR THE DOWNLOADING AND UPLOADING OF CONTENT) WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS; (iii) DEFECTS WILL BE CORRECTED, OR (iv) THE SERVICES OR THE SERVER(S) THAT MAKE THE SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

TO THE FULL EXTENT PERMITTED BY LAW, IN NO EVENT SHALL HELM OR ITS AFFILIATES, LICENSORS, VENDORS, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR OTHER REPRESENTATIVES BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES, WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES), ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, ANY MATERIALS, INFORMATION, OR RECOMMENDATIONS APPEARING ON THE SERVICES, OR ANY LINK PROVIDED ON THE SERVICES, WHETHER OR NOT HELM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER BASED UPON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), CIVIL LIABILITY, STRICT LIABILITY, VIOLATION OF STATUTE, OR OTHERWISE. IN ANY EVENT, OUR AGGREGATE LIABILITY WILL NOT EXCEED THE AMOUNT PAID FOR THE PRODUCT OR SERVICE TO WHICH THE CLAIM RELATES OR, IF THE CLAIM DOES NOT RELATE TO A PRODUCT OR SERVICE, $100.

HELM DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY WEBSITE FEATURED OR LINKED TO THROUGH THE SERVICES, AND HELM WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. HELM WILL NOT BE LIABLE FOR THE OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY. YOU VOLUNTARILY ASSUME THE RISK OF HARM OR DAMAGE FROM THE FOREGOING. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND TO THE FULLEST EXTENT PERMITTED BY LAW.

If you are a California resident, you hereby waive California Civil Code §1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." This release includes the criminal acts of others.

11. INDEMNITY

TO THE FULL EXTENT PERMITTED BY LAW, YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HELM AND ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, SHAREHOLDERS, OR REPRESENTATIVES (AND ALL SUCCESSORS AND ASSIGNS OF ANY OF THE FOREGOING), HARMLESS FROM AND AGAINST ANY CLAIM OR DEMAND, INCLUDING WITHOUT LIMITATION, REASONABLE LAWYERS' FEES AND DISBURSEMENTS, MADE BY ANY THIRD PARTY IN CONNECTION WITH OR ARISING OUT OF YOUR USE OF THE SERVICES, YOUR CONNECTION TO THE SERVICES, YOUR VIOLATION OF THE TERMS OR HELM PRIVACY POLICY, YOUR VIOLATION OF AN APPLICABLE LAW, YOUR SUBMISSION, POSTING, OR TRANSMISSION OF USER CONTENT TO THE SERVICES, AND/OR YOUR VIOLATION OF ANY RIGHTS OF ANOTHER. WE RESERVE THE RIGHT, AT OUR OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF SUCH DISPUTES, AND IN ANY EVENT YOU WILL COOPERATE WITH US IN ASSERTING ANY AVAILABLE DEFENSES.

12. THIRD-PARTY LINKS AND SERVICES

The Services may provide (1) information and content provided by third parties; (2) links to third-party websites or resources, such as sellers of goods and services; and (3) third-party products and services for sale directly to you. Helm is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for (i) any content, advertising, products, or other materials on or available from such sites or resources, (ii) any errors or omissions in these websites or resources, or (iii) any information handling practices or other business practices of the operators of such sites or resources. You further acknowledge and agree that Helm shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any linked sites or resources. Your interactions with such third parties will be governed by the third parties’ own terms of service and privacy policies, and any other similar terms.

13. MODIFICATION AND TERMINATION

13.1 Modification of Services. Helm reserves the right at any time to modify or discontinue, temporarily or permanently, the Services (or any part thereof), with or without notice. Helm shall not be liable to you or any third party for any modification, suspension or discontinuance of the Services.

13.2 Termination. We may, in our sole and absolute discretion, terminate, suspend, or otherwise deny your access to all or part of the Services at any time for any or no reason at all, with or without notice to you. If we terminate your right to access the Services, these Terms will terminate and all rights you have to access the Services will immediately terminate; however, certain provisions of these Terms will still apply post termination, including without limitation, and as applicable, the Mandatory Arbitration and Class Action Waiver provisions. Termination of your account may also include, at Helm's sole discretion, the deletion of your account and/or User Content, and you will not be able to retrieve any information related to your account except as required by applicable law. In the event of termination of an applicable Helm API, your Developer License Agreement will govern.

