← Back to heliosvault.io

Terms of Use

Effective date: August 20, 2026 · Version: 2.0

Please read Section 21 before you agree

If you live in the United States, Section 21 requires most disputes to be resolved by individual arbitration rather than in court, and waives your right to participate in a class action. You may opt out of arbitration within 30 days of first accepting these Terms by writing to support@heliosvault.io, and opting out does not affect anything else in these Terms. Small claims court remains available to both of us. This paragraph does not apply to customers outside the United States.

1. Agreement

These Terms of Use (the "Terms") form a binding agreement between you and Xytherra LLC, a limited liability company formed under the laws of the State of Wyoming, United States (Wyoming filing ID 2025-001757988), with its principal office at 407 Lincoln Road, Suite 8N-314, Miami Beach, Florida 33139, USA ("Xytherra", "we", "us"). HELIOS Vault is a product of Xytherra LLC. These Terms govern your use of the heliosvault.io website, the HELIOS Vault software, your account, and any related services (together, the "Service").

You accept these Terms by creating an account, by installing or using the Software, by accepting them in the setup wizard, or by paying for a subscription. If you do not accept them, do not use the Service.

If you are accepting on behalf of a company or other organisation, you confirm that you have authority to bind it, and "you" means that organisation.

These Terms include a disclaimer of warranties (Section 17), a limitation of our liability (Section 18), your indemnity of us (Section 19), and, for United States customers, an arbitration agreement and class action waiver (Section 21).

Related documents that form part of this agreement: the Privacy Policy, the Disclaimer, and, once the community features launch, the Community Terms.

2. Definitions

3. Eligibility and where we offer the Service

You must be at least 18 years old and legally able to enter a contract.

HELIOS Vault is currently offered in the United States and Canada only. We do not offer or sell it in the European Economic Area, the United Kingdom or Switzerland, and we decline signups and payments originating there. If we discover that a subscription has been taken out from one of those regions, we may cancel it and refund the amounts paid.

You must not be located in, or ordinarily resident in, a country or territory subject to comprehensive sanctions administered by the United States Office of Foreign Assets Control (OFAC), or by Canada, the European Union or the United Nations, and you must not be a person listed on any United States restricted-party list or otherwise a person with whom we are prohibited from dealing under applicable sanctions or export control law.

4. Licence to use the Software

Subject to these Terms and to payment of any applicable fees, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable licence to install and run the Software, and to use the Licensed Materials, on the number of devices your plan permits, for the seats your plan permits, for your own purposes, personal or business, for the term of your subscription.

The Software and the Licensed Materials are licensed, not sold. We and our licensors keep all right, title and interest in them. You get no rights except those stated here.

You must not, and must not permit anyone else to:

  1. copy, distribute, sell, rent, lease, sublicense, publish or make the Software or the Licensed Materials available to anyone beyond your permitted seats;
  2. reverse engineer, decompile or disassemble the Software, or attempt to derive its source code, except to the extent that this restriction is prohibited by applicable law;
  3. remove, alter or obscure any proprietary notice;
  4. circumvent, disable or interfere with licence enforcement, device limits, update mechanisms or security features;
  5. use the Software or the Licensed Materials to build or train a competing product or service, or to create a derivative offering;
  6. use our name, marks, crew names or branding except as permitted in Section 15;
  7. share your account credentials, or allow the use of a seat by anyone other than the person it is assigned to.

The Software includes third-party open source components, which are licensed to you under their own terms. Those terms govern where they conflict with this Section.

