Terms of Service

“Helios,” “we,” “us,” or “our” means Helios, Inc.

“Platform” means the Helios website, applications, software, interfaces, directories, marketplaces, tools, content systems, payment and payout flows, and related services operated or made available by Helios.

“User,” “you,” or “your” means any individual or legal entity that accesses or uses the Platform.

“Account” means a registered account used to access or use the Platform.

“Provider” means a User who offers, sells, publishes, performs, or otherwise provides services, expertise, goods, content, training, events, or other offerings through the Platform.

“Buyer” means a User who purchases, requests, engages, or otherwise obtains services, goods, expertise, content, training, events, or other offerings from a Provider through the Platform.

“User Content” means any information, text, images, documents, files, listings, profiles, reviews, messages, data, media, or other materials submitted, uploaded, published, transmitted, or otherwise provided by a User through the Platform.

“Offering” means any service, gig, task, product, good, expertise, training, event, content, or other opportunity made available through the Platform.

“Transaction” means any purchase, sale, booking, engagement, request, payment, payout, refund, cancellation, or other exchange involving an Offering through the Platform.

“Payment Processor” means any third-party payment, financial, banking, payout, identity, tax, fraud-prevention, or related service provider used by Helios in connection with the Platform.

“Policies” means policies, standards, guidelines, rules, and other requirements published by Helios and incorporated into these Terms, including applicable marketplace, privacy, safety, conduct, intellectual property, and prohibited-content policies.

“Services” means services and functionality provided by Helios through the Platform and does not refer to an Offering provided by a Provider unless the context expressly requires otherwise.

You may use Helios only if you can legally enter into a binding agreement and are not prohibited from using the Platform under applicable law. Users must be at least 18 years old.

If you use the Platform for an entity, you confirm that you are authorized to bind that entity to these Terms.

You may not use Helios if you are suspended or removed, if your use would violate law, sanctions, export controls, or a court order, or if you intend to engage in prohibited or restricted activity.

Helios is a human-led, AI-powered platform for discovering, requesting, promoting, offering, purchasing, selling, and managing opportunities, services, expertise, goods, training, events, content, and related offerings across end-to-end manufacturing and related industries.

• Expert and service discovery tools
• Marketplace and directory features
• Company, vendor, and expert profiles
• Gigs, projects, quick tasks, learning, events, and content features
• Communication, transaction, payment, and payout support tools

Helios may modify, suspend, discontinue, or limit features, subject to notice or wind-down requirements where stated in the Terms.

Certain features may be governed by additional terms, disclosures, or policies incorporated by reference. If a conflict exists, these Terms control unless another policy expressly states otherwise or a separate written agreement applies.

You may need an account for certain Platform features. You agree to provide accurate, complete, and current information and keep it updated.

• Maintain the confidentiality of account credentials
• Restrict unauthorized access to your account
• Accept responsibility for activity conducted through your account
• Promptly notify Helios about unauthorized access, suspected fraud, or security breaches

Helios may refuse registration, reclaim usernames, suspend accounts, or require additional verification.

Helios provides a technology platform and generally does not act as a bank, escrow provider, insurer, guarantor, manufacturer, distributor, reseller, fiduciary, or party to the underlying agreement between users.

Unless Helios states otherwise, the contract for services, goods, events, consultations, subscriptions, content, or offerings is between the buyer and the provider.

Providers are responsible for legality, accuracy, rights, authority, licenses, permits, certifications, insurance, fulfillment, support, performance, and compliance obligations relating to their offerings.

Users may submit, upload, publish, post, transmit, display, or make available content such as listings, descriptions, photos, designs, comments, reviews, files, CAD materials, specifications, videos, logos, and guides.

You retain ownership of your User Content, but grant Helios a worldwide, non-exclusive, royalty-free, transferable, sublicensable license to host, store, reproduce, modify, adapt, publish, display, distribute, perform, reformat, index, and use that content to operate, improve, promote, secure, moderate, and provide the Platform.