14. NOTICE OF INTELLECTUAL PROPERTY INFRINGEMENT

In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable law, it is the policy of Helm, in appropriate circumstances, to terminate the registration account of a user who is deemed to infringe third-party intellectual property rights and/or to remove user content that is deemed to be infringing. If you believe that your work has been copied in a way that constitutes copyright infringement and is displayed on the Services, please provide substantially the following information to our Copyright Agent (please consult your legal counsel or see 17 U.S.C. Section 512(c)(3) to confirm these requirements):

1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;

2. a description of your copyrighted work or other intellectual property that you claim has been infringed;

3. a description of where the material you claim is infringing is located on the Services (providing us with website URL is the quickest way to help us locate content quickly);

4. your address, telephone number, and email address;

5. a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;

6. a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

Helm’s copyright agent can be reached as follows:

Helm Corporation
Attn: Copyright Agent
Water St. Excelsior, MN 55331
copyright@Helm.com

Please note that the above contact information is for intellectual property infringement notices only. DO NOT CONTACT OUR COPYRIGHT AGENT FOR OTHER INQUIRIES OR QUESTIONS. For other inquiries or questions, please email us using the contact information listed below. Please also note that, pursuant to Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.

15. CONTROLLING LAW

Please note that these Terms and their subject matter and its formation shall be construed in accordance with and governed by the laws of XXXXXXX notwithstanding its conflicts of law principles. However, if you are a consumer and resident of a country in Latin American you may benefit from any mandatory provisions of, and legal rights available to you under, the laws of that country. Nothing in these Terms affects your rights as a consumer to rely on any such local law mandatory provisions and legal rights.

Any dispute arising out of these terms and conditions or the use of this site shall be initiated and conducted in the state or federal courts of Hennepin County, Minnesota, and you and Helm consent to the exclusive jurisdiction of such courts. However, if you are a resident of a country in Latin American, you may also be able to bring proceedings in that country.

17. GENERAL TERMS

17.1 Under no circumstances shall Helm or its licensor or supplier be held liable for any delay or failure in performance resulting directly or indirectly from an event beyond its reasonable control.

17.2 No Waiver. If we fail to insist that you perform any obligations under these Terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived such rights and will not mean that you do not have to comply with your obligations. If we do waive a failure or breach by you, we will only do so in writing and that will not mean that we automatically waive any future failure of breach by you.

17.3 Severability. Each of the provisions of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining provisions will remain in full force and effect.

17.4 Third-Party Beneficiaries. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.

17.5 Miscellaneous. These Terms (and all terms and conditions incorporated herein) constitute the entire agreement between you and Helm, and supersede any prior agreements between you and Helm on the subject matter, except as expressly provided herein. These Terms, and any rights or licenses granted hereunder, may not be assigned or delegated by you. These Terms, and any rights or licenses granted hereunder, may be assigned or delegated by Helm without restriction. These Terms bind and inure to the benefit of each party and the party’s successors and permitted assigns. These Terms may not be modified by an oral statement by a representative of Helm. No agency, partnership, joint venture or employee-employer relationship is intended or created by these Terms. You agree that any agreements made by and between you and us in electronic form are as legally binding as if made in physical written form. If you are using the Services for or on behalf of the U.S. government, your license rights do not exceed those granted to non-government consumers. The section titles in these Terms are for convenience only and have no legal or contractual effect. Any provision of these Terms that by its nature is reasonably intended to survive beyond termination of these Terms shall survive.

17.6 Notices. We may deliver notice to you by email, posting a notice on the Services or any other method we choose and such notice will be effective on dispatch. If you give notice to us, it will be effective when received by mail at Excelsior, MN 55331

18. CONTACT US

If you have any questions about these Terms, please contact us. To contact us, please see our Contact us page.

19. TRADEMARKS AND ATTRIBUTIONS

For a full listing of trademarks and attributions of Helm and our partners, please XXX

HELM TERMS OF SALE

This Terms of Sale (“Agreement”) applies to the purchases you make through Helm websites that are provided in the United States and that link to this Agreement (“Sites”). This Agreement is a legal agreement between you and Helm Corporation and its corporate affiliates, subsidiaries, and divisions as may change from time to time (collectively, “Helm,” “we,” “us,” and “our”). This Agreement applies to the purchases of products and/or services (“Products”) on or through the Sites. Based on your territory and/or the delivery territory of the Products, a different version of these Terms of Sale may apply. If this is the case, such different version will be presented to you on the Sites at the point of purchase.

