LEGAL DOCUMENT

Helius Network
Licensing Agreement

This agreement governs your use of the Helius Proof-of-Life Engine API, HeliusOS desktop software, and all associated SDKs, tools, and documentation published by Helius Network Ltd.

Effective: 14 March 2026 Version: 2.1 Jurisdiction: England & Wales Helius Network Ltd
TABLE OF CONTENTS
IMPORTANT — PLEASE READ

By accessing the Helius PoL Engine API, downloading HeliusOS, or using any Helius Network SDK, you confirm that you have read, understood, and agree to be bound by this Licence Agreement in full. If you do not agree, you must immediately cease all use of Helius Network products and delete any downloaded materials.

PART I

Helius Proof-of-Life Engine
API Licence Agreement

This Part governs your access to and use of the Helius PoL Engine REST API, JavaScript SDK, React Native SDK, Python SDK, and all associated developer tooling.

SECTION 01

Licence Grant

Subject to your compliance with this Agreement and timely payment of applicable subscription fees, Helius Network Ltd grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Helius PoL Engine API solely for the purpose of building, testing, and operating applications that verify real-world human activity and issue rewards to end users.

This licence is granted per organisation. Individual developers building on behalf of an organisation must ensure their employer or client has an active subscription covering the volume of verifications being processed.

SECTION 02

Subscription Tiers & Entitlements

TierPriceVerificationsAPI Req/MinSDKsHeliusOSSupport
STARTUP £29/month 10,000 / month 100 JS, React Native Not included Email
GROWTH £49/month 100,000 / month 500 JS, RN, Python Included Priority email
ENTERPRISE £1,000/month+ Unlimited 2,000+ All + Swift/Kotlin Included (multi-seat) Dedicated manager + SLA

All plans include a 7-day free trial. You will not be charged until day 8. Additional verifications beyond your monthly allowance can be purchased as non-expiring top-up packs. Unused monthly verifications do not roll over.

DOWNGRADE POLICY

Downgrading from Growth or Enterprise to Startup will immediately revoke HeliusOS desktop access and deactivate any associated licences on your next billing date. Data generated by HeliusOS reporting will be retained for 90 days post-downgrade.

SECTION 03

Permitted Uses

YOU MAY

Integrate the PoL Engine API into your own application to verify the real-world activity of your end users and issue rewards, tokens, or benefits on that basis.

YOU MAY

Build move-to-earn, environmental impact, smart city, DePIN, gig economy, insurance telematics, or social impact applications using the PoL verification layer.

YOU MAY

Reference Helius Network and the PoL Engine in your application's marketing materials, provided you do not misrepresent the nature or capabilities of the verification system.

ENTERPRISE ONLY — WHITE-LABEL

Enterprise subscribers may deploy white-label versions of the PoL Engine under their own brand, subject to a separate White-Label Addendum signed by both parties.

SECTION 04

Prohibited Uses

STRICTLY PROHIBITED

Using the API to verify fraudulent, simulated, synthetic, scripted, or bot-generated activity. Any attempt to submit fabricated GPS data, spoofed sensor readings, or replayed activity sessions will result in immediate account termination and may be subject to legal action.

STRICTLY PROHIBITED

Reverse engineering, decompiling, disassembling, or attempting to extract the PoL algorithm, fraud detection logic, or any component of the HeliusOS security architecture.

STRICTLY PROHIBITED

Reselling, sublicensing, or providing third-party access to the API without a valid Enterprise reseller agreement. This includes building API proxy services or aggregators that expose Helius PoL functionality to external parties.

STRICTLY PROHIBITED

Using the verification system for any surveillance, tracking, profiling, or monitoring of individuals without their explicit informed consent. The PoL Engine is designed for consensual activity verification by users of your application.

SECTION 05

Intellectual Property

The Helius Proof-of-Life algorithm, fraud detection architecture (including all six detection layers), HeliusOS security protocol, Sovereign Vault encryption scheme, Cognitive Firewall AI model, PoL scoring formula, and all associated patents, trade secrets, trademarks, and copyrighted materials are and remain the exclusive intellectual property of Helius Network Ltd.

This licence grants you the right to call the API and receive results. It does not transfer, assign, or sublicence any intellectual property rights. Your use of the API to build an application does not create any ownership or co-ownership claim over any Helius Network technology.

The name "Helius Network", "HeliusOS", "Helius PoL", "Olo", and associated logos are registered trademarks of Helius Network Ltd. Use of these marks requires prior written consent.

PART II

HeliusOS Desktop Software
Licence Agreement

This Part governs your installation and use of HeliusOS v3.1 and any subsequent versions, a cybersecurity monitoring suite distributed by Helius Network Ltd. HeliusOS is available exclusively to Growth and Enterprise tier subscribers.

SECTION 06

Security Reporting & Data Transmission

HeliusOS is designed with a zero-knowledge architecture. Understanding exactly what is and is not transmitted to Helius Network is critical to informed consent.

WHAT HELIUSOS TRANSMITS — ANONYMISED THREAT SIGNATURES ONLY

When security reporting is enabled, HeliusOS transmits the following to support@heliusnetwork.com:

TRANSMITTED: THREAT CATEGORY

A classification label indicating the type of threat detected (e.g. "high-cpu-anomaly", "network-spike", "process-injection-attempt"). No file names, paths, or content included at this stage.

