Terms of Service

These Terms of Service govern your access to and use of helmconsulting.ai, our consulting services, communications, and any related products or services we provide.

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legal agreement between you ("you," "your," or "Client") and Helmconsulting.ai LLC, a California limited liability company ("Helmconsulting.ai," "we," "us," or "our"). These Terms govern your access to and use of helmconsulting.ai (the "Website"), our consulting services, communications, and any related products or services we provide (collectively, the "Services").

By accessing the Website, submitting an intake form, scheduling a discovery call, or engaging us for consulting services, you agree to be bound by these Terms. If you do not agree, do not use the Services.

2. Description of Services

Helmconsulting.ai provides AI advisory and implementation services to founders and operators across industries, including service businesses, healthcare, and specialty operations. Services may include:

• Front-office and operational audits
• AI voice agent implementation and configuration
• CRM and pipeline setup (including GoHighLevel)
• Industry-compliant call handling integrations, including HIPAA-aware configurations where required
• Workflow automation and review-generation systems
• Strategic advisory and implementation support

The specific scope, deliverables, timeline, and fees of any engagement will be set forth in a separate written agreement, statement of work, or proposal ("Engagement Agreement"). In the event of a conflict between these Terms and an Engagement Agreement, the Engagement Agreement controls for that engagement.

3. Eligibility

You must be at least 18 years old and authorized to enter into binding contracts on behalf of yourself or your business to use the Services.

4. Account and Communications

4.1 Information Accuracy

You agree to provide accurate, current, and complete information when you submit forms, schedule calls, or otherwise communicate with us, and to update that information as it changes.

4.2 Communications Consent

By providing your contact information, you consent to receive communications from us related to your inquiry, including by email and phone call. SMS communications are governed by separate, affirmative opt-in consent as described in our Privacy Policy.

4.3 SMS Terms

If you opt in to receive SMS messages, message and data rates may apply, message frequency varies, you can reply STOP to opt out at any time, and you can reply HELP for assistance. Full SMS terms are described in our Privacy Policy.

5. Fees and Payment

Fees for the Services will be specified in your Engagement Agreement. Unless otherwise stated:

• Invoices are due within the timeframe specified in the Engagement Agreement
• Late payments may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law
• All fees are exclusive of applicable taxes, which are your responsibility
• Refunds are governed by the terms of your Engagement Agreement

6. Intellectual Property

6.1 Our IP

The Website, our methodologies, frameworks, templates, training materials, and all related intellectual property are owned by Helmconsulting.ai or our licensors and are protected by copyright, trademark, and other laws. Nothing in these Terms grants you any ownership interest in our intellectual property.

6.2 Client Content

You retain ownership of any data, content, or materials you provide to us ("Client Content"). You grant Helmconsulting.ai a non-exclusive, worldwide, royalty-free license to use Client Content solely as necessary to provide the Services.

6.3 Deliverables

Ownership of Services deliverables (e.g., custom workflows, configurations, documentation) will be specified in your Engagement Agreement. Absent specific terms, Helmconsulting.ai retains ownership of all pre-existing IP and methodologies, and Client receives a perpetual, non-exclusive license to use the deliverables for internal business purposes.

6.4 Feedback

If you provide feedback, suggestions, or ideas about the Services, you grant Helmconsulting.ai an unlimited, royalty-free license to use that feedback for any purpose without compensation or attribution.

7. Acceptable Use

You agree not to:

• Use the Services for any unlawful purpose or in violation of any applicable law or regulation
• Transmit any virus, malware, or harmful code through the Website or our communications
• Attempt to gain unauthorized access to our systems, accounts, or data
• Reverse-engineer, decompile, or disassemble any software or systems we provide
• Resell, sublicense, or redistribute the Services without our written consent
• Send protected health information (PHI) regulated under HIPAA through unsecured channels (intake forms, general email, SMS) absent an executed Business Associate Agreement
• Misrepresent your identity or affiliation
• Engage in any activity that disrupts or impairs the Services

8. HIPAA and Healthcare Practice Considerations

When working with clients in healthcare or other regulated industries, Helmconsulting.ai is not a covered entity under HIPAA. When engaged in work that may involve protected health information, we will:

• Execute a Business Associate Agreement (BAA) with you before processing PHI
• Use HIPAA-compliant tools and channels for PHI handling
• Train our personnel on applicable safeguards

You are responsible for ensuring your own HIPAA compliance, including obtaining patient authorizations, implementing administrative and technical safeguards within your practice, and using compliant communication channels for PHI. Communications through our intake form, general email, SMS, and chat widget are not HIPAA-compliant and should not be used to transmit PHI.