1. Price and availability

Some of the Products featured on the Sites are displayed for promotional purposes only and may not be available for purchase through the Sites. All Products offered for purchase on the Sites are subject to availability. The prices stated for such Products are subject to change without notice. Any Helm publication may include technical inaccuracies or typographical errors. Helm shall not be held responsible for any pricing, typographical, or other errors in such publications. Changes may be periodically made to these publications. These changes will be incorporated in new editions of these publications. Helm may make improvements and/or changes in the products and/or the programs described in these publications at any time without notice.

2. Promotional offers

All promotional offers made on the Sites are limited to purchases made from Helm and its participating authorized dealers, and are subject to the conditions of the offer. Purchases must be made during the specified promotional period to qualify.

3. Order acceptance

We reserve the right, at our sole discretion, to cancel or refuse any order for any reason at any stage of the online ordering process, including after an order has been submitted and whether or not the order has been confirmed. Unless otherwise agreed to by Helm, payment must be received by Helm prior to acceptance of an order. Notwithstanding the foregoing, Helm may in its discretion choose not to charge your credit card until your order has been shipped. Helm may process payment for and ship parts of an order separately. Some situations that may result in cancellation include limitations on quantities available for purchase, inaccuracies or errors in Product or pricing information, or problems identified by our credit and fraud avoidance department. We may also require additional verifications or information before accepting any order. We will attempt to contact you if all or any portion of your order is cancelled, or if additional information is required to accept your order.

4. Resale

Purchases made on the Sites are intended for end users only. Products sold through the Sites are not authorized for resale or export. The resale of or offer to sell a new Helm patented product without the authority of Helm is an infringement of Helm patent rights. Your submission of your order shall constitute your full acceptance of these restrictions on resale. Your purchase may not be sold, leased or transferred to restricted countries, restricted end users, or for restricted end uses according to U.S. export and sanctions laws.

5. Payment methods and financing options

For your convenience, we offer a wide array of payment methods to complete your purchase on Helm.com.

a. Credit/debit cards: We accept the following credit and debits cards.

The payment amount is authorized and held by your financial institution at the time you place your order. Unless otherwise agreed to by Helm, payment must be received by Helm prior to acceptance of an order. Notwithstanding the foregoing, Helm may in its discretion choose not to charge your credit card until your order has been shipped.

Please note: Authorized and held amounts will not be available for other purchases. If an order is cancelled, the authorization hold will expire in accordance with the terms of your bank or financial institution.

b. PayPal®

PayPal is a convenient and easy way to pay. Per PayPal, you can use your credit card or bank account without exposing your account numbers. You can link your credit card or bank account to your PayPal account so you don't have to enter your card number or address everywhere you shop. Just log in to PayPal and quickly check out in a few clicks.

c. PayPal Credit®

Paypal Credit is a convenient and secure payment method that gives you the flexibility to purchase without using your credit card. Subject to credit approval.

6. Order Confirmations and Cancellations a. What sort of order confirmation will I receive?

Once you place your order at the end of the checkout process, we will confirm your transaction with an order number. We recommend that you print and save a copy of this page for your records. With your permission, we'll also send you an order confirmation by email.

b. Can I change or cancel my order?

Because we strive to process orders quickly, there is only a brief period of time (2 hours) during which you may change or cancel an order. Please call us at 1-800-xxx-xxxx and we will try to accommodate your request.

If your order has already shipped, you may refuse delivery and the order will be returned to Helm. When we receive it, we will credit the payment method used to make the purchase.

7. Shipping and delivery

Shipping charges are based on the shipping method you choose (either standard or express) and the size of your Product order. When you make a purchase, the shipping charge is estimated in your basket, and will be presented to you during the checkout process. This date is based on the stock status of the product ordered and your choice of standard or express shipping. Product title passes to you when the Product is shipped. You have thirty (30) days to notify Helm of any missing, wrong, or damaged portion of your purchase in accordance with the provisions set forth in this Section or Helm cannot be held responsible for these issues.

We strive to keep all products sold on the Sites in stock, but high demand occasionally results in delayed shipment. Stock status is indicated on the product page and in your basket during checkout.

