Website and App
Terms & Conditions

Website and App
Terms & Conditions

Website and App
Terms & Conditions

EFFECTIVE DATE July 3, 2023

LAST UPDATED February 6. 2024

These terms and conditions of use (the “Terms”) govern your use of our online interfaces and properties (e.g., websites and mobile applications), your purchase of any products, and your interactions with us (collectively, the “Site”). Please read these Terms carefully before using this Site. The Site is owned or controlled by Nova Labs, Inc. (“we”, “us”, or “the Company”). By accessing this Site in any way, including, without limitation, browsing this Site, purchasing products from the Site, using any information, and/or submitting information to Company, you agree to and are bound by the terms, conditions, policies, and notices contained in the Terms. From time to time, we may update this Site and these Terms.  Your use of this Site after we post any changes to these Terms constitutes your agreement to those changes. This Site is offered and available to users who are at least 18 years or older (or over the legal age of majority in your jurisdiction). By using this Site, you represent and warrant that you meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Site. Any other services, websites, or software operated or provided by Company or its affiliates (the “Company Services”) to you may be subject to the separate terms and conditions of such Company Services that are agreed to in writing, and those additional terms and conditions will become part of your agreement with us, provided that if there is any conflict between these Terms and the terms and conditions of the Company Services, the terms and conditions of the Company Services shall control. 

Binding Arbitration; Waiver of Jury Trial

These Terms provide that all disputes, controversies, or claims arising between you and Company will be resolved by BINDING AND FINAL ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO A JURY TRIAL AND/OR TO OTHERWISE GO TO COURT (INCLUDING IN A CLASS ACTION PROCEEDING) to assert or defend your rights (except for matters that may be taken to small claims court or as it relates to provisional or injunctive relief). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action. Please review the Section below entitled Arbitration Agreement for the details regarding your agreement to arbitrate any and all disputes with Company.

Privacy

Please also consult our Privacy Policy for a description of our privacy practices and policies. Our Privacy Policy is a part of these Terms, and you agree to our use and sharing of the information we collect about you as described here and in our Privacy Policy.

Ownership of the Site

Content, software, and services on this Site that is provided by Company or its licensors, including certain graphics, photographs, images, screen shots, text, digitally downloadable files, trademarks, logos, product and program names, slogans, and the compilation of the foregoing ("Company Content") is the property of Company and its licensors, and is protected in the U.S. and internationally under trademark, copyright, and other intellectual property laws. We reserve all of our rights in the Company Content. If any service on the Site includes the provision of a specific IP address, URL or other designation for your use, you acknowledge and agree that you will not receive any proprietary or ownership rights in such designation, and that we may change your IP address, URL or other designation at any time.

You agree not to download, display or use any Company Content located on the Site for use in any publications, in public performances, on websites other than this Site for any other commercial purpose, in connection with products or services that are not those of Company, in any other manner that is likely to cause confusion among consumers, that disparages or discredits Company and/or its licensors, that dilutes the strength of Company’s or its licensor's property, or that otherwise infringes Company’s or its licensors’ intellectual property rights. You further agree to in no other way misuse any Company Content or third-party Content that appears on this Site.

Except for Submissions, the Site and its content, software, and services (together, "Materials") are the property of Helium Mobile and its suppliers and is protected by copyright, trademark, service mark, and other proprietary or intellectual property rights ("Intellectual Property Rights"). We reserve all of our rights in the Materials. If any service on the Site includes the provision of a specific IP address, URL or other designation for your use, you acknowledge and agree that you will not receive any proprietary or ownership rights in such designation, and that we may change your IP address, URL or other designation at any time.

