1. Definitions
\u201cService\u201d means the Helix control plane, mobile SDKs, REST APIs, and webhooks. \u201cCustomer\u201d means the legal entity entering into this agreement. \u201cEnd-User\u201d means a user of the Customer's mobile application that integrates the Helix SDK.
2. Provision of the service
We will provide the Service in accordance with our published documentation and SLAs. We may update the Service from time to time provided we do not materially reduce its functionality during the term.
3. Customer obligations
- Comply with our Acceptable Use Policy.
- Provide End-Users with notice of behavioural-biometric processing as required by UK GDPR Art. 13.
- Maintain a lawful basis for processing End-User data (typically legitimate interests for fraud prevention, ICO-aligned).
- Keep API keys and webhook secrets confidential.
4. Fees
Annual platform fee is invoiced in advance. Per-MAU consumption is invoiced quarterly in arrears. All fees are exclusive of VAT.
5. Term and termination
Initial term is 12 months from contract signature, auto-renewing for successive 12-month terms unless either party gives 60 days' notice. Either party may terminate for material breach not cured within 30 days of written notice.
6. Data protection
Where we process personal data on the Customer's behalf, the Data Processing Agreement applies and is incorporated by reference.
7. Confidentiality
Each party will protect the other's confidential information using the same standard of care it applies to its own (and in any event no less than reasonable care).
8. Warranties & disclaimer
We warrant that the Service will materially conform to the documentation. The Helix risk score is decision support, not a final decision. Customer remains responsible for action taken on any score. Except as expressly stated, the Service is provided \u201cas is\u201d.
9. Limitation of liability
Neither party is liable for indirect, special or consequential loss. Each party's aggregate liability is capped at the fees paid in the 12 months preceding the claim. Nothing limits liability for death, personal injury caused by negligence, fraud, or any liability that cannot be excluded by law.
10. Governing law
These terms are governed by the laws of England & Wales. The courts of England & Wales have exclusive jurisdiction.