Terms of Service

Yuga offers a broad spectrum of products, features, and services under the Helix OnRoad brand, including our websites, mobile applications, and related tools for planning and enhancing road trips (collectively, the "Service"). These TOS govern your access to and use of the Service in all of its forms, whether you access it through a browser, a mobile application, an application programming interface, or any other means. You may use the Service only in accordance with these TOS and all applicable laws, and only if you are able to form a legally binding contract with Yuga. We grant you a limited, personal, revocable, non-exclusive, and non-transferable permission to use the Service for your own personal, non-commercial purposes; we reserve all rights not expressly granted to you.

Modification of Service. We are continually evolving the Service, and we reserve the right, in our sole discretion, to modify, suspend, or discontinue the Service or any part of it at any time, with or without notice to you, and without any liability to you or any third party. This includes, without limitation, adding, changing, or removing features, functionality, content, or availability, imposing limits on certain features, or restricting access to parts or all of the Service. You agree that we will not be liable to you or to any third party for any such modification, suspension, or discontinuation of the Service or any part of it.

Modification of Terms. We reserve the right, in our sole discretion, to modify, update, or replace these TOS at any time. When we make material changes, we will take reasonable steps to notify you, such as by posting the revised TOS on our website or within the Service and updating the "Last updated" date above. The revised TOS will become effective when posted unless otherwise stated. Your continued access to or use of the Service after the revised TOS take effect constitutes your acceptance of the changes. If you do not agree to the revised TOS, you must stop using the Service. It is your responsibility to review these TOS periodically for changes.

Account Registration. To access certain features of the Service, you must create an account. You agree to provide accurate, current, and complete information during registration and to keep that information up to date. You may not impersonate any person or entity, misrepresent your affiliation with any person or entity, or create an account for anyone other than yourself without authorization. You must be at least the age of majority in your jurisdiction, and otherwise eligible under these TOS, to create an account. We reserve the right to refuse registration, or to suspend or terminate any account, at our sole discretion.

Security. You are responsible for safeguarding your account credentials and for all activities that occur under your account, whether or not authorized by you. You may not share your account with anyone else. Keep your password confidential, use a strong password, and do not reuse it on other websites or services. You agree to notify us immediately at help@helix-onroad.com if you suspect any unauthorized access to or use of your account or any other breach of security. To the maximum extent permitted by law, we are not responsible for any loss or damage arising from your failure to protect your credentials or from any unauthorized use of your account.

Suspension. We reserve the right, but have no obligation, to monitor any accounts and any activities conducted through or related to the Service. We may deactivate, terminate, or suspend your account or your access to all or part of the Service at any time, with or without notice, for reasons including, but not limited to, (1) an actual or suspected violation of these TOS or any applicable law; (2) a determination, in our sole discretion, that you have created a risk or possible legal exposure for Yuga or any third party; (3) unexpected technical or security issues or problems; (4) deletion of your information, files, and Content associated with your account in connection with a request by you; or (5) nonpayment of any fees owed by you in connection with the Service. Any termination or suspension shall be at our sole discretion, and we shall not be liable to you or any third party for any suspension or termination of your account or access to the Service.

Subscription. We may offer certain premium, paid services, features, or memberships available through the Service (collectively, "Subscriptions"). A Subscription enables you to access certain additional features and content while it remains active. To provide continuous service to paid subscribers, unless otherwise stated at the time of purchase, your Subscription will automatically renew at the end of each Subscription term at Yuga's then-current subscription fee for that Subscription, together with any applicable taxes, using the payment method on file. The renewal term will generally be the same duration as the original Subscription term, unless otherwise stated. You authorize us to charge your payment method for these recurring fees until you cancel.