5. Your own accounts with third parties, and what that means

HELIOS Vault is deliberately a bring your own account product. The Software does not include the AI engine that thinks for you, and it does not include the speech recognition and speech synthesis services it normally uses. (A basic speech recognition model is bundled and runs on your own computer as a fallback, so HELIOS can still hear you when your speech service is unavailable. It is not a substitute for the services below.) The Software runs on services you subscribe to and pay for directly:

You acknowledge and agree that:

  1. Those relationships are yours. You contract directly with each provider, you pay them directly, and you are bound by their terms and their acceptable use policies. You are responsible for using the Software in a way that complies with them.
  2. Their charges are yours. Some of these services are usage-based. Costs depend on how much you use them, and we do not control, cap, monitor, refund or reimburse them. Set your own limits and alerts with the provider.
  3. We do not control availability. A provider may change its pricing, its plans, its rate limits, its models, its terms, or its willingness to support the way HELIOS uses it, and may do so with no notice to us. Any of these can degrade or stop features of the Software.
  4. This is not a defect. Where the Service cannot function because a Connected Service is unavailable, has been changed, has been rate limited, has exhausted your plan's allowance, or has terminated your account, that is not a failure of the Service by us and does not entitle you to a refund, except where mandatory consumer law provides otherwise or where our refund policy in Section 11 applies.
  5. Content sent to them is governed by them. What a provider does with the data your computer sends it, including whether it is retained or used for model training, depends on your account and plan with that provider. See the Privacy Policy, Section 6.
  6. No affiliation. We are not affiliated with, endorsed by, sponsored by or acting as agent for Anthropic, OpenAI, Deepgram, ElevenLabs, Dropbox, Microsoft, Google or any other provider. We name them descriptively so that you know exactly what the Software runs on.
  7. Disclosure. Where the Site or the Software links to a provider, that link may be an affiliate link from which we may earn a commission, at no additional cost to you. It never changes what we recommend.

6. What the Software does on your computer, and your responsibility for it

This is the section that matters most, and you should not skip it.

The Software is an agent, not a chat window. When you ask for something, the crew can and will act on your computer. Depending on what you ask and what you have connected, that can include creating, editing, moving, renaming, reorganising and deleting files in your Vault and elsewhere; running commands and scripts; installing and running components; opening applications; reading and writing calendar events, tasks, messages and email; retrieving information from the internet; and sending requests to any service you have connected, including ones that cost money or that communicate on your behalf.

You agree that:

  1. You are responsible for what you ask for, and for the consequences of an instruction, including one that was ambiguous, mis-heard, or broader than you intended.
  2. You must keep your own backups. Independent, current and tested backups of your Vault and of anything else the Software can reach are your responsibility, and are a condition of using the Service. Do not rely on us, and do not rely on the Software, to preserve or restore anything.
  3. AI is not deterministic. The same request can produce different results. The crew can misunderstand you, can be wrong, and can act on a misunderstanding. Speech recognition can mis-hear a word, and the wrong word can change the meaning of an instruction.
  4. Review before you rely, and before it is irreversible. For anything consequential, financial, legal, contractual, medical, or destructive, check the work before you act on it and before you let it act.
  5. Security review is not a guarantee. The Software inspects components before they join your system, and applies restrictions to what an untrusted input can cause it to do. These are risk-reduction measures. They are not a warranty that nothing harmful will ever run, and they do not transfer to us the risk of running an autonomous agent on your machine.
  6. Prompt injection is a real risk. Content the crew reads, including web pages, documents, emails and files, may contain text that attempts to make the Software act against your interests. We work to resist this. Nobody in this industry has solved it. Treat anything the crew reads from an untrusted source as untrusted.
  7. Sensitive and regulated material. You decide what goes into your Vault. If your work involves personal information about others, client confidences, health information, financial records or anything else that is regulated, it is your responsibility to determine that using the Software with it is lawful and permitted for you, including under any duty of confidentiality or professional obligation you owe.

7. Your Content, and what happens to it if you leave

You own Your Content. We claim no ownership in it, no licence to it, and no right to use it. In the ordinary operation of the Software we do not receive it, we do not host it, we do not inspect it, and we do not use it to train anything, ever.

The only way Your Content reaches us is if you deliberately send it to us, by choosing to send a diagnostic log or a crash report, or by including it in a message to support. A diagnostic log contains your conversation with HELIOS and may contain file names, paths and the contents of notes read aloud; you package it yourself and review it before it is sent. What we do with it, and how long we keep it, is set out in the Privacy Policy, Sections 4.4 and 9. We still do not use any of it to train anything.

