Terms & Conditions

Effective Date: March 9, 2026

HelixScale (“HelixScale”, “we”, “us”, or “our”) is a brand operated by Good Hope Capital G.K., a Japanese limited liability company (Godo Kaisha) (the “Company”).

All services provided under the HelixScale name are legally provided by the Company. By accessing or using our services, you agree to be bound by these Terms.

If you are entering into these Terms on behalf of a company or other entity, you represent that you have authority to bind that entity. In that case, “Customer” means the entity and “you” means the entity and its authorized users.

1) SERVICES
HelixScale provides B2B services including GTM advisory services, revenue signal analysis, outbound strategy consulting, and related support. We may also offer SaaS products and/or APIs in the future. The scope, deliverables, timelines, and fees may be described in an order form, statement of work, proposal, or similar document (“Order”). If there is a conflict between these Terms and an Order, the Order will control for that engagement.We may update or modify the Services over time.

2) BUSINESS USE ONLY
The Services are intended for business use. HelixScale is not a social media platform and is not a Slack plugin.

3) CUSTOMER RESPONSIBILITIES
Customer will:
- Provide timely access to information, systems, and personnel reasonably required for the Services
- Ensure Customer Data is accurate and lawfully collected and shared with us
- Use the Services in compliance with applicable laws and these Terms
- Be responsible for actions and omissions of its authorized usersCustomer is solely responsible for targeting choices, outreach content approvals, and compliance with laws applicable to its marketing and sales activities.

4) ACCEPTABLE USE
Customer and its users will not:
- Use the Services to violate law or infringe rights of others
- Use the Services to send unlawful, deceptive, or harmful communications
- Attempt to gain unauthorized access to accounts, systems, or data
- Interfere with or disrupt the Services or security measures
- Reverse engineer or attempt to extract source code, models, or non-public methods
- Use the Services to build or improve a competing product using our Confidential InformationWe may suspend or terminate access for violations, non-payment, or security risk.

5) DATA AND PRIVACY
5.1 Customer Data
Customer retains ownership of Customer Data. Customer grants us a limited, non-exclusive right to process Customer Data solely to provide the Services, improve internal operations, and comply with law.
5.2 Publicly available business information and enrichment
As part of the Services, we may use publicly available business information to conduct analysis and limited enrichment. We do not sell raw datasets as a data broker.
5.3 Data processing addendum (DPA)
If required for a specific Customer, the parties may enter into a separate DPA to address processor/controller roles and cross-border transfer safeguards.

6) CONFIDENTIALITY
6.1 Confidential Information
“Confidential Information” means non-public information disclosed by one party to the other that is designated confidential or should reasonably be understood to be confidential, including business plans, Customer Data, strategies, pricing, and technical information.

6.2 Obligations
The receiving party will:
- Use Confidential Information only to perform under these Terms and applicable Orders
- Protect it using reasonable care
- Disclose it only to personnel and contractors who need to know and are bound by confidentiality obligations

6.3 Exclusions
Confidential Information does not include information that:
- Is or becomes public through no breach
- Was lawfully known before disclosure
- Is independently developed without use of Confidential Information
- Is lawfully received from a third party without restriction6.4 Compelled disclosure
The receiving party may disclose Confidential Information if required by law, provided it gives notice when legally permitted.

7) INTELLECTUAL PROPERTY
7.1 Our materials and methods
We own and retain all rights in the Services, including our tools, templates, methodologies, software, and know-how, whether existing before or developed during an engagement, excluding Customer Data.

7.2 Deliverables
Unless an Order states otherwise, Customer receives a limited, non-exclusive, non-transferable license to use deliverables we provide solely for Customer’s internal business purposes during the term of the applicable Order.

7.3 Customer materials
Customer retains all rights in its pre-existing materials and Customer Data.

7.4 Feedback
If Customer provides feedback or suggestions, we may use them without restriction or obligation.

8) FEES, PAYMENT, AND TAXES
Fees and payment terms are set out in the applicable Order. Unless otherwise stated:
- Invoices are due within [30] days
- Late payments may accrue interest at the maximum rate permitted by law
- Fees are non-refundable except as required by law or expressly stated in an Order
Customer is responsible for applicable taxes, duties, and similar charges, excluding our income taxes.

9) TERM AND TERMINATION
9.1 Term
These Terms begin when you first access or use the Services and continue until terminated. Each Order may have its own term.

9.2 Termination for breach
Either party may terminate an Order if the other party materially breaches and fails to cure within [30] days after written notice.

9.3 Immediate termination
We may terminate or suspend access immediately for non-payment, unlawful use, or security risk.

9.4 Effect of termination
Upon termination:
- Customer will stop using the Services
- Any unpaid fees become immediately due
- Each party will return or delete the other party’s Confidential Information upon request, subject to legal retention obligations

10) DISCLAIMERS
THE SERVICES AND DELIVERABLES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.NO PERFORMANCE GUARANTEES: HelixScale does not guarantee outcomes, including meetings booked, pipeline generated, conversion rates, revenue, or business results. Any examples, estimates, benchmarks, or projections are illustrative and non-binding.

11) LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
- NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS, OR LOSS OF DATA, EVEN IF ADVISED OF THE POSSIBILITY.
- HELIXSCALE’S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES WILL NOT EXCEED THE AMOUNTS PAID BY CUSTOMER TO HELIXSCALE UNDER THE APPLICABLE ORDER IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.Nothing in these Terms limits liability that cannot be limited under applicable law.

12) INDEMNIFICATION
Customer will defend, indemnify, and hold harmless HelixScale from and against claims, damages, liabilities, and expenses (including reasonable attorneys’ fees) arising from or relating to:
- Customer Data or Customer’s breach of applicable laws in connection with its marketing/outreach
- Customer’s outreach content, targeting decisions, or instructions
- Customer’s breach of these TermsHelixScale will provide prompt notice of the claim and reasonable cooperation.

13) COMPLIANCE
Customer will comply with applicable laws, including marketing, privacy, and anti-spam laws relevant to its outreach activities.

14) GOVERNING LAW AND JURISDICTION
These Terms are governed by the laws of Japan, without regard to conflict of law principles. The Tokyo District Court (or other competent courts in Tokyo, Japan) will have exclusive jurisdiction over disputes arising from or relating to these Terms or the Services.

15) CHANGES TO THESE TERMS
We may update these Terms from time to time for the website and generally available Services by posting an updated version and revising the Effective Date. For active Orders, changes will not apply retroactively unless agreed in writing.

16) MISCELLANEOUS
- Assignment: Customer may not assign these Terms without our prior written consent. We may assign in connection with a corporate reorganization, merger, acquisition, or sale of assets.
- Independent contractors: The parties are independent contractors.
- Force majeure: Neither party is liable for delays beyond reasonable control.
- Entire agreement: These Terms and applicable Orders are the entire agreement regarding the Services and supersede prior discussions.
- Severability: If any provision is unenforceable, the remaining provisions remain effective.
- No waiver: Failure to enforce any provision is not a waiver.

LEGAL ENTITY INFORMATION
Contracting Entity:
Good Hope Capital G.K.
A Japanese Limited Liablity Company (Godo Kaisha)

Contact: team@helixscale.com
Address: 3 Chome-14-2 Ueno, Taito City, Tokyo 110-0005, Japan