Free Trial. New accounts may receive a one-time introductory period during which OnRoad premium features are made available at no charge and without requiring a payment method (a "Free Trial"). No purchase is made and no Subscription begins when a Free Trial starts. Unless you choose to purchase a paid Subscription before the Free Trial ends, your account will automatically convert to the free tier at the end of the Free Trial period — you will not be charged and your access to paid features will simply end. The length of the Free Trial, and the date on which it ends, are disclosed to you within the Service while the Free Trial is active. We may modify, limit the eligibility for (for example, to new accounts only), or discontinue the availability of Free Trials at any time in our sole discretion.

By signing up for and using a Subscription, you request immediate access to the Service and, to the maximum extent permitted by applicable law, you expressly agree to waive any statutory cooling-off or withdrawal period (including any 14-day right of withdrawal) in exchange for that immediate access.

If applicable to the particular Subscription, you may modify your Subscription by upgrading or downgrading your Subscription type at any time. Upgrades may take effect immediately with a prorated or additional charge where applicable; downgrades and other changes will generally become effective at the end of the then-current Subscription term, unless otherwise stated.

SUBSCRIPTION PAYMENTS ARE NON-REFUNDABLE EXCEPT AT OUR SOLE DISCRETION, OR WHERE REQUIRED BY APPLICABLE LAW, AND IN ACCORDANCE WITH THE RULES GOVERNING EACH SUBSCRIPTION.

Cancellations. You may cancel your Subscription at any time, and the cancellation will be effective as of the end of your then-current billing cycle. In order to avoid future charges, you must cancel your Subscription prior to the end of your then-current Subscription term. You will not receive a refund for the current billing cycle and will continue to have the same access and benefits for the remainder of that term. We reserve the right to issue refunds or credits at our sole discretion, and doing so does not obligate us to provide the same in the future.

Payment Methods. You are responsible for keeping your payment card or other payment method details current and valid. Your paid Subscription may be interrupted as a result of a canceled or expired payment card or other payment method. If a payment is not successfully settled and you do not update your payment method information or cancel your Subscription, you acknowledge that you remain responsible for any uncollected amounts and you authorize us to continue attempting to charge the payment method, as it may be updated, until the amounts owed are collected.

Fees. We reserve the right to change our fees or to institute new fees at any time, in our sole discretion, upon at least 30 days' advance notice (such as by email or by posting within the Service). Changes to recurring fees will take effect at the start of the next Subscription term following the notice. If you do not agree to the new fees, you may cancel your Subscription prior to the change becoming effective; your continued use of the Service after the change takes effect constitutes your acceptance of the revised fees.

Prohibited Conduct. You agree that you will not, and will not attempt to or permit any third party to: (1) use the Service in any way that violates any applicable law, regulation, or these TOS; (2) infringe, misappropriate, or violate the intellectual property, privacy, publicity, or other rights of any person or entity; (3) upload, post, transmit, or otherwise make available any content that is unlawful, harmful, defamatory, obscene, harassing, or otherwise objectionable; (4) disrupt, interfere with, overburden, or impair the Service, our servers, or networks, or circumvent, disable, or interfere with any security-related or technological measures we employ to protect or enforce these TOS; (5) access or attempt to access the Service, or its associated computer systems or networks, by any means other than the interfaces we provide, or gain unauthorized access to any account, system, or data; (6) reverse engineer, decompile, or disassemble any part of the Service, except to the limited extent applicable law expressly permits; (7) scrape, harvest, crawl, or otherwise collect data from the Service at scale or through automated means without our prior written consent; or (8) use the Service for any commercial purpose or for the benefit of any third party, except as expressly permitted by us in writing.

We reserve the right, but have no obligation, to investigate any suspected violation of this Section. If we, in our sole discretion, determine that you have violated these TOS or acted inappropriately, we may, without limiting any other remedy available to us, remove or disable access to any offending content, suspend or terminate your account and access to the Service (with or without refund of any payments made for premium access), prohibit you from using the Service in the future, and take any appropriate legal action.