Please note that the number of days quoted for standard and express shipping refers to transit time only. Additional time (typically one business day) is required for processing in-stock orders. Refer to the chart for estimated delivery times.

a. Standard shipping

Standard shipping for Products purchased on or through the Sites is by United States postal service (typically products weighing 2 lbs or less) or UPS ground. The specific carrier can be found on your email shipping confirmation or by visiting Track your orderfor orders shipped within the continental United States. Orders shipped to Alaska and Hawaii are sent by express shipping. Most standard shipments are delivered in five to six days from the shipping date (applies to in-stock items; subject to carrier delay; excludes order processing time).

b. Express shipping

Express shipping is available for orders shipping to addresses in the United States, US Virgin Islands and Puerto Rico. Express shipments are delivered one business day after the date the order ships (applies to in-stock items; subject to carrier delay; excludes order processing time).

c. A word about our shipping boxes

Please note that Helm® products may come in distinctive packaging that showcases product image, name and features.

d. Reporting lost or damaged packages

Please call us at 1-800-xxx-xxxx or send us an email, as per the instructions below. We will work with you to resolve the problem. If the product is not delivered:

Please call us at 1-800-xxx-xxxx.

Or contact us online:

  • Select the "Order Information" radio button
  • Complete the form and enter the information about the missing order in the "Your message" text box
  • Click the "Submit" button
  • We will contact you regarding the problem
If the product is damaged:

Be sure to save your box and all packing materials in case an inspection or pickup is needed. Please call us at 1-800-xxx-xxxx.

  • Re-pack the product in its original box
  • Write the RMA number clearly on the outside of the box
  • Be sure to use a package-shipping service such as United Parcel Service, Federal Express or the United States Postal Service that is able to track shipments. Ship the package to: Helm Replacements and Returns 3550 East 40th Street Yuma, AZ 85365
  • When we receive your return, we will contact you about resolving the problem

Note: please be sure to write the RMA number clearly on the outside of the box. Failure to do so may result in your package being refused or cause delays in processing your refund.

e. Delivery confirmation signature

Helm Corporation works with all major carriers, including United Parcel Service and the United States Postal Service, to be sure products are delivered safely.

In some cases, a signature is required before a package can be left at your location. The delivery driver decides if a signature is needed, based on location, weather conditions and other factors. If you receive a notice stating delivery was attempted while you were out, please follow its instructions regarding an alternate delivery date or package pick-up.

f. APO/FPO and Military Exchanges

Helm Corporation does not ship directly to APO/FPO addresses. Since we cannot track packages after their arrival at APO/FPO drop-off points, we are reluctant to make shipments that may be misdirected or lost.

8. Order tracking

You may track your order using your order number by clicking on this link:

Order information may not appear in the tracking system until shipment. Please wait 24 hours after receiving your shipping confirmation email to track your shipment.

9. Returns and exchanges

Satisfaction is guaranteed on all Helm® Products purchased by consumers directly from Helm. We want you to be thrilled, so if you're not satisfied with your purchase for any reason, simply return it within the 30-day* trial period for a full refund.

Note: please be sure to obtain an RMA number and clearly write it on the outside of the box. Failure to do so may result in your package being refused or cause delays in processing your refund. Be sure to use a package-shipping service such as United Parcel Service, Federal Express or the United States postal service that is able to track shipments.

If you purchased your product at a Helm store, please return or exchange it there. Helm Stores cannot, unfortunately, accept returns or exchanges of products purchased from the Sites or by phone. Also, Helm does not accept returns or exchanges of Helm products purchased from other retailers.

10. Shopping help: Shopping baskets and sales tax

The following section provides helpful information for how to purchase Products online.

a. About sales tax

Your purchase on or through the Sites includes sales tax as required by law. The tax rate is based on the delivery address of your purchase. The actual tax amount will appear on the Payment page during the checkout process.

b. Checking out

Once you've added an item to your basket, you'll see an order summary, along with any recommended accessories for your purchase. You can choose to continue shopping, save your basket or begin checkout. Click "CHECKOUT" and you will follow these steps:

  • Shipping and billing: Select a shipping method, and enter shipping and billing information.
  • Payment: Select your payment method
  • Review and complete order: Review your order, including shipping and payment information. Complete your order by clicking the "PLACE ORDER" button
  • Order confirmation: Once submitted, you'll receive an order confirmation number to help you track your order
c. A note about security

We use a variety of measures to protect the online security of your personal information, however, no method of transmission over the Internet, and no means of electronic or physical storage is absolutely secure. Thus, we cannot guarantee or warrant the security of your information.

d. Shopping help for international customers

Orders placed on Helm.com can only be shipped to addresses within the United States, US Virgin Islands and Puerto Rico. If you would like to place an order for shipment to another country, please visit Helm Worldwide.