• You must own or control rights needed to submit the content
• Your content must be accurate and not misleading
• Your content must not violate law, contract, or third-party rights
• Your content must not contain malware, harmful code, or unlawful material

Helios may remove, edit, reject, restrict, or disable access to User Content.

Helios's Catalogs+ feature provides Users with access to a library of product, tooling, and equipment catalogs including specifications, part numbers, imagery, technical data, and, where included by the source, pricing ("Catalog Content"). Helios sources and maintains this library directly.

Helios's Sourcing Practices. Helios proactively sources Catalog Content from manufacturers' own publicly published materials, authorized distributor sources, or other sources Helios reasonably believes are lawfully available for this purpose, and publishes it to the Catalogs+ library on an ongoing basis.

Requesting a Missing or New Catalog. Where a User cannot find a catalog they need, or is aware of a newly published catalog not yet reflected in the library, the User may submit a request for Helios to add or update that catalog ("Catalog Request"). Submitting a Catalog Request does not guarantee that Helios will publish the requested Catalog Content, and Helios may decline, delay, or modify a request at its discretion.

User Representations for Submitted Requests. Where a User points Helios to a specific source as part of a Catalog Request, the User represents that: (a) the source is lawfully publicly available, or the User has the right to share it with Helios for this purpose; and (b) the User is not knowingly directing Helios to an unauthorized, pirated, leaked, or confidential source.

Accuracy and Currency. Helios will make reasonable efforts to keep published Catalog Content current, but specifications, availability, and technical data reflect the sourced material as of the date published and may not reflect real-time manufacturer updates. Where a catalog includes pricing, that pricing is indicative only and is not a quote or offer from Helios. Buyers should independently verify specifications critical to safety, compliance, or fitness for purpose, and confirm current pricing and availability directly with the relevant Business, before relying on catalog data.

Removal and Correction. Where a manufacturer, brand owner, or other rights holder notifies Helios that published Catalog Content, whether proactively sourced or added via a Catalog Request, is unauthorized, inaccurate, or infringing, Helios will review and, where warranted, remove or correct the Catalog Content, consistent with the Copyright & Infringement Policy.

Misuse of the Request Process. Users may not use Catalog Requests to direct Helios toward unauthorized, infringing, or unlawfully obtained material, or to attempt to have a competitor's proprietary or confidential materials published under the guise of a missing or newly published catalog. Repeated misuse of the Catalog Request process may result in restriction of a User's ability to submit further requests, in addition to other enforcement action.

Restrictions on Use of Published Catalog Content. Users may not scrape, bulk-download, systematically extract, or republish Catalog Content for a competing catalog, price-comparison service, or other commercial purpose outside legitimate purchasing activity on Helios, consistent with the data-harvesting restrictions in the Acceptable Use Policy.

Helios grants Users a limited, non-exclusive, non-transferable, revocable license to view, download, save to Helios Drive, bookmark, and combine pages from Catalog Content using PageWeaver, solely for that User's own internal evaluation, procurement, and manufacturing-related business purposes. This license does not include, and Users may not:

• Redistribute, publish, resell, or make Catalog Content (or any download, compilation, or PageWeaver output derived from it) available to any third party outside the User's own organization, except where reasonably necessary to obtain a quote or complete a transaction on Helios;
• Use downloaded, saved, bookmarked, or combined Catalog Content to build, populate, or supplement a competing catalog, product database, or price-comparison resource, whether on Helios or elsewhere;
• Remove, obscure, or fail to preserve attribution to the originating manufacturer or source catalog when saving, combining, or sharing Catalog Content, including within a PageWeaver compilation;
• Represent a PageWeaver compilation or any other derivative arrangement of Catalog Content as the User's own original work or as officially issued by the source manufacturer.

Catalog Content saved to Helios Drive, bookmarked, or included in a PageWeaver compilation remains subject to this license and to the underlying rights of the originating manufacturer or rights holder. Placing Catalog Content, or a PageWeaver compilation containing it, in a Business's Public Drive folder is treated as making that content publicly available and is subject to the same restrictions as any other redistribution.