Using the Service or purchasing a Subscription does not give you ownership of any intellectual property rights in the Service or in the content you access. You may not use content from the Service unless you obtain prior written permission from us, or unless you are otherwise permitted to do so by applicable law. When you use the Service, you agree to comply with all laws applicable to you.

Content License. In these TOS, "Content" means any form of data, including but not limited to photographs, video, audio, images, designs, online forum posts, software, features, and all intellectual property embodied therein, any of which may be generated or provided through the Service. Subject to your compliance with these TOS, we grant you a limited, revocable, personal, non-transferable, and non-exclusive right and license to access and use the Service and our Content for your own personal, non-commercial purposes, provided that you do not copy, create derivative works from, reverse engineer, modify, sell, sublease, transfer, or exploit any right granted in the Service or our Content. All rights not expressly granted to you are reserved by us.

User Content. We may provide opportunities for you to upload or submit your own content (collectively, "User Content") through the Service. You are solely responsible for any User Content you submit, and you represent and warrant that you own or have all necessary rights to that User Content and that it does not violate these TOS or any third-party rights. This User Content, and all information you post, upload, or submit, may be publicly accessible via the Service and may be used in our promotional content. You grant Yuga, its agents, and its licensees an irrevocable, perpetual, worldwide, non-exclusive, sub-licensable, royalty-free, transferable right and license to use, reproduce, store, transmit, modify, adapt, publish, and display the User Content in connection with the Service and our business. We reserve the right to review, refuse, or remove any User Content at our sole discretion.

Copyright. All content and materials available on or through the Service, including but not limited to text, graphics, images, designs, software, and their selection and arrangement, are the property of Yuga or its licensors and are protected by copyright and other intellectual property laws, except where explicitly noted otherwise. Except as expressly permitted by these TOS or by applicable law, you may not copy, reproduce, distribute, publish, display, perform, modify, create derivative works from, or otherwise exploit any such content without our prior written permission. We reserve all rights not expressly granted, and we will enforce our intellectual property rights to the fullest extent of the law.

Copyright Complaints. We respect the intellectual property rights of others and expect our users to do the same. If you believe that any content available on or through the Service infringes your copyright, please send a written notice to help@helix-onroad.com that includes: (1) your physical or electronic signature; (2) identification of the copyrighted work you claim has been infringed; (3) identification of the material that you claim is infringing and information reasonably sufficient to allow us to locate it; (4) your contact information; (5) a statement that you have a good-faith belief that the use of the material is not authorized by the copyright owner, its agent, or the law; and (6) a statement, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the owner's behalf. We may, in appropriate circumstances and at our sole discretion, disable or terminate the accounts of users who are found to be repeat infringers.

Designated Agent. Written notices of claimed copyright infringement under the Digital Millennium Copyright Act (DMCA), and any counter-notices, should be directed to our Designated Agent for Notice of Copyright Claims:

Termination by You. You may stop using the Service at any time. You may also close your account and request deletion of your data at any time through the account-deletion option within the Service (for example, under your profile settings) or by contacting us at help@helix-onroad.com. Closing your account does not by itself entitle you to any refund; any paid Subscription remains governed by the cancellation and refund terms in Section 2.

Termination or Suspension by Us. We may suspend, deactivate, or terminate your account and your access to all or part of the Service as described in Section 2 (Suspension), including, without limitation, for any actual or suspected violation of these TOS or applicable law, or if we modify or discontinue the Service.

Effect of Termination. Upon termination or expiration of these TOS, your right to access and use the Service will immediately cease. We may deactivate or delete your account and any associated Content, and, except as required by applicable law or as described in our Privacy Policy, we are under no obligation to retain or return it. Termination does not relieve you of any obligation to pay any amounts accrued or owed before the effective date of termination.