Site Access and Restrictions

The following requirements apply to your use of the Site: (a) you will not use any electronic communication feature of the Site for any purpose that is unlawful, tortious, abusive, intrusive on another's privacy, harassing, libelous, defamatory, embarrassing, obscene, threatening, or hateful; (b) you will not upload, post, reproduce, or distribute any information, software, or other material protected by copyright or any other intellectual property right (as well as rights of publicity and privacy) without first obtaining the permission of the owner of such rights; (c) you will not collect or store personal data about other users; (d) you will not use the Site for any commercial purpose not expressly approved by Company in writing; (e) you will not upload, post, email, or otherwise transmit any advertising or promotional materials or any other form of solicitation or unauthorized communication; (f) you will not upload, post, email, or otherwise transmit any material that contains viruses or any other computer code, files, or programs which might interrupt, limit, or interfere with the functionality of any computer software or hardware or telecommunications equipment. 

You may not use any scraper, crawler, spider, robot, or other automated means of any kind to access or copy data on the Site, deep-link to any feature or content on the Site, bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Site. 

Violations of system or network security may result in civil or criminal liability. Company will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of this Site or any activity being conducted on this Site.

Accounts; Passwords

If a particular feature or service offered on the Site requires you to open an account, you must complete the specified registration process by providing us with current, complete, and accurate information as requested by the applicable online registration form. It is your responsibility to maintain current, complete, and accurate registration data and any loss caused by your failure to do so is your responsibility. After you have fully completed the registration form, you may be asked to choose a password and a user-name. It is entirely your responsibility to maintain the confidentiality of your password and account. Additionally, you are entirely responsible for any and all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account. You further agree not to email, post, or otherwise disseminate any user ID, password, or other information which provides you access to the Site. Company is not liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge.

Site Accuracy

Although we intend to provide accurate and timely information on the Site, the Site (including, without limitation, the Company Content) may not always be entirely accurate, complete, or current and may also include technical inaccuracies or typographical errors. We have made reasonable efforts to accurately display colors and images of our products that appear at the store. We cannot guarantee that your computer monitor's display of any color will be accurate. The information published on the Site is provided as a convenience to our customers and is provided for informational or transactional purposes only. In an effort to continue to provide you with as complete and accurate information as possible, information may be changed or updated from time to time without notice, including without limitation information regarding our policies, products and services. Accordingly, you should verify all information before relying on it, and all decisions based on information contained in the Site are your sole responsibility and we shall have no liability for such decisions.

Third-Party Tools and Websites

This Site may hyperlink to sites or tools not maintained by or related to Company. Hyperlinks are provided as a service to users and are not sponsored by or affiliated with this Site or Company, and Company makes no representations or warranties about the content, completeness, or accuracy of those third-party sites. Information you submit at a third-party site accessible from this Site is subject to the terms of that site's privacy policy, and Company has no control over how your information is collected, used, or otherwise handled.

Mobile Application

The use of Company mobile applications (“App”) requires use of a mobile device and wireless mobile data service, which must be obtained from your wireless carrier, and may require Internet access, which must be obtained from your service provider; you are responsible for obtaining and paying for such additional services and obtaining a suitable device, including without limitation all usage charges related thereto. You are required to send and receive, at your cost, electronic communications related to the App, including without limitation, administrative messages, service announcements, diagnostic data reports, and App updates, from Company, your mobile carrier or third-party service providers. If you do not have an unlimited wireless mobile data plan, you may incur additional charges from your wireless service provider in connection with your use of the App. You are solely responsible for obtaining any additional subscription or connectivity services or equipment necessary to access the App, including but not limited to payment of all third-party fees associated therewith, including fees or information sent to or through the App. Company does not warrant that the App will be compatible with your mobile device. If you download the App, we may send you special offers and messages. These in-App offers may have specific terms and conditions outlined in the offer. These in-App offers and in-App messages are integrated features of the App. If you do not wish to receive these in-App offers and in-App messages, you must delete the App. If you download the App, with your permission, we may also push notifications to your device. You will be able to opt out of push notifications in your device’s settings.

Disclaimer of Warranties

THIS SITE IS PROVIDED ON AN "AS IS, AS AVAILABLE" BASIS. NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THOSE OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE MADE WITH RESPECT TO THIS SITE OR ANY INFORMATION OR SOFTWARE THEREIN. Company makes no representations about the reliability of the features of this Site, the Company Content, or any other Site feature, and disclaims all liability in the event of any service failure. You acknowledge that any reliance on such material or systems will be at your own risk. Company makes no representations regarding the amount of time that any Company Content will be preserved. 

YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS SITE, SITE-RELATED SERVICES, AND LINKED WEBSITES. COMPANY DOES NOT WARRANT THAT FILES AVAILABLE FOR DOWNLOAD WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES, OR OTHER DESTRUCTIVE PROGRAMMING. YOU ARE RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR NEEDS FOR DATA BACK UP AND SECURITY. 

WARRANTIES RELATING TO PRODUCTS OR SERVICES OFFERED, SOLD AND DISTRIBUTED BY COMPANY ARE SUBJECT TO SEPARATE WARRANTY TERMS AND CONDITIONS, IF ANY, PROVIDED WITH OR IN CONNECTION WITH THE APPLICABLE PRODUCTS OR SERVICES.

LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL COMPANY BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF OR INABILITY TO USE THIS SITE, NOR SHALL COMPANY BE RESPONSIBLE FOR ANY DAMAGES WHATSOEVER THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE WHETHER OR NOT CAUSED BY EVENTS BEYOND COMPANY’S REASONABLE CONTROL, INCLUDING BUT NOT LIMITED TO ACTS OF GOD, COMMUNICATIONS LINE FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO THIS SITE'S RECORDS, PROGRAMS, OR SERVICES. UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO A NEGLIGENT ACT, WILL COMPANY OR ITS AFFILIATES OR AGENTS BE LIABLE FOR ANY DAMAGE OF ANY KIND THAT RESULTS FROM THE USE OF, OR THE INABILITY TO USE, THE SITE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES; AS A RESULT, THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Indemnification

You agree to indemnify and hold Company, its parents, subsidiaries, officers, employees, and website contractors and each of their officers, employees and agents harmless from any claims, damages and expenses, including reasonable attorneys' fees and costs, related to (i) your violation of these Terms, including the Privacy Policy, (ii) your use of the Site or Company products, or (iii) your violation of any law or the rights of a third party.

Export Policy and Restrictions

You acknowledge that the products and Company Content which are sold or licensed on the Site, which may include technology and software, are subject to the customs and export control laws and regulations of the United States of America and may also be subject to the customs and export laws and regulations of the country in which the products are manufactured and/or received. By purchasing, downloading, or using technology or software from the Site, you agree to abide by the applicable laws, rules and regulations - including, but not limited to the Export Administration Act and the Arms Export Control Act - and you represent and warrant that you will not transfer, by electronic transmission or otherwise, the software or technology to a foreign national or a foreign destination in violation of the law. By purchasing any products, you agree that you will not use any products, or provide products to any person, who is forbidden from receiving the product under the Export Administration Regulations or any economic sanctions  maintained by the U.S. Department of Treasury. U.S. antiboycott regulations, or U.S. economic sanctions, including the export and antiboycott restrictions found in the Export Administration Regulations or the sanctions regulations administered by the U.S. Office of Foreign Assets Control. You shall indemnify and hold harmless Company from all claims, demands, damages, costs, fines, penalties, attorneys’ fees and all other expenses arising from your failure to comply with this provision and/or applicable export control, antiboycott, or economic sanctions laws and regulations.

HELIUM MOBILE HOTSPOTS ARE CURRENTLY FOR SALE AND USE ONLY IN THE UNITED STATES AND MAY NOT BE LEGALLY USED IN ANY OTHER COUNTRY ABSENT PRIOR WRITTEN APPROVAL BY HELIUM MOBILE.

Governing Law

These Terms will be governed by and construed in accordance with the internal laws of New York without regard to conflicts of laws principles.  By using this site, you hereby agree that any and all disputes regarding these Terms will be subject to the courts located in New York County, New York.  YOU AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL DISPUTES, CLAIMS, AND CAUSES OF ACTION ARISING OUT OF OR CONNECTED WITH THIS SITE AND/OR THESE TERMS, WILL BE RESOLVED INDIVIDUALLY, WITHOUT RESORT TO ANY FORM OF CLASS ACTION.  These Terms operate to the fullest extent permissible by law.