Helios may revoke this license, in whole or in part, or restrict access to download, save, or PageWeaver features, where Helios reasonably believes it is necessary to comply with a rights holder's request or to address a violation of this section.

Helios Drive provides each User with storage (currently 3GB) intended to support platform-related activity and broader internal document and file management needs.

Intended Use. Helios Drive may be used to store internal business or professional documents, processes, technical files, and other materials, whether or not they relate to a specific transaction or activity on Helios. It is not intended to be used as a content-delivery or file-hosting service accessed primarily from outside Helios, or for storage unrelated to a legitimate business or professional purpose.

Responsibility for Workspace Access. Where Helios provides shared Workspace folders for a Business account, the Business is responsible for managing which individuals have access to its account and, by extension, to its Workspace folders, including promptly removing access for individuals who no longer work with or represent the Business. Helios is not responsible for a Business's internal access management decisions or for confidentiality issues arising from a Business's failure to remove access in a timely manner. Users placing content in a Workspace folder should assume it is visible to everyone with current access to that Business account.

Storage Quotas. Helios Drive storage is subject to the quota disclosed on the Platform (currently 3GB across applicable Private and Workspace folders combined). Where an account exceeds its applicable quota, Helios may reject new uploads, restrict editing or syncing, or provide notice and a reasonable opportunity to reduce usage before taking further action.

Catalog Content in Helios Drive. Catalog Content saved to Helios Drive, including PageWeaver compilations, remains subject to the license and restrictions in Section 06A (Catalogs and Product/Tooling Data) and Section 06B (User Actions on Catalog Content), regardless of whether it is stored in a Private or Workspace folder. Sharing such content outside the account or organization to which the User is authorized to provide access, for example, by downloading it and sending it to a third party, is governed by those restrictions, not by where the file happens to be stored.

Helios may enable payments, sales, purchases, payouts, and transactions through third-party payment and financial service providers, including Stripe and its affiliates.

Payment-related features may be subject to separate terms, privacy notices, eligibility criteria, and requirements from payment processors, banks, card networks, and financial institutions.

By using payment features, you authorize Helios and its payment processors to process charges, refunds, reversals, transfers, payouts, verification, fraud prevention, sanctions screening, compliance review, risk assessment, holds, reserves, and account controls where reasonably necessary.

Helios is not a bank, financial institution, money transmitter, escrow provider, trustee, or fiduciary.

To receive payouts, providers may need to create, link, maintain, or verify a payout account with a designated payment processor.

Helios or the payment processor may request information for identity verification, business verification, fraud prevention, tax compliance, payout activation, legal compliance, and risk review.

• Legal name and business name
• Contact details and address
• Representative and beneficial ownership information
• Government identification details and date of birth
• Bank account or payout details
• Tax identification numbers and tax forms
• Business registration, licenses, permits, certifications, insurance, and activity details

Helios may deny, delay, limit, suspend, or revoke payout eligibility where information is missing, inaccurate, inconsistent, unverifiable, prohibited, risky, or restricted by Helios, the payment processor, a bank, card network, regulator, or legal authority.

Helios may assess, collect, deduct, retain, or remit fees and charges related to Platform use and transactions, including platform fees, service charges, commissions, listing fees, subscription fees, transaction fees, processing fees, referral fees, currency conversion adjustments, taxes, withholding, dispute fees, penalties, or losses.

Users must pay amounts due as presented at checkout or otherwise designated by Helios. By submitting a payment method, buyers confirm it is valid, authorized, accurate, and available to pay transaction charges.

A transaction is not final until authorization, capture, settlement, or confirmation has successfully occurred.

Helios may refuse, delay, limit, or cancel a transaction if it reasonably suspects fraud, unauthorized use, duplicate payment, payment error, sanctions issues, policy violations, or material risk.