Survival. All provisions of these TOS that by their nature should survive termination will survive, including, without limitation, provisions regarding intellectual property, User Content and the licenses you grant, disclaimers of warranties, limitation of liability, indemnification, arbitration and the class action waiver, governing law, and these general terms.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE YUGA PARTIES ARISING OUT OF OR RELATING TO THESE TOS OR YOUR USE OF THE SERVICE EXCEED THE GREATER OF THE TOTAL AMOUNT YOU PAID TO USE THE SERVICE IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR TWENTY-FIVE U.S. DOLLARS ($25).

You acknowledge and agree that the foregoing limitations are an essential basis of the bargain between you and us and that they will apply even if any limited remedy is found to have failed of its essential purpose. Some jurisdictions do not allow the exclusion or limitation of certain damages, so some or all of the above exclusions and limitations may not apply to you; in such cases, the liability of the Yuga Parties will be limited to the fullest extent permitted by applicable law.

The Service aggregates information from third-party sources, and such information (including, for example, business hours, charger or fuel availability, road and trail conditions, boundaries, and scenic ratings) may be inaccurate, incomplete, or out of date. You are solely responsible for independently verifying any information before relying on it. It is your responsibility to obey all applicable laws, rules, regulations, restrictions, and advisories, including, but not limited to, those related to road access, trespassing, private property, and public land use. You are responsible for visually verifying boundaries, roads, terrain, and trails for safe access and conditions, and for exercising your own judgment regarding your safety and the safety of others. You assume all risks associated with your use of the Service and any travel or activities undertaken in connection with it.

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which case you agree to cooperate with our defense of that claim. You will not settle any claim that affects the Yuga Parties or admits fault on their behalf without our prior written consent. This Section survives the termination of these TOS and your use of the Service.

Informal Resolution. Before initiating any arbitration, you agree to first contact us at help@helix-onroad.com and provide a brief written description of the dispute together with your contact information. You and Yuga will attempt in good faith to resolve the dispute informally for at least 60 days after such notice is received. If the dispute is not resolved within that period, either party may proceed to arbitration as described below.

Binding Arbitration. Any dispute, claim, or controversy arising out of or relating to these TOS or the Service that is not resolved informally shall be settled by binding arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules then in effect, as modified by these TOS. The arbitration will be conducted by a single neutral arbitrator. The arbitrator, and not any court, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this arbitration agreement, including any claim that all or any part of it is void or voidable.

Class Action Waiver. YOU AND YUGA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding. You and Yuga further waive any right to a trial by jury.

Exceptions. Notwithstanding the foregoing, either party may (1) bring an individual claim in a small-claims court for disputes within that court's jurisdiction, and (2) seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of its intellectual property rights.

Procedures and Costs. Unless you and Yuga agree otherwise, any arbitration hearing will take place in the county of your residence or will be conducted by telephone or video conference where permitted by the AAA rules. Payment of filing, administration, and arbitrator fees will be governed by the AAA rules, and we will pay such fees to the extent required by those rules for consumer disputes. The arbitrator may award, on an individual basis, any relief that a court could award under applicable law.

30-Day Right to Opt Out. You may opt out of this arbitration agreement and class action waiver within 30 days of first accepting these TOS by sending written notice of your decision to help@helix-onroad.com with the subject line "Arbitration Opt-Out," including your name and the email address associated with your account. Opting out will not affect any other provision of these TOS.

Severability and Survival. If any portion of this Section is found to be unenforceable, that portion shall be severed and the remainder of this Section shall remain in effect, except that if the Class Action Waiver above is found to be unenforceable as to a particular claim, that claim (and only that claim) shall be severed and may proceed in a court of competent jurisdiction rather than in arbitration. This Section survives the termination of your account and your use of the Service.

If you are a user based in the European Union, then Irish law shall apply to these TOS and the Irish courts shall have exclusive jurisdiction to hear disputes arising in relation to these TOS. Despite this, mandatory consumer-protection laws of your European Union Member State may allow you to take legal action against Yuga LLC in your Member State and to invoke certain local laws against Yuga LLC, and nothing in these TOS affects those rights.