Arbitration Agreement

Agreement to Arbitrate All Disputes.  Except as it relates to qualifying small claims and injunctive relief as explained below, you agree that any and all disputes, controversies, or claims arising between you and Company (each a “Claim” and collectively “Claims”), including but not limited to Claims arising out of or relating to the Site, use of the Site, these Terms and/or the Privacy Policy, shall be settled by binding and final arbitration in accordance with the then prevailing Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”). The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879. The arbitration will be heard and determined by a single arbitrator, who shall be selected pursuant to the AAA Rules. The arbitrator’s decision, judgment, or award in any such arbitration will be final and binding upon the parties and may be entered and enforced in any court having jurisdiction thereof. The Federal Arbitration Act (“FAA”) and federal arbitration law apply to this agreement. The arbitrator shall apply New York law consistent with the FAA and applicable statutes of limitations and shall honor all claims of privilege recognized at law.  For the avoidance of doubt, the arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the arbitrability of any Claims, the scope, applicability, interpretation, and enforcement of this arbitration agreement, and the interpretation, applicability, enforcement, formation of these Terms and/or the Privacy Policy.

Small Claims and Injunctive Relief.  This arbitration agreement does not preclude you from pursuing qualifying small claims in small claims court. If your Claims qualify for small claims court, you may still assert your Claims in small claims court so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. In addition, you and Company both retain the right to apply to any court of competent jurisdiction for provisional or injunctive relief, including for pre-arbitral attachments or preliminary injunctions, and any such request shall not be deemed incompatible with these Terms, nor a waiver of the right to have disputes submitted to arbitration as provided in these Terms.

Class Waiver.  You may not act as a class representative or private attorney general or participate as a member of a class of claimants with respect to any Claim. Claims may not be arbitrated on a class or representative basis. The arbitrator can decide only your individual Claims. The arbitrator may not consolidate or join the Claims of other persons or parties who may be similarly situated.

Arbitration Costs and Procedures.  If you initiate arbitration against us, you will not be responsible for professional fees for the arbitrator’s services or any other AAA fees. If you are able to demonstrate that the costs of arbitration will be cost-prohibitive as compared to the costs of litigation, Company will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the cost of the arbitration from being cost-prohibitive. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate. Pursuant to the AAA Rules and Procedures, the arbitration shall proceed in a location determined by the arbitrator (provided that such location is reasonably convenient for you), or at such other location as may be mutually agreed upon by the parties. 

Enforcement and Invalidity. If any part of this arbitration provision is deemed to be invalid, unenforceable or illegal (other than that claims will not be arbitrated on a class or representative basis), or otherwise conflicts with the rules and procedures established by AAA, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, the portion that is deemed invalid, unenforceable or illegal is that claims will not be arbitrated on a class or representative basis, then the entirety of this arbitration provision shall be null and void, and neither claimant nor Company shall be entitled to arbitrate their dispute. 

THIS SECTION LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN THE AAA RULES AND PROCEDURES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF.  OTHER RIGHTS THAT YOU OR COMPANY WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.

Agreement to Arbitrate All Disputes.  Except as it relates to qualifying small claims and injunctive relief as explained below, you agree that any and all disputes, controversies, or claims arising between you and Company (each a “Claim” and collectively “Claims”), including but not limited to Claims arising out of or relating to the Site, use of the Site, these Terms and/or the Privacy Policy, shall be settled by binding and final arbitration in accordance with the then prevailing Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”). The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879. The arbitration will be heard and determined by a single arbitrator, who shall be selected pursuant to the AAA Rules. The arbitrator’s decision, judgment, or award in any such arbitration will be final and binding upon the parties and may be entered and enforced in any court having jurisdiction thereof. The Federal Arbitration Act (“FAA”) and federal arbitration law apply to this agreement. The arbitrator shall apply California law consistent with the FAA and applicable statutes of limitations and shall honor all claims of privilege recognized at law.  For the avoidance of doubt, the arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the arbitrability of any Claims, the scope, applicability, interpretation, and enforcement of this arbitration agreement, and the interpretation, applicability, enforcement, formation of these Terms and/or the Privacy Policy. 