Nature of the Program. Helios may offer a promotional rewards program ("Coins") that allows users to earn and redeem Coins for eligible platform benefits. Coins are a discretionary marketing feature, not currency, property, a deposit, or a stored-value instrument. Coins have no cash value and cannot be purchased, sold, transferred, gifted, or exchanged for cash outside of Helios-approved redemption options.

Earning Coins. Helios may award Coins for activities it designates from time to time, such as completing a profile, participating in transactions, referring other users, or other qualifying platform engagement. Helios determines the earning rates and qualifying activities and may change them from time to time.

Redeeming Coins. Coins may be redeemed only for the benefits Helios makes available at the time of redemption (for example, platform fee credits or feature access). Helios may limit redemption amounts, frequency, or eligible uses. Redemption requests are final once processed.

Forfeiture. Helios may reverse or forfeit Coins obtained through fraud, abuse, manipulation of the Rewards Program, violation of these Terms, or other applicable policy violations, in addition to any other enforcement action available under the Marketplace Integrity & Anti-Fraud Policy.

No Guarantee. Helios does not guarantee that any particular benefit, redemption option, earning opportunity, or redemption value will remain available. Helios may modify, suspend, or terminate the Rewards Program and may change earning rates, qualifying activities, redemption options, or other program terms, subject to applicable law.

Taxes. Users are solely responsible for determining and satisfying any tax obligations arising from participation in the Rewards Program.

Payout timing is not guaranteed. Payouts may be delayed, withheld, limited, adjusted, or made unavailable due to onboarding, verification, fraud review, unusual transaction patterns, refunds, disputes, chargebacks, reserves, account holds, payment processor limits, banking delays, sanctions checks, compliance review, policy enforcement, or technical issues.

Helios may place temporary or ongoing holds, reserves, delayed disbursement schedules, payout limitations, transaction caps, or other risk controls where reasonably necessary.

Where Helios determines a user is responsible for refunds, reversals, chargebacks, processor fees, penalties, fines, tax liabilities, fraud losses, compliance losses, or other amounts, Helios may recover through pending or future payouts, offsets, reserves, stored payment methods where authorized, invoices, or lawful collection remedies.

Nothing in the Terms limits or waives statutory consumer rights where applicable law grants automatic, non-waivable cancellation, withdrawal, or refund rights.

Refunds, cancellations, credits, reversals, payment disputes, and related matters are governed by the Terms, payment and refund policies, listing-specific terms, service-specific terms, and applicable law.

Helios may evaluate cancellations, refunds, and milestone-based disputes based on whether performance materially began, value was delivered, costs were incurred, work was accepted, or a provider failed to perform as described.

External bank, card issuer, wallet, or payment processor chargebacks may proceed outside Helios. Helios may suspend payouts, request evidence, hold funds, recover losses, and limit features while a dispute is under review.

Users are responsible for determining, collecting, reporting, and remitting taxes arising from Platform use, transactions, purchases, sales, income, and business activity except where Helios is legally required to collect, withhold, report, or remit certain taxes.

Helios may request tax identification numbers, taxpayer certifications, VAT or GST details, withholding documentation, residency information, and related tax data. Helios may share such information as needed for legal obligations.

Helios may withhold or suspend payouts when tax information is missing, invalid, inconsistent, incomplete, or legally required. Helios does not provide legal, tax, accounting, or financial advice.

You may not use Helios to request, offer, promote, transact in, receive payment for, or facilitate illegal, deceptive, unsafe, restricted, policy-prohibited, or payment-processor-prohibited activity.

• Pirated, infringing, unauthorized, or counterfeit goods, files, media, designs, drawings, templates, parts, or content
• Sham transactions, payment laundering, unlawful or deceptive products or services
• Blocked persons, sanctioned parties, embargoed regions, or prohibited jurisdictions
• Transactions intended to evade sanctions, export controls, import controls, customs rules, AML obligations, or financial compliance
• Unlawful weapons-related, military, defense, surveillance, restricted dual-use, regulated industrial, or prohibited categories
• Offerings involving child labor, forced labor, trafficking, or modern slavery

Helios may require enhanced due diligence, documentation, manual review, category restrictions, certifications, or written approval for regulated, export-sensitive, safety-sensitive, industrial, or high-risk activity.

