Terms of Service

1. Agreement to These Terms

These Terms of Service (the “Terms”) are a binding legal agreement between you (“Customer,” “you”) and Flow My Data, LLC, a Tennessee limited liability company doing business as Helper Agent (“Helper Agent,” “we,” “us”), governing your access to and use of the Helper Agent website, platform, AI chatbot services, and related software and services (collectively, the “Service”).

By creating an account, clicking “I agree,” accessing, or using any part of the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference. If you use the Service on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and “you” refers to that entity. If you do not agree to these Terms, you may not access or use the Service.

2. The Service

Helper Agent provides a software-as-a-service platform that enables customers to configure, train, and deploy artificial-intelligence-powered chat and voice agents (“Agents”) for customer support, lead capture, appointment setting and related business functions. The Service uses proprietary semantic knowledge management workflows to distill logical replies and relies upon large language model (LLM) technology to generate conversational responses based on the content and instructions you provide. Portions of the Service are delivered using third-party platform infrastructure and third-party AI model providers, as described in Section 13.

3. Eligibility

The Service is intended for business use. You must be at least 18 years of age and capable of forming a binding contract to use the Service. The Service is not directed to, and may not be used by, anyone under the age of 18.

4. Accounts

To use the Service you must register for an account and provide accurate, current, and complete information. You are responsible for safeguarding your account credentials and for all activity occurring under your account, whether or not authorized by you. Notify us immediately at [email protected] if you suspect unauthorized use of your account.

5. Subscriptions, Fees & Billing

5.1 Fees and plan components. The Service is offered on a subscription basis, and your plan may include the following fee components:

(a) Monthly Subscription. Access to the requested platforms for a flat monthly fee. Your subscription automatically renews at the end of each billing period unless you cancel before the renewal date.

(b) One-Time Setup. A one-time fee for initial setup and configuration of your account and Agents.

(c) Custom Development (optional). Fees for custom integration with third-party applications or purpose-built capabilities requested by the Customer, as agreed in a separate quote or order.

(d) Usage. All subscriptions include a base amount of capacity for number of chats or amount of customer data storage. Overages are managed through a digital wallet that the Customer funds and manages; usage beyond your included capacity draws down your wallet balance at the then-current rates shown in your customer portal.

5.2 Payment. You authorize us (and our third-party payment processor) to charge your payment method for all fees due. Fees are stated exclusive of taxes; you are responsible for any applicable sales, use, or similar taxes, excluding taxes on our net income.

5.3 Cancellation. You may cancel your subscription at any time through your account settings or by contacting support. Cancellation takes effect at the end of the current billing period; except as provided in Section 6 (Money-Back Guarantee), fees already paid are non-refundable and you will retain access to the Service through the end of the paid period.

5.4 Fee changes. We may change subscription fees upon at least 30 days' advance notice. Changes apply at your next renewal; your continued use after renewal constitutes acceptance of the new fees.

6. 14-Day Money-Back Guarantee

6.1 The guarantee. We want you to be confident in Helper Agent. If you are not satisfied with the Service for any reason, you may request a full refund of your first subscription payment within fourteen (14) days of your initial purchase, no questions asked.

6.2 How to claim. Create a support ticket in our customer portal within fourteen (14) days of account creation to request a refund. We will process the refund to your original payment method within ten (10) business days, and your account will be deactivated upon refund.

6.3 Scope. This guarantee applies once per Customer and applies to your first purchase of a subscription. It does not apply to renewal payments, plan upgrades after the initial 14-day window, One-Time Setup fees, Custom Development fees, or digital wallet usage funds already consumed. Nothing in this section limits any non-waivable refund rights you may have under applicable law.

7. Service Availability

7.1 Uptime commitment. Helper Agent will use commercially reasonable efforts to make the Service available at least 99% of the time, measured monthly (“Uptime Commitment”).

7.2 Exclusions. The Uptime Commitment does not apply to unavailability caused by: (a) scheduled maintenance announced in advance; (b) emergency maintenance; (c) failures of third-party services, networks, or infrastructure outside our reasonable control, including third-party AI model providers and hosting providers; (d) your equipment, software, network, or misuse of the Service; or (e) force majeure events described in Section 21.

7.3 Service credits. If the Service falls below the Uptime Commitment in a calendar month, you may request a credit equal to a pro-rated portion of that month's fees corresponding to the shortfall, up to a maximum of 50% of the monthly fee. Credit requests must be submitted within 30 days of the end of the affected month. Service credits are your sole and exclusive remedy for any failure to meet the Uptime Commitment.