General. These TOS are concluded between you and Yuga only, and not with any App Provider. Yuga, not the App Provider, is solely responsible for the App and its content, except as expressly provided below. Your use of the App must also comply with the applicable App Provider's terms of service.

Apple. If you obtain the App from the Apple App Store, you acknowledge and agree that: (1) these TOS are between you and Yuga only, and not with Apple, and Apple is not responsible for the App or its content; (2) Apple has no obligation to furnish any maintenance or support services for the App; (3) to the maximum extent permitted by applicable law, Apple has no warranty obligation with respect to the App, and any claims that the App fails to conform to any applicable warranty are Yuga's responsibility; (4) Apple is not responsible for addressing any claims relating to the App, including product-liability, legal or regulatory compliance, or consumer-protection claims; (5) if a third party claims the App infringes its intellectual property rights, Yuga, not Apple, is responsible for the investigation, defense, settlement, and discharge of any such claim; (6) you represent that you are not located in a country subject to a U.S. Government embargo or designated as a "terrorist supporting" country, and that you are not listed on any U.S. Government list of prohibited or restricted parties; and (7) Apple and its subsidiaries are third-party beneficiaries of these TOS as they relate to your use of the App, and upon your acceptance of these TOS, Apple will have the right to enforce these TOS against you as a third-party beneficiary.

Google Play. If you obtain the App from Google Play, you acknowledge that, to the extent these TOS conflict with the applicable Google Play Terms of Service, the Google Play Terms govern solely with respect to your use of the App obtained from Google Play. Google is not responsible for the App or its content and has no obligation to provide any maintenance or support services for the App.

We provide links and Third-Party Content for your convenience only, and their inclusion does not imply our endorsement, affiliation, or sponsorship. We do not control, and are not responsible for, any Third-Party Services or Third-Party Content, including their accuracy, completeness, timeliness, or legality, or any products, services, or materials available through them. Your access to and use of any Third-Party Service is at your own risk and is governed by the terms and privacy policies of the applicable third party, not these TOS. To the maximum extent permitted by applicable law, the Yuga Parties disclaim all liability arising out of or relating to your use of any Third-Party Service or your reliance on any Third-Party Content.

You agree that we may provide to you all communications, agreements, notices, disclosures, and other information relating to the Service electronically — by email to the address associated with your account, by posting within the Service, or on our website. You agree that all such electronic communications satisfy any legal requirement that such communications be in writing, and you consent to the use of electronic records and electronic signatures in connection with the Service. You may withdraw your consent to receive certain electronic communications by contacting us at help@helix-onroad.com or, where available, by adjusting your account or notification settings; however, withdrawing consent may limit or prevent your use of the Service, and it does not apply to communications we are required or permitted to send in order to provide or maintain the Service. To access and retain electronic communications, you are responsible for maintaining a compatible device, internet access, and a valid email address.

Severability. Except as otherwise provided in Section 9 (Arbitration and Class Action Waiver), if any provision of these TOS is held to be invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that the remaining provisions of these TOS remain in full force and effect.

No Waiver. Our failure to exercise or enforce any right or provision of these TOS will not operate as a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of Yuga to be effective.

Assignment. You may not assign or transfer these TOS, or any of your rights or obligations under them, without our prior written consent, and any attempted assignment in violation of this provision is void. We may freely assign or transfer these TOS, in whole or in part, without restriction. These TOS bind and inure to the benefit of the parties and their permitted successors and assigns.

Force Majeure. We will not be liable for any delay or failure to perform resulting from causes beyond our reasonable control, including, without limitation, acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, governmental action, power or telecommunications failures, and failures of third-party service providers.

Notices. We may provide notices to you by email to the address associated with your account, by posting within the Service, or on our website, as further described in Section 14 (Electronic Communications). Notices to us must be sent to help@helix-onroad.com.

Headings. Section headings are provided for convenience only and do not affect the interpretation of these TOS.