Because your Vault is plain files in your own storage, you can read, copy, export or destroy Your Content at any time, with or without our software, and whether or not your subscription is active.

If your licence ends for any reason, including non-payment, the Software will stop working, but we will never delete, encrypt, hold hostage or restrict your access to Your Content. This is a design commitment, and we state it here as a contractual one.

Licensed Materials are different. Your right to use the Licensed Materials ends when your subscription ends. From that point you must not use, copy, publish, distribute or adapt them, and you must delete them on request. The Software will cease to make them available to you. Nothing in this paragraph permits us to delete, alter or restrict Your Content, and if Licensed Materials and Your Content sit in the same folder, Your Content stays exactly where it is.

As between us and you, output produced for you by the Software is Your Content. Be aware that AI output may not be original, may resemble output produced for someone else, and may not be capable of copyright protection in your jurisdiction. You are responsible for confirming that your use of it does not infringe anyone's rights.

8. Specialists created at your request

The Software can create new specialists for roles you describe. Any specialist so created, and any skill, script, workflow or configuration the crew writes, is AI-generated. It is provided as part of the Service on an as-is basis, it is not reviewed by us before it runs, it may not be correct, complete or secure, and you are responsible for deciding whether to use it and for supervising what it does. Section 6 applies to it in full.

9. Acceptable use

You must not use the Service:

  1. to break any law, or to infringe anyone's rights;
  2. to access, alter or destroy data you have no right to;
  3. to create or distribute malware, or to attack, probe or overload any system, including ours;
  4. to generate or distribute material that is unlawful, that sexualises minors, that harasses or defames, or that is intended to defraud or deceive;
  5. to impersonate a person or organisation, or to generate a voice or likeness of a real person without their consent;
  6. to record, monitor or identify people without the consent their law requires, including through the microphone or the voiceprint feature;
  7. to make automated bulk or high-volume use of a Connected Service in breach of that provider's terms, or to resell access to a Connected Service through the Software;
  8. to circumvent a licence limit, or to provide the Service to third parties as a bureau, agency or managed service, unless we have agreed in writing;
  9. to scrape, frame or copy the Site, or to interfere with its operation.

We may investigate suspected breaches and may suspend or terminate under Section 20.

10. Accounts

You must give accurate registration information and keep it current. You are responsible for everything that happens under your account and for keeping your credentials secure. Tell us promptly at support@heliosvault.io if you suspect unauthorised use. Authentication is handled by our identity provider, and we never see or store your password. A Business plan owner may invite one additional user by email, is responsible for that person's compliance with these Terms, and may remove them.

11. Plans, trials, billing, renewal and refunds

  1. Plans. Personal at US$14.99 per month for 1 seat, and Business at US$29.99 per month for 2 seats, in United States dollars, plus applicable taxes. Current pricing is always on the Site and prevails over this document.
  2. Trial. A 14-day free trial, for which a payment method is required. Unless you cancel before the trial ends, the subscription begins automatically and the payment method on file is charged. You may cancel at any moment during the trial from your account, and you will not be charged. We will remind you before the trial converts.
  3. Renewal. Subscriptions renew automatically for successive periods until cancelled. We will send any renewal reminder that your law requires. You may cancel at any time, effective at the end of the current paid period. Cancellation is available in your account, in the same manner and with no more steps than sign-up.
  4. 30 day refund. If you are not happy with HELIOS Vault, write to support@heliosvault.io within 30 days of your first payment and we will refund it in full, no questions asked. This is in addition to the free trial and to any statutory right you have.
  5. Failed payment. If a payment fails we will retry and notify you over a period of roughly about three weeks, during which the Software keeps working. If it remains unpaid after that, access is suspended.
  6. Changes to price. We may change our published prices at any time, and we may change the price of your subscription on at least 30 days' notice before your next renewal. This is subject to the price lock in 11.7, so a change to our published prices does not reach you while your subscription stays continuously active. If a change does apply to you and you do not accept it, cancel before it takes effect.
  7. Price lock. The price you first pay on a paid plan is locked for as long as your subscription stays continuously active. If you cancel and later return, the then-current price applies. For beta participants, who pay nothing during the beta, the lock starts at the first paid renewal, not at the free beta price.
  8. Beyond the 30 days. Except as set out in this Section and except where mandatory consumer law provides otherwise, fees are non-refundable and there are no refunds for partial periods or for periods of non-use.
  9. Taxes. Prices are exclusive of United States state and local sales and use tax, and similar taxes, which we will add and remit where required.
  10. Chargebacks. If you believe a charge is wrong, contact us first at support@heliosvault.io. We will look at it properly, and our refund policy above is deliberately generous so that you never need to.