TRANSMITTED: SEVERITY LEVEL

A numeric severity score (0–10) and classification (LOW / MEDIUM / HIGH / CRITICAL) assigned by the Cognitive Firewall.

TRANSMITTED: FILE PATH HASH (SHA-256 ONLY)

A one-way SHA-256 hash of the affected file path — not the path itself. This hash cannot be reversed to reveal the original file path and is used solely for cross-device threat correlation.

TRANSMITTED: SYSTEM METADATA

Operating system type and major version (e.g. "Windows 11"), processor architecture, HeliusOS version number, and event timestamp in UTC. No device serial numbers, user account names, or hardware identifiers.

NEVER TRANSMITTED — ABSOLUTE GUARANTEE

HeliusOS never transmits file contents, document text, images, passwords, credentials, browser history, email content, personal data, encryption keys, or any information that could identify you as an individual. The Sovereign Vault encryption layer ensures that raw system data is processed entirely on-device.

Disabling Security Reporting

You may disable security reporting at any time from the HeliusOS Settings panel. Disabling reporting does not affect the local monitoring, encryption, or threat detection capabilities of HeliusOS — these functions continue to operate entirely on-device.

SECTION 07

Data & Privacy

Helius Network processes personal data (your email address, account information, and billing data) in accordance with our Privacy Policy and applicable UK GDPR requirements.

Activity session data submitted via the PoL Engine API is processed for the purpose of fraud detection and verification only. Raw GPS coordinates and sensor readings are not stored after the verification window closes (typically within 60 seconds of submission). Only verification results (session ID, status, score, reward amount) are retained for audit and dispute resolution purposes.

You are responsible for obtaining appropriate consent from your end users before collecting and submitting their GPS and sensor data to the PoL Engine. Your privacy policy must accurately describe this data collection.

SECTION 08

Billing & Subscription

Subscriptions are billed monthly in advance via Stripe. All prices are exclusive of VAT where applicable. Your first charge occurs on day 8 following the start of your 7-day free trial, or immediately if you begin a paid subscription without a trial.

Cancellation: You may cancel at any time through the account dashboard. Cancellation takes effect at the end of the current billing period. No partial-period refunds are issued unless required by applicable consumer protection law.

Failed payments: If a payment fails, we will retry up to three times over 5 business days. If payment remains unsuccessful, API access will be suspended until the outstanding balance is resolved.

Price changes: We will provide at least 30 days' written notice of any price increase. Continued use of the service after the notice period constitutes acceptance of the new pricing.

SECTION 09

Service Level Agreement

STARTUP & GROWTH — BEST EFFORT

We target 99.9% API uptime for Startup and Growth tiers. This is not a contractual guarantee. Planned maintenance will be announced with at least 24 hours' notice. No SLA credits are offered at these tiers.

ENTERPRISE — CONTRACTUAL SLA

Enterprise subscribers receive a contractual 99.9% monthly uptime SLA. Downtime exceeding this threshold entitles the subscriber to a pro-rated service credit for the affected month. SLA credits are the sole remedy for service unavailability. Full SLA terms are set out in the Enterprise Agreement.

SECTION 10

Limitation of Liability

To the maximum extent permitted by applicable law, Helius Network Ltd shall not be liable for:

EXCLUDED DAMAGES

Any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of data, loss of goodwill, business interruption, or system failure, arising from your use or inability to use the PoL Engine API or HeliusOS, even if advised of the possibility of such damages.

Our total aggregate liability to you for any and all claims arising from or related to this Agreement shall not exceed the total subscription fees paid by you in the three months preceding the event giving rise to the claim.

Nothing in this Agreement limits liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded by law.

SECTION 11

Termination

Either party may terminate this Agreement at any time. Helius Network reserves the right to suspend or terminate your account immediately and without notice if:

GROUNDS FOR IMMEDIATE TERMINATION

You submit fraudulent or fabricated activity data to the PoL Engine; you attempt to reverse engineer any Helius technology; you breach the prohibited uses in Section 4; your account is used for any unlawful purpose; or you fail to pay outstanding subscription fees after the grace period.

Upon termination, your API keys will be deactivated, HeliusOS licences will be revoked, and you must delete all downloaded SDK files and HeliusOS installations within 14 days. Sections 5 (IP), 7 (Data), 10 (Liability), and 13 (Governing Law) survive termination.

SECTION 12

Modifications to this Agreement

We may update this Agreement at any time. Material changes (those affecting your core rights or obligations) will be communicated by email at least 30 days before they take effect. Your continued use of the API or HeliusOS after the effective date of any update constitutes acceptance of the revised terms.

The current version of this Agreement is always available at heliusnetwork.com/pages/license.html. The version number and effective date at the top of this document indicate which version applies to your account.

SECTION 13

Governing Law & Dispute Resolution

This Agreement is governed by and construed in accordance with the laws of England and Wales. Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of England and Wales.

Before commencing formal proceedings, both parties agree to attempt to resolve any dispute through good-faith negotiation for a period of 30 days from the date written notice of the dispute is given.

SECTION 14

Contact & Enquiries

For any questions about this Licence Agreement or Helius Network products, please contact the appropriate team:

Helius Network Ltd  ·  Version 2.1  ·  Effective 14 March 2026
Technology Aligned With Life

heliusnetwork.com  ·  heliusai.co.uk