11. Product questions and comments

We do welcome and value feedback on our existing products, and we make every effort to address questions or concerns that are raised by our customers. If you wish to comment on a Helm product or if you have a question about or concern with any of our products, please consult and follow the instructions provided in the "Contact us" section of Helm.com. Notwithstanding the foregoing, our use of your information shall be governed by the Helm Privacy Policy. Any feedback you provide about Helm products, whether on this Sites or otherwise, shall be deemed non-confidential and governed by our policy on submissions, and Helm shall be free to reproduce, use, disclose and distribute the feedback for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products incorporating such feedback, in accordance with the Helm Terms of Use.

12. Warranties

Please see our website at xxx.xxx.xxx for warranty details.

13. Limitation of liability

IN NO EVENT SHALL HELM OR ITS AFFILIATES, LICENSORS, VENDORS, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR OTHER REPRESENTATIVES BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES, WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES), ARISING OUT OF OR IN CONNECTION WITH THE PRODUCTS OR THE SITES, WHETHER OR NOT HELM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER BASED UPON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, VIOLATION OF STATUTE, OR OTHERWISE. THIS EXCLUSION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. IN ANYEVENT, OUR AGGREGATE LIABILITY WILL NOT EXCEED THE AMOUNT PAID FOR THE PRODUCT TO WHICH THE CLAIM RELATES OR, IF THE CLAIM DOES NOT RELATE TO A PRODUCT, $100.

HELM DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITES OR ANY WEBSITE FEATURED OR LINKED TO THROUGH THE SITES, AND HELM WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. HELM WILL NOT BE LIABLE FOR THE OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY. YOU VOLUNTARILY ASSUME THE RISK OF HARM OR DAMAGE FROM THE FOREGOING. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND TO THE FULLEST EXTENT PERMITTED BY LAW.

If you are a California resident, you hereby waive California Civil Code §1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." This release includes the criminal acts of others.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages such as above. Accordingly, some of the above limitations may not apply to you. If you are a New Jersey resident, or a resident of another state that permits the exclusion of these warranties and liabilities, then the limitations in this Section specifically do apply to you.

15. Online product support center

When you buy a Helm® product, you become a valued, lifelong customer. Our product support site offers the tools and information you need to ensure the lasting value of your Helm products. Key features of the site include:

  • Setup instructions
  • Product tips
  • Product ID tool
  • Owner's guides for most every product ever sold by Helm
17. Factory authorized service

At Helm, we're dedicated to better sound, and better service. Our goal is to provide you with exceptional service for your Helm® products and systems. At any time, if you experience a problem with your Helm product, we're ready to help.

For assistance with your product, please call us toll-free at 1-877-xxx-xxxx. For help with our aviation headsets, call 1-800-xxx-xxxx

For the best possible service, please have your product nearby when you call. Hours of operation: Monday – Friday: 8:30 AM – 8 PM CST

18. Telephone communications

Telephone communications with us, including calls with any of our agents or independent contractors, are routinely monitored and/or recorded. You expressly consent, on behalf of yourself and other users of your phone number, to being monitored or recorded. By providing us with a phone number (including mobile) as your contact number, you expressly authorize us to contact you regarding your account for non-telemarketing communications, via text message or telephone, including the use of prerecorded or auto-dialed calls, using that number.

19. Receiving warranty or service support

IT IS YOUR RESPONSIBILITY TO BACK UP ALL EXISTING DATA, SOFTWARE AND PROGRAMS BEFORE RECEIVING SERVICES OR SUPPORT (INCLUDING TELEPHONE SUPPORT). HELM AND/OR YOUR THIRD-PARTY SERVICE PROVIDER WILL HAVE NO LIABILITY FOR LOSS OR RECOVERY OF DATA OR PROGRAMS, OR FOR LOSS OF USE OF SYSTEM(S) ARISING OUT OF THE SERVICES OR SUPPORT OR ANY ACT OR OMISSION, INCLUDING NEGLIGENCE, BY HELM OR YOUR-THIRD-PARTY SERVICE PROVIDER. PARTS USED IN REPAIRING OR SERVICING PRODUCT(S) MAY BE NEW, EQUIVALENT-TO-NEW, OR RECONDITIONED.

20. Product registration

Registering your Helm® Product ensures you'll receive any applicable software or product updates for years of continued enjoyment. Click on the link below to register your Product.