12. Beta programme

If you use the Service during a beta, pre-release, preview or early access period, in addition to everything else in these Terms:

  1. it is provided free of charge and as-is, with no service levels, no support commitment, no uptime commitment and no guarantee of continuity;
  2. it may contain significant defects, may behave unpredictably, may lose or damage data, and may be changed, restricted or discontinued at any time without notice;
  3. features may not reach general release, and settings, vault structures or created specialists may not carry forward;
  4. you must not use it for anything you cannot afford to lose, and you must keep backups;
  5. You may talk about HELIOS Vault freely. Tell people what you think of it, post about it, and send them to the waitlist. What you must not do is hand over anything: you must not share, copy, publish or give anyone the Software, an installer, a licence key, your account, a vault kit, the Licensed Materials, or any other file we supplied to you. If we specifically mark something as confidential when we give it to you, keep that one to yourself until we make it public;
  6. our total liability arising from beta use is limited as set out in Section 18, and in any case does not exceed US$100;
  7. participation may be ended by either of us at any time.

13. Feedback

If you send us ideas, suggestions, bug reports or other feedback, you grant us a perpetual, irrevocable, worldwide, royalty-free licence to use it without restriction and without any obligation to you. We will not identify you as its source publicly without your permission. Please do not send us anything you consider confidential or that you are not free to give.

14. Testimonials, and how we may talk about you

We may ask you for a testimonial, a quote, a case study or a screenshot of your work. If you give one:

  1. we will ask for your permission in writing for each specific use, and an email is enough;
  2. we will not name your employer, your company, your client or any other organisation, or use their logo, unless that organisation has agreed in writing as well. Your personal enthusiasm is not their endorsement, and we will not treat it as one;
  3. if you received free or discounted access, or anything else of value, we will disclose that connection alongside the testimonial, as the law requires;
  4. you may withdraw permission at any time and we will stop using it going forward, though we may not be able to recall material already printed or published;
  5. testimonials describe one person's experience and are not a promise of results for anyone else.

15. Intellectual property and marks

The Software, the Site, the Licensed Materials, the crew concept and names, the sigils and artwork, the interface and all associated materials are owned by Xytherra LLC or its licensors. Xytherra owns all right, title and interest in the Software and the Licensed Materials, including all intellectual property rights therein to the extent such rights subsist, and including copyright in the human-authored and human-selected elements and in the selection, coordination and arrangement of the whole. They are protected by copyright, trade secret, trademark and other laws.

"HELIOS Vault" and our logos are our marks. You may refer to us accurately, and you may say that you use HELIOS Vault. You may not use our marks in a way that suggests endorsement or affiliation, or as part of your own product name, without written permission.

All third-party names and marks, including Claude, Anthropic, ChatGPT, OpenAI, Deepgram, ElevenLabs, Dropbox, Microsoft and Google, belong to their respective owners and are used descriptively only.

16. Licence enforcement, and the daily check

The Software validates your licence using a signed token issued to your account. Once a day it contacts our licence service to confirm your subscription is current. That check carries your licence token, a hashed device fingerprint used to count activations against your seat limit, the version number you are running, and the time of the check. It permits continued offline use for a grace period. What that check does and does not carry is set out in the Privacy Policy, Section 4.2.