Helios facilitates the exchange of technical data, including CAD files, drawings, specifications, and manufacturing documentation, which may be subject to export control, sanctions, and trade compliance laws, including the U.S. Export Administration Regulations (EAR), the International Traffic in Arms Regulations (ITAR), and regulations administered by the U.S. Office of Foreign Assets Control (OFAC), as well as equivalent laws in other jurisdictions.

You represent and agree that you will not use Helios to:

• Export, re-export, transfer, or make available any technical data, software, or service in violation of applicable export control or sanctions laws;
• Sham transactions, payment laundering, unlawful or deceptive products or services
• Share export-controlled technical data with a person or entity not authorized to receive it, including based on nationality, location, or export-control status, where such sharing requires a license you do not hold;
• Transact with any individual, entity, or region that is subject to sanctions, embargoes, or is listed on a restricted- or denied-party list maintained by the U.S. government or other applicable authority; or
• Use Helios to evade or circumvent any export control, sanctions, or trade compliance obligation.

You are solely responsible for determining whether your listings, transactions, or shared technical data are subject to export control or sanctions requirements, and for obtaining any required licenses or authorizations before sharing controlled technical data through the Platform.

Helios may request additional information, screen users and transactions against restricted-party lists, and restrict, suspend, or terminate access where reasonably necessary to comply with export control or sanctions obligations. Nothing in this section constitutes trade compliance advice, and Helios does not verify the export-control classification of any technical data shared by users.

Users may not sell, distribute, license, request, monetize, or facilitate access to goods, files, content, designs, documents, technical data, software, media, or services that infringe or misappropriate intellectual property, proprietary rights, confidentiality rights, or trade secrets.

Providers must ensure that CAD files, drawings, technical instructions, manuals, reports, designs, branding, photographs, specifications, training materials, and other materials used in transactions are lawful, authorized, accurate, and non-infringing.

Helios may remove listings, freeze funds, delay payouts, suspend accounts, reverse transactions, or issue refunds where IP complaints, authenticity concerns, or unauthorized-use concerns exist.

Helios’s collection, use, disclosure, and retention of personal and business information is governed by the Privacy Policy.

By using transaction features, users acknowledge that Helios may collect, use, retain, and share payment, payout, identity, tax, business, device, verification, fraud, dispute, and compliance information with processors, financial institutions, fraud prevention providers, compliance providers, auditors, tax service providers, regulators, and legal authorities as reasonably necessary.

If you provide personal information about directors, officers, beneficial owners, employees, contractors, customers, or others, you confirm you have the rights, notices, and consents required by law.

You may not use Helios to violate law, infringe rights, impersonate others, misrepresent identity or qualifications, transmit spam or malware, engage in fraud or abuse, interfere with operations or security, scrape or harvest data without authorization, bypass access controls, use prohibited transaction categories, or create legal, reputational, compliance, or operational risk.

Providers are independent third parties, not employees, agents, or representatives of Helios. Helios does not verify, guarantee, endorse, or warrant provider qualifications, experience, licenses, insurance, services, or conduct.

Users are responsible for evaluating and verifying providers before purchasing or engaging services.

Helios may suspend, restrict, condition, or terminate access to payment functionality, payout functionality, listings, offerings, transactions, or accounts where it reasonably determines that a user violated the Terms or another policy, required information is missing or cannot be verified, activity presents risk, activity is inconsistent with the disclosed business purpose, disputes or refund abuse are excessive, platform systems are abused, or a processor, financial institution, card network, regulator, or legal authority requires action.

Helios may act with or without prior notice where permitted by law and reasonably necessary to protect the Platform, users, payment processors, or legal obligations.

Suspension or termination does not limit Helios’s rights to investigate, freeze or recover funds, delay payouts, remove listings, deny future access, report conduct, or pursue lawful remedies.

The Platform is provided on an “as is” and “as available” basis to the maximum extent permitted by law.

