GLOBAL PRICING, REFUND, CANCELLATION & RETURN POLICY

1. PURPOSE

This Global Pricing, Refund, Cancellation & Return Policy (“Policy”) establishes the enterprise-wide principles governing refunds, cancellations, returns, exchanges, replacements, repairs, subscription cancellations, billing adjustments, credits, and related commercial matters for all Products and Services offered by the HelixBeat Group.

The objectives of this Policy are to:

• establish a consistent global framework governing refund, cancellation, and return practices;
• distinguish between Consumer Customers and Business Customers;
• provide transparency regarding customer rights and obligations;
• protect the commercial, operational, financial, and intellectual property interests of the HelixBeat Group;
• support compliance with applicable consumer protection, e-commerce, healthcare, and commercial laws;
• provide flexibility to accommodate jurisdiction-specific legal requirements through country or regional addenda; and
• ensure consistent application of refund and cancellation principles across all HelixBeat Group entities, Products, Services, and sales channels.

This Policy forms part of the HelixBeat Group’s broader legal framework and should be read together with, where applicable:

• Terms & Conditions;
• Privacy Policy;
• Subscription & Billing Policy;
• Shipping & Delivery Policy;
• Warranty Policy;
• Acceptable Use Policy;
• Cookie Policy;
• applicable Master Services Agreement (MSA);
• Statement of Work (SOW);
• Subscription Agreement;
• Enterprise Agreement;
• Purchase Agreement;
• Order Form;
• Purchase Order; and
• any other governing contractual documentation.

2. DEFINITIONS

2.1 HelixBeat Group

“HelixBeat Group” means HelixBeat LLC, HelixBeat Private Limited, Naavya Health, together with all current and future parent companies, subsidiaries, affiliates, successors, assigns, joint ventures, business divisions, operating units, or other legal entities that are directly or indirectly owned, controlled, managed, or operated under common ownership or control with the foregoing (collectively, the “HelixBeat Group”).

References in this Policy to “HelixBeat Group,” “HelixBeat,” “Company,” “we,” “our,” or “us” mean the applicable contracting entity within the HelixBeat Group responsible for providing the applicable Product or Service.

2.2 Customer

“Customer” means any individual, consumer, patient, healthcare provider, healthcare organization, laboratory, pharmacy, government agency, educational institution, reseller, distributor, partner, business entity, or other legal person that purchases, licenses, subscribes to, accesses, receives, or otherwise uses any Product or Service offered by the HelixBeat Group.

Customers are classified as follows:

Consumer Customer (B2C)

An individual purchasing Products or Services primarily for personal, family, household, or other non-commercial purposes.

Business Customer (B2B)

Any organization or legal entity purchasing Products or Services for commercial, governmental, educational, healthcare, or other business purposes.

Enterprise Customer

A Business Customer purchasing Products or Services pursuant to a negotiated commercial agreement, including but not limited to a Master Services Agreement (MSA), Subscription Agreement, Enterprise Agreement, Statement of Work (SOW), Order Form, Purchase Order, or similar written agreement.

2.3 Products and Services

“Products and Services” means all current and future products, software, Software-as-a-Service (SaaS), cloud services, artificial intelligence services, APIs, mobile applications, digital products, healthcare solutions, hardware products, medical devices, laboratory services, pharmacy services, professional services, consulting services, implementation services, integration services, managed services, support and maintenance services, subscriptions, training services, marketplace offerings, e-commerce products, digital content, and any other goods or services developed, manufactured, licensed, distributed, marketed, sold, or otherwise made available by any member of the HelixBeat Group.

2.4 Websites and Digital Platforms

This Policy applies to all current and future websites, domains, subdomains, mobile applications, APIs, customer portals, partner portals, online marketplaces, digital platforms, e-commerce stores, and other electronic services owned, operated, licensed, managed, or controlled by any member of the HelixBeat Group.

2.5 Payment Service Providers

The HelixBeat Group may utilize one or more third-party payment processors, payment gateways, merchant acquirers, financial institutions, banks, card networks, digital wallet providers, payment facilitators, or other payment service providers (“Payment Service Providers”) to facilitate payment processing.

The HelixBeat Group reserves the right to add, remove, replace, or modify any Payment Service Provider at any time without prior notice.

The use of a particular Payment Service Provider shall not modify, expand, or limit the rights or obligations of either the Customer or the HelixBeat Group under this Policy.

3. SCOPE

This Policy applies to all purchases, subscriptions, renewals, upgrades, downgrades, returns, cancellations, refunds, replacements, exchanges, repairs, credits, and other commercial transactions involving Products or Services offered by the HelixBeat Group through any authorized sales channel.

This Policy applies irrespective of:

• the Product or Service purchased;
• the applicable business unit;
• the website, application, portal, or domain through which the transaction occurs;
• the payment method used;
• the Payment Service Provider used;
• the currency of payment;
• the country or jurisdiction in which the Customer is located; or
• the legal entity within the HelixBeat Group providing the applicable Product or Service,

except where a written agreement or mandatory applicable law expressly provides otherwise.

4. RELATIONSHIP WITH LOCAL LAW

The HelixBeat Group conducts business across multiple jurisdictions.

Consumer protection laws, commercial laws, healthcare regulations, digital commerce regulations, tax laws, payment regulations, and subscription laws vary by jurisdiction.

Accordingly:

1. This Policy establishes the HelixBeat Group’s global commercial standards.
2. Country- or region-specific addenda supplement this Policy where required.
3. Where mandatory local law grants Customers rights that cannot