If validation fails after the grace period, or if your subscription has ended, the Software stops functioning and your access to the Licensed Materials ends. As stated in Section 7, this never affects Your Content, which remains plain files that you own and can open with other software. Attempting to defeat licence enforcement is a material breach of these Terms.

17. Disclaimer of warranties

To the maximum extent permitted by law, the Service is provided "as is" and "as available", without warranty of any kind, whether express, implied or statutory, including any implied warranty of merchantability, fitness for a particular purpose, quality, accuracy, title or non-infringement, and any warranty arising from course of dealing or usage of trade.

Without limiting that, we do not warrant that: the Service will be uninterrupted, timely, secure or error-free; that AI output will be accurate, complete, current, reliable, fit for your purpose or free of harmful content; that the Software will correctly understand a spoken instruction; that it will not delete, alter or damage data; that defects will be corrected; or that the Service will remain compatible with any Connected Service.

No advice. Nothing produced by the Service is legal, financial, investment, tax, accounting, medical, psychological or other professional advice, and no professional relationship is created. See the Disclaimer.

Some jurisdictions do not allow the exclusion of certain warranties. Where that is so, the exclusions above apply only to the extent permitted, and you may have rights that these Terms cannot remove.

18. Limitation of liability

To the maximum extent permitted by law:

  1. We are not liable for indirect, incidental, special, consequential, exemplary or punitive damages, or for loss of profits, revenue, business, goodwill, opportunity, or anticipated savings, or for loss, corruption or destruction of data, files or Vault content, or for the cost of substitute goods or services, however caused and on any theory of liability, even if we have been advised that such damages are possible.
  2. Our total aggregate liability for all claims arising out of or relating to the Service will not exceed the greater of (a) the amounts you actually paid us in the twelve months before the event giving rise to the claim, and (b) US$100.
  3. We are not liable for anything caused by a Connected Service, by your device or operating system, by your network, by your cloud storage provider, by your own instructions to the crew, by content the crew reads from a source you pointed it at, by your failure to keep backups, or by anyone you gave access to your account or your shared Vault.
  4. These limits apply even if a limited remedy fails of its essential purpose, and they survive termination.
  5. Nothing in these Terms excludes or limits liability for fraud, for fraudulent misrepresentation, for death or personal injury caused by negligence, or for anything else that cannot be excluded or limited by law. If you are a consumer, you keep every right that the consumer protection law of your state or province gives you, and where a provision of this Section is unenforceable against you as a consumer, it does not apply to you. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the exclusions in this Section may not apply to you in full.

19. Indemnity

If you use the Service for business purposes, you will defend, indemnify and hold harmless Xytherra LLC, its members, managers, officers, employees and contractors from any claim, demand, loss, liability, damage, cost or expense (including reasonable legal fees) arising out of or relating to: Your Content; your use of the Service; anything you instructed the crew to do; your breach of these Terms or of any law; your breach of a Connected Service's terms; your capture or processing of another person's information, including their voice; and any claim by a person with whom you share a Vault. We will notify you of any such claim, may participate in the defence with counsel of our choosing, and you will not settle anything that imposes any obligation on us without our written consent.

20. Suspension and termination

You may stop using the Service at any time and may cancel your subscription from your account. We may suspend or terminate your access, with notice where practicable and immediately where necessary, if you materially breach these Terms, if you fail to pay, if we are required to by law, or if your use presents a risk to us, to another user, or to a Connected Service. Where the breach is curable we will give you a reasonable opportunity to cure it.

On termination: your licence ends, the Software ceases to function, your right to use the Licensed Materials ends, and Sections 5, 7, 13, 14, 15, 17, 18, 19, 21 and 22 survive. Your Content is untouched.

21. Disputes, arbitration, and governing law

21.1 Governing law. These Terms are governed by the laws of the State of Wyoming, United States, and by applicable United States federal law, without regard to conflict of laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

21.2 Talk to us first. Before starting arbitration or proceedings, please write to support@heliosvault.io describing the problem, and give us 30 days to resolve it. Most things end here.