Helios does not guarantee uninterrupted, secure, or error-free operation; transaction completion; payment authorization; payout availability; provider performance; buyer payment without dispute; or content completeness, accuracy, or fitness for a particular purpose.

To the maximum extent permitted by law, Helios disclaims express and implied warranties, including merchantability, fitness for a particular purpose, title, non-infringement, and course-of-dealing warranties.

To the maximum extent permitted by applicable law, Helios and its officers, directors, employees, agents, affiliates, licensors, service providers, and representatives will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, business, opportunity, goodwill, data, savings, or anticipated savings, arising out of or relating to the Platform, these Terms, any Offering, User Content, Transaction, payment, payout, or relationship between Users, regardless of the theory of liability and even if Helios has been advised of the possibility of such damages.

Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited under applicable law.

Certain jurisdictions do not allow the exclusion or limitation of certain damages or liabilities. In those jurisdictions, Helios's liability will be limited to the maximum extent permitted by law.

Users agree to defend, indemnify, and hold harmless Helios and related parties against claims, disputes, losses, liabilities, damages, penalties, fines, costs, and expenses arising from accounts, listings, offerings, transactions, payment use, refunds, disputes, taxes, User Content, policy violations, law violations, sanctions/export/labor/product safety obligations, and infringement or misappropriation of third-party rights, except where excluded by the Terms.

Helios provides limited indemnification for certain third-party claims arising from Helios intellectual property infringement, Helios legal violations, or Platform security breaches caused by Helios’s failure to implement reasonable security measures.

The Platform, including software, layout, design, branding, text, graphics, logos, interfaces, and other Helios-provided content, is owned by Helios or its licensors and protected by intellectual property and other laws.

Except as permitted by Helios, users may not copy, reproduce, modify, distribute, display, perform, republish, create derivative works from, reverse engineer, or exploit the Platform or Helios content.

If you provide suggestions, ideas, comments, improvements, or feedback about Helios, you grant Helios a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, fully paid, sublicensable, and transferable right to use, copy, modify, distribute, publish, and exploit that feedback for lawful purposes without compensation or attribution.

The Terms state that governing law and venue are to be inserted in the published Terms. Users agree to submit to the stated courts and waive objections where permitted by law, unless a separate arbitration or dispute-resolution policy applies or law requires otherwise.

Helios may update the Terms to reflect changes in law, Platform functionality, payment processor requirements, business operations, pricing, risk controls, or compliance practices. Updated Terms will be posted on the Platform with an updated “Last Updated” date. Continued use after the Terms become effective constitutes acceptance except where additional consent is required by law.

If a provision is invalid, illegal, or unenforceable, the remaining provisions remain effective. Helios’s failure to enforce a provision is not a waiver. Users may not assign the Terms without Helios’s prior written consent, while Helios may assign the Terms as stated. The Terms and incorporated policies form the entire agreement except for separately executed written agreements.

Neither party is liable for delays or failures caused by events beyond reasonable control, including acts of God, war, terrorism, riots, disasters, government actions, pandemics, strikes, or third-party service failures, provided the affected party gives prompt notice and uses reasonable mitigation efforts.

Helios may close or archive accounts inactive for 24 consecutive months after 60 days’ advance notice. Remaining payout balances and user data are handled under applicable payout and privacy terms.

By accessing or using the Platform, creating or maintaining an Account, submitting or publishing User Content, purchasing or offering an Offering, initiating or receiving a payment or payout, or otherwise using any part of the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms and the Policies incorporated into them.

If you are using the Platform on behalf of a company, organization, or other legal entity, you represent and warrant that you have authority to bind that entity to these Terms. In that case, “you” and “your” include both you individually and the applicable entity.

If you do not agree to these Terms, you may not access or use the Platform.

Your continued use of the Platform after an updated version of these Terms becomes effective constitutes acceptance of the updated Terms to the extent permitted by applicable law.

For questions, reports, or concerns about these Terms or transaction-related issues, contact Helios.