Small Claims and Injunctive Relief.  This arbitration agreement does not preclude you from pursuing qualifying small claims in small claims court. If your Claims qualify for small claims court, you may still assert your Claims in small claims court so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. In addition, you and Company both retain the right to apply to any court of competent jurisdiction for provisional or injunctive relief, including for pre-arbitral attachments or preliminary injunctions, and any such request shall not be deemed incompatible with these Terms, nor a waiver of the right to have disputes submitted to arbitration as provided in these Terms.

Class Waiver.  You may not act as a class representative or private attorney general or participate as a member of a class of claimants with respect to any Claim. Claims may not be arbitrated on a class or representative basis. The arbitrator can decide only your individual Claims. The arbitrator may not consolidate or join the Claims of other persons or parties who may be similarly situated.

Arbitration Costs and Procedures.  If you initiate arbitration against us, you will not be responsible for professional fees for the arbitrator’s services or any other AAA fees. If you are able to demonstrate that the costs of arbitration will be cost-prohibitive as compared to the costs of litigation, Company will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the cost of the arbitration from being cost-prohibitive. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate. Pursuant to the AAA Rules and Procedures, the arbitration shall proceed in a location determined by the arbitrator (provided that such location is reasonably convenient for you), or at such other location as may be mutually agreed upon by the parties.  

Enforcement and Invalidity.  If any part of this arbitration provision is deemed to be invalid, unenforceable or illegal (other than that claims will not be arbitrated on a class or representative basis), or otherwise conflicts with the rules and procedures established by AAA, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, the portion that is deemed invalid, unenforceable or illegal is that claims will not be arbitrated on a class or representative basis, then the entirety of this arbitration provision shall be null and void, and neither claimant nor Company shall be entitled to arbitrate their dispute. 


THIS SECTION LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN THE AAA RULES AND PROCEDURES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF.  OTHER RIGHTS THAT YOU OR COMPANY WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION. 

Agreement to Arbitrate All Disputes.  Except as it relates to qualifying small claims and injunctive relief as explained below, you agree that any and all disputes, controversies, or claims arising between you and Company (each a “Claim” and collectively “Claims”), including but not limited to Claims arising out of or relating to the Site, use of the Site, these Terms and/or the Privacy Policy, shall be settled by binding and final arbitration in accordance with the then prevailing Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”). The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879. The arbitration will be heard and determined by a single arbitrator, who shall be selected pursuant to the AAA Rules. The arbitrator’s decision, judgment, or award in any such arbitration will be final and binding upon the parties and may be entered and enforced in any court having jurisdiction thereof. The Federal Arbitration Act (“FAA”) and federal arbitration law apply to this agreement. The arbitrator shall apply California law consistent with the FAA and applicable statutes of limitations and shall honor all claims of privilege recognized at law.  For the avoidance of doubt, the arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the arbitrability of any Claims, the scope, applicability, interpretation, and enforcement of this arbitration agreement, and the interpretation, applicability, enforcement, formation of these Terms and/or the Privacy Policy. 

Small Claims and Injunctive Relief.  This arbitration agreement does not preclude you from pursuing qualifying small claims in small claims court. If your Claims qualify for small claims court, you may still assert your Claims in small claims court so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. In addition, you and Company both retain the right to apply to any court of competent jurisdiction for provisional or injunctive relief, including for pre-arbitral attachments or preliminary injunctions, and any such request shall not be deemed incompatible with these Terms, nor a waiver of the right to have disputes submitted to arbitration as provided in these Terms.

Class Waiver.  You may not act as a class representative or private attorney general or participate as a member of a class of claimants with respect to any Claim. Claims may not be arbitrated on a class or representative basis. The arbitrator can decide only your individual Claims. The arbitrator may not consolidate or join the Claims of other persons or parties who may be similarly situated.

Arbitration Costs and Procedures.  If you initiate arbitration against us, you will not be responsible for professional fees for the arbitrator’s services or any other AAA fees. If you are able to demonstrate that the costs of arbitration will be cost-prohibitive as compared to the costs of litigation, Company will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the cost of the arbitration from being cost-prohibitive. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate. Pursuant to the AAA Rules and Procedures, the arbitration shall proceed in a location determined by the arbitrator (provided that such location is reasonably convenient for you), or at such other location as may be mutually agreed upon by the parties.  

Enforcement and Invalidity.  If any part of this arbitration provision is deemed to be invalid, unenforceable or illegal (other than that claims will not be arbitrated on a class or representative basis), or otherwise conflicts with the rules and procedures established by AAA, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, the portion that is deemed invalid, unenforceable or illegal is that claims will not be arbitrated on a class or representative basis, then the entirety of this arbitration provision shall be null and void, and neither claimant nor Company shall be entitled to arbitrate their dispute. 

THIS SECTION LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN THE AAA RULES AND PROCEDURES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF.  OTHER RIGHTS THAT YOU OR COMPANY WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION. 

Termination

Company may, in its sole discretion, and at any time, discontinue this Site or any part thereof, with or without notice, or may prevent your use of this Site with or without notice to you.  You agree that you do not have any rights in this Site and that Company will have no liability to you if this Site is discontinued or your ability to access the Site or any content you may have posted on the Site is terminated.

Other Terms

Any other terms of sale or return and warranty policies on our Site are hereby incorporated by reference into these Terms. 

Assignment

Company may assign this agreement, in whole or in part, at any time with or without notice to you. You may not assign this agreement, or any part of it, to any other person. Any attempt by you to do so is void.

Miscellaneous

These Terms constitute a binding agreement between you and Company and are accepted by you upon your use of the Site or your account. These Terms constitute the entire agreement between you and Company regarding the use of the Site and your account. Both you and Company acknowledge and agree that no partnership is formed and neither of you nor Company has the power or the authority to obligate or bind the other. If Company fails to act with respect to your breach or anyone else's breach on any occasion, Company is not waiving its right to act with respect to future or similar breaches. If any provision of these Terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these terms of use and shall not affect the validity and enforceability of any remaining provisions.

Helium Mobile Store

Typographical Errors and Incorrect Pricing. In the event a product or service is listed on the Site at an incorrect price due to typographical error or error in pricing information received from our suppliers, we shall have the right to refuse or cancel any orders placed for the product or service listed at an incorrect price. We shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit or debit card charged. If your credit or debit card has already been charged for the purchase and your order is canceled, we shall promptly issue a credit to your credit or debit card account in the amount of the incorrect price.

Order Acceptance. We reserve the right, at our sole discretion, to refuse or cancel any order for any product or service listed on the Site for any reason. Your Site account may also be restricted or terminated for any reason, at our sole discretion. For your convenience, you will not be charged until your payment method is authorized, the order information is verified for accuracy and your order is shipped. Some situations that may result in your order being canceled 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 contact you if all or any portion of your order is canceled or if additional information is required to accept your order. If your order is canceled after your credit card (or other payment account) has been charged, we will issue a credit to your credit card (or other applicable payment account) in the amount of the charge.

Quantity Limits and Reseller Sales. Company reserves the right, at our sole discretion, to limit the quantity of items purchased per person, per household or per order. These restrictions may be applicable to orders placed by the same account, the same credit card, and also to orders that use the same billing and/or shipping address. We will provide notification to the customer should such limits be applied. Please note that certain orders constitute improper use of Company and its services. We reserve the right, at our sole discretion, to refuse or cancel any order for any reason. Your account may also be restricted or terminated for any reason, at our sole discretion. Company also reserves the right, at our sole discretion, to prohibit sales to dealers or resellers. For purposes of these Terms, reselling shall be defined as purchasing or intending to purchase any product(s) from Company for the purpose of engaging in a commercial sale of that same product(s) with a third party.

Online Payments; Credit Cards. You can purchase products and/or services on the Site. We accept credit and debit cards issued by U.S. banks. If a credit card account is being used for a transaction, Company may obtain pre-approval for an amount up to the amount of the payment. If you want to designate a different credit card or if there is a change in your credit card, you must change your information online. This may temporarily delay your ability to make online payments while we verify your new payment information. 

You represent and warrant that if you are making online payments that: (a) any credit card, debit card and bank account information you supply is true, correct and complete; (b) charges incurred by you will be honored by your credit/debit card company or bank; (c) you will pay the charges incurred by you in the amounts posted, including any applicable taxes; and (d) you are the person in whose name the card was issued and you are authorized to make a purchase or other transaction with the relevant credit card and credit card information.

Mobile Rewards and Anti-Gaming

Digital Asset rewards in the form of MOBILE tokens are issued under the authority of Helium Improvement Protocols.  Under HIP 53, HIP 82, HIP 84, and others, Helium Mobile, as a Service Provider to the Helium Network, can incentivize Helium Mobile subscribers and community deployers through the offer of rewards, either directly or indirectly, in exchange for contributions to the Helium Network, including wireless coverage and subscriber location data (“MOBILE Rewards”).  As a Service Provider, Helium Mobile supports MOBILE Rewards in its sole discretion.  Helium Mobile has the right to discontinue support for MOBILE Rewards and/or change the status of any discretionary MOBILE Reward criteria (i.e., whether or not to boost a hex, whether or not to offer Discovery Mapping, etc.) without notice, for any reason. 

MOBILE Rewards are designed to reward materially positive contributions to the Helium Network, through enhancing either network performance, network utility, or both. MOBILE Rewards are not intended to reward self-serving activity that has no material benefit to the Helium Network (“Gaming”).  Helium Mobile, as a Service Provider, is committed to identifying and preventing Gaming wherever and whenever possible. 

Any Gaming, or failure to follow these and/or any other applicable terms and conditions, any violation of law, rule, or regulation, any conduct detrimental to the interests of Helium Mobile, any fraudulent activity or attempted fraudulent activity, any dissemination of information designed to defraud Helium Mobile, or any misrepresentation of any information furnished to Helium Mobile or its affiliates by any hotspot deployer, builder, Helium Mobile Subscriber, anyone else acting on the Helium Mobile Subscriber’s behalf, or any third party (collectively, “Prohibited Conduct”), may result in Helium Mobile exercising any and all available remedies (“Helium Mobile’s Remedies”), with or without notice.

MOBILE Rewards may have no value and Helium Mobile makes no promises or warranties as to the value of any rewards. You understand that any MOBILE Rewards or other rewards you may be eligible to earn from any activity are not guaranteed and may vary depending on multiple factors, including, but not limited to, individual activities, Helium Network usage, app configuration, technical and/or operational issues, and Helium Network governance. MOBILE Rewards are a function of Helium Network governance and design and are subject to change without notice.  Helium Mobile is not responsible for providing, guaranteeing, and/or refunding any rewards or changes to award eligibility due to subscriber behavior, app permissions, Helium Network usage, Helium Network outages, service outages, outages related to the Solana blockchain, or any other factors that may impact rewards. MOBILE and any other Helium Network tokens may have no value, and Helium Mobile makes no promises, guarantees, or warranties as to the value of MOBILE Rewards.  See the Helium Mobile Plan Terms & Conditions for more information regarding supported digital assets. 

IN NO EVENT SHALL HELIUM MOBILE BE LIABLE FOR ANY DIRECT, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING LOST REVENUE OR PROFITS, ARISING OUT OF THE ACTS OR OMISSIONS OF HELIUM MOBILE IN CONNECTION WITH MOBILE REWARDS, OR COSTS OR ATTORNEYS’ FEES.