21.3 Arbitration, United States customers only. If you are resident in the United States, you and we agree that any dispute arising out of or relating to these Terms or the Service will be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) under its consumer arbitration rules, before a single arbitrator, and not in court. Arbitration will take place in the county where you live, or by telephone or video at your election, or by written submission. The arbitrator may award the same individual relief a court could. Judgment on the award may be entered in any court of competent jurisdiction.

21.4 Class action waiver. You and we each waive the right to bring or participate in a class, collective, consolidated or representative action. The arbitrator may not consolidate claims or preside over any form of representative proceeding. If this waiver is found unenforceable as to a particular claim, that claim proceeds in court and the rest of this Section still applies to every other claim.

21.5 Small claims. Either of us may bring an individual claim in small claims court instead of arbitration, if it qualifies.

21.6 Your right to opt out of arbitration. You may opt out of Sections 21.3 and 21.4 by writing to support@heliosvault.io within 30 days of first accepting these Terms, saying that you opt out and giving the email address on your account. Opting out costs you nothing, changes nothing else, and we will not treat you differently for it. If you opt out, Section 21.7 applies to you.

21.7 Court, where arbitration does not apply. For customers outside the United States, for anyone who opts out, and for any claim that cannot be arbitrated, the state and federal courts located in Laramie County, Wyoming have exclusive jurisdiction, and you and we consent to their personal jurisdiction and venue. This does not deprive a consumer of the protection of the mandatory law of their place of residence, or of any right to bring proceedings before the courts of that place. A consumer resident in Canada may bring proceedings in their own province, and Canadian consumer protection law, including Quebec's Consumer Protection Act, applies to them to the extent it is mandatory.

21.8 Time limit. Any claim must be brought within one year after it arises, except where a longer period is mandatory in your jurisdiction.

21.9 Language. These Terms are drawn up in English, and English governs.

22. General

Changes. We may change these Terms. For material changes we will give at least 30 days' notice by email or in the Software, and the change takes effect on the stated date. If you do not accept it, stop using the Service and cancel before then; continued use after that date is acceptance. A change to Section 21 does not apply retroactively to a dispute of which we already had notice. Updates to the Software. HELIOS updates itself automatically in the background. You will see the new version noted in the HUD with a short summary of what changed. If an update fails to start cleanly twice, HELIOS restores the previous version by itself. Updates may add, change or remove features, including where a Connected Service forces our hand. We may discontinue a feature, or the Service as a whole, on 30 days' notice, except where safety, security or legal compulsion requires faster action. If we discontinue a paid Service entirely, we will refund the unused portion of any prepaid fees. Notices. We may contact you at the email address on your account, or through the Software. Formal notice to us goes to support@heliosvault.io and, where required, to Xytherra LLC, 407 Lincoln Road, Suite 8N-314, Miami Beach, FL 33139, USA, or to our registered agent, Registered Agents Inc, 30 N Gould Street, Suite R, Sheridan, WY 82801, USA. Assignment. You may not assign these Terms without our written consent. We may assign them to an affiliate or to a successor in a merger, acquisition or sale of assets. No waiver. A failure to enforce a provision is not a waiver of it. Severability. If a provision is unenforceable, it is limited or removed to the minimum extent necessary and the rest remains in force. Force majeure. Neither of us is liable for a delay or failure caused by something beyond reasonable control, including natural events, war, labour action, government action, internet or infrastructure failure, or the act or omission of a third-party provider. This does not excuse payment obligations. Independent parties. Nothing here creates a partnership, agency, employment or joint venture. Entire agreement. These Terms, the Privacy Policy, the Disclaimer and, where applicable, the Community Terms are the entire agreement about the Service and replace anything said before, including marketing statements. Marketing material describes the product's intent, and these Terms govern what is promised. Export. You will comply with all applicable export control and sanctions laws.

23. Contact

Xytherra LLC, 407 Lincoln Road, Suite 8N-314, Miami Beach, FL 33139, USA HELIOS Vault is a product of Xytherra LLC. support@heliosvault.io · https://heliosvault.io