8. Customer Support

Helper Agent provides customer support via email and through live chat via our customer portal during business hours, e.g., Monday–Friday, 9am–5pm Central Time. We aim to respond to support requests within one (1) business day. Support scope and response targets may vary by subscription plan.

9. Intellectual Property

9.1 Our property. The Service, including the underlying software, platform, technology, features, design, documentation, trademarks, and all related intellectual property, is and remains the exclusive property of Helper Agent and its licensors. Except for the limited license granted below, nothing in these Terms transfers any ownership interest in the Service to you.

9.2 Your license. Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Service for your business purposes during your subscription term.

9.3 Restrictions. You may not: (a) copy, modify, or create derivative works of the Service; (b) reverse engineer, decompile, or attempt to extract source code, models, or algorithms; (c) resell, sublicense, or make the Service available to third parties except as expressly permitted by your plan; (d) remove or alter proprietary notices; or (e) use the Service to build a competing product.

9.4 Your content. You retain all rights to the content, data, and materials you upload to or make available through the Service (“Customer Content”). You grant us a limited license to host, process, transmit, and display Customer Content solely as necessary to provide the Service.

9.5 Feedback. If you provide suggestions, ideas, or feedback about the Service, you grant us a perpetual, irrevocable, royalty-free license to use them without restriction or compensation.

10. Customer Content & Data

10.1 Responsibility. You are solely responsible for Customer Content, including its accuracy, legality, and your right to use it. You represent that you have all rights, consents, and permissions necessary to provide Customer Content to us, including any personal data of your end users, and that our processing of it as described in these Terms and our Privacy Policy will not violate any law or third-party right.

10.2 End users. If you deploy an Agent that interacts with your own customers or website visitors (“End Users”), you are responsible for providing End Users with any legally required notices and disclosures, including notice that they are interacting with an AI system where required by applicable law.

10.3 Data protection. Our collection and use of personal data is described in our Privacy Policy. Where we process End User personal data on your behalf, we do so as a processor/service provider under your instructions as described therein.

11. AI-Generated Output Disclaimer

11.1 Nature of AI output. The Service uses generative artificial intelligence. Due to the probabilistic nature of this technology, output generated by Agents (“Output”) may be inaccurate, incomplete, outdated, or offensive, and may not reflect your intended messaging. Similar or identical Output may be generated for other customers.

11.2 Your responsibility. You are responsible for reviewing and verifying Output before relying on it and for supervising the configuration and behavior of your Agents. Output does not constitute legal, medical, financial, or other professional advice.

11.3 Prohibited reliance. You may not use the Service as the sole basis for decisions with legal or similarly significant effects on individuals (including employment, credit, insurance, housing, or medical decisions) without meaningful human review.

Helper Agent does not warrant the accuracy, completeness, or reliability of any Output and, to the maximum extent permitted by law, disclaims all liability arising from your or your End Users' reliance on Output.

12. Acceptable Use

You agree not to use the Service to: (a) violate any applicable law or regulation; (b) infringe or misappropriate any third party's intellectual property, privacy, or other rights; (c) generate or distribute content that is defamatory, deceptive, discriminatory, harassing, or harmful, including content that exploits or endangers minors; (d) impersonate any person or entity, or misrepresent an Agent as human where disclosure is required; (e) transmit malware, spam, or unsolicited communications; (f) probe, scan, or test the vulnerability of the Service, or circumvent usage limits, security, or content safeguards; (g) upload personal data of third parties without a lawful basis; or (h) use the Service in high-risk contexts (such as emergency services or safety-critical systems) for which it is not designed. We may suspend or terminate accounts that violate this section.

13. Third-Party Services

The Service is built on and delivered through a combination of components controlled by Helper Agent and third-party services. Helper Agent's semantic knowledge management workflows operate on a third-party knowledgebase platform that is configured, managed, and controlled by Helper Agent. The Service also relies on third-party infrastructure, platform, and AI model providers (for example, cloud hosting providers and large language model APIs). Data you and your End Users submit may be processed by these providers as sub-processors, as described in our Privacy Policy. Third-party AI model providers do not use your data to train their models under the commercial API terms we use. We are not responsible for the acts, omissions, or availability of third-party services outside our reasonable control, and your use of any third-party service that you connect to the Service (such as your website, CRM, or messaging channels) is governed by that third party's terms.

14. Publicity Rights

You grant Helper Agent a non-exclusive, royalty-free license to use your company name and logo to identify you as a customer of Helper Agent on our website and in our marketing materials, in accordance with any brand guidelines you provide. You may revoke this license at any time by emailing [email protected], and we will remove your name and logo from future materials within thirty (30) days. Any other use of your name or logo, or any use of quotes, testimonials, or case studies, will only be made with your prior written consent.