9. Disclaimers

The Services are provided on an "as is" and "as available" basis. To the fullest extent permitted by law, Helmconsulting.ai disclaims all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, non-infringement, and accuracy.

We do not warrant that the Services will be uninterrupted, error-free, or free of harmful components, or that any defects will be corrected.

We do not provide legal, medical, accounting, or tax advice. Information shared during the Services is for general business and operational purposes only.

10. Limitation of Liability

To the fullest extent permitted by law:

• Helmconsulting.ai will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost revenue, lost data, or business interruption, even if advised of the possibility of such damages
• Helmconsulting.ai's total cumulative liability arising out of or relating to these Terms or the Services will not exceed the greater of (a) the fees paid by you to Helmconsulting.ai in the twelve (12) months preceding the event giving rise to the claim, or (b) one thousand dollars ($1,000)

These limitations apply regardless of the legal theory (contract, tort, statute, or otherwise) on which the claim is based.

11. Indemnification

You agree to indemnify, defend, and hold harmless Helmconsulting.ai and its officers, members, employees, and agents from any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your breach of these Terms or any Engagement Agreement
• Your violation of any law or third-party rights
• Your use or misuse of the Services
• Any content or information you submit to us
• Any PHI or sensitive data you transmit to us through unsecured channels in violation of these Terms

12. Third-Party Services

The Services may integrate with or rely on third-party platforms (including but not limited to GoHighLevel, calendar tools, email and SMS providers, and AI service providers). We are not responsible for the availability, accuracy, or performance of third-party services. Your use of third-party services is governed by their own terms and policies.

13. Termination

Either party may terminate an engagement as provided in the applicable Engagement Agreement. We reserve the right to suspend or terminate your access to the Website or refuse Services at any time for violation of these Terms or for any other reason permitted by law.

Upon termination, sections of these Terms that by their nature should survive (including Sections 5, 6, 9, 10, 11, 14, and 15) will survive.

14. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws principles.

Any dispute arising out of or relating to these Terms or the Services will be resolved as follows:

• Informal resolution: The parties will first attempt to resolve any dispute through good-faith negotiation for at least 30 days
• Binding arbitration: If unresolved, the dispute will be submitted to binding arbitration administered by JAMS in Orange County, California, under its applicable rules
• Exceptions: Either party may bring a claim in small-claims court or seek injunctive relief in court for intellectual property infringement, without first proceeding to arbitration
• Class action waiver: Disputes will be resolved on an individual basis. You waive any right to participate in a class action, class arbitration, or representative proceeding

If the arbitration provision is found unenforceable, the parties consent to the exclusive jurisdiction of the state and federal courts located in Orange County, California.

15. General Provisions

• Entire agreement: These Terms, together with the Privacy Policy and any Engagement Agreement, constitute the entire agreement between the parties regarding the subject matter
• Severability: If any provision is found unenforceable, the remaining provisions remain in full force
• No waiver: Our failure to enforce any provision is not a waiver of that provision
• Assignment: You may not assign these Terms without our written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets
• Force majeure: Neither party is liable for delays or failures caused by events beyond reasonable control
• Notices: Notices to Helmconsulting.ai should be sent to the address below. Notices to you may be sent to the email address you provided
• No agency: These Terms do not create a partnership, joint venture, employment, or agency relationship between the parties

16. Changes to These Terms

We may update these Terms from time to time. The "Last Updated" date at the top reflects the most recent revision. Material changes will be communicated through the Website or other reasonable means.

17. Contact

For questions about these Terms, contact:

Helmconsulting.ai LLC is a California limited liability company. The address above is our designated mailing address.