15. Disclaimer of Warranties

Except for the express uptime commitment in Section 7, the Service is provided “as is” and “as available” without warranties of any kind, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Service will be uninterrupted, error-free, or secure, or that Output will meet your requirements. Some jurisdictions do not allow the exclusion of implied warranties, so some of the above exclusions may not apply to you.

16. Limitation of Liability

To the maximum extent permitted by law: (a) in no event will either party be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenues, data, or goodwill, even if advised of the possibility of such damages; and (b) Helper Agent's total cumulative liability arising out of or relating to these Terms or the Service will not exceed the amounts you paid to Helper Agent in the twelve (12) months preceding the event giving rise to the claim (or one hundred U.S. dollars ($100) if you have not made any payment).

The exclusions and limitations in this section do not apply to: (i) your payment obligations; (ii) either party's liability for gross negligence, willful misconduct, or fraud; or (iii) any liability that cannot be limited under applicable law.

17. Indemnification

You will defend, indemnify, and hold harmless Helper Agent and its officers, members, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) Customer Content; (b) your use of the Service in violation of these Terms or applicable law; (c) your relationship or interactions with your End Users, including any failure to provide legally required notices; or (d) your violation of any third-party right. We will promptly notify you of any such claim and reasonably cooperate with your defense at your expense.

18. Term & Termination

18.1 Term. These Terms apply from your first use of the Service and continue while you use it.

18.2 Termination by you. You may terminate at any time by cancelling your subscription (Section 5.3).

18.3 Termination by us. We may suspend or terminate your access immediately if you materially breach these Terms (including the Acceptable Use policy or non-payment), if required by law, or if a third-party provider essential to the Service becomes unavailable. Where practicable, we will provide notice and an opportunity to cure a breach before termination.

18.4 Effect. Upon termination your license ends and we may deactivate your account. Upon request made within thirty (30) days of termination, we will make available a reasonable export of your Customer Content, after which we may delete it in the ordinary course, subject to our Privacy Policy and legal retention requirements. Sections that by their nature should survive (including Sections 9, 11, 14–17, and 19–21) survive termination.

19. Changes to These Terms

We may modify these Terms from time to time, including to reflect changes in law (such as evolving AI regulations), our Service, or business practices. For material changes, we will provide at least thirty (30) days' notice by email or prominent notice within the Service before the changes take effect. Your continued use of the Service after the effective date constitutes acceptance of the revised Terms. If you do not agree, you must stop using the Service and may cancel your subscription.

20. Governing Law & Disputes

20.1 Governing law. These Terms are governed by the laws of the State of Tennessee, without regard to conflict-of-laws principles.

20.2 Informal resolution. Before filing any claim, you agree to contact us at [email protected] and attempt in good faith to resolve the dispute informally for at least thirty (30) days.

20.3 Binding arbitration. Any dispute, claim, or controversy arising out of or relating to these Terms or the Service that is not resolved informally under Section 20.2 will be resolved by final and binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules. The arbitration will be conducted in English by a single arbitrator in Williamson County, Tennessee, and judgment on the arbitration award may be entered in any court of competent jurisdiction. The arbitrator may award the same individual relief that a court could award, and the allocation of arbitration fees will be governed by the AAA rules. You and Helper Agent each waive the right to a trial by jury and agree that disputes may only be brought in an individual capacity, and not as a plaintiff or class member in any purported class, consolidated, or representative proceeding. Notwithstanding the foregoing, either party may bring an individual claim in small claims court or seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property or confidential information.

21. General Provisions

Entire agreement. These Terms, together with the Privacy Policy and any order or plan details you accept, are the entire agreement between you and Helper Agent regarding the Service and supersede all prior agreements on that subject. Assignment. You may not assign these Terms without our prior written consent; we may assign them in connection with a merger, acquisition, or sale of assets. Severability. If any provision is held unenforceable, the remainder remains in effect. Waiver. Failure to enforce a provision is not a waiver. Force majeure. Neither party is liable for delay or failure to perform (other than payment obligations) due to events beyond its reasonable control, including natural disasters, war, terrorism, labor disputes, governmental action, internet or utility failures, or failures of third-party providers. Notices. We may provide notices to the email address on your account; you may provide notice to us at the contact address below. Independent contractors. Nothing in these Terms creates a partnership, joint venture, or agency relationship.

22. Contact Us

Questions about these Terms? Contact us:

Flow My Data, LLC d/b/a Helper Agent
PO Box 1000
Springfield, TN 37173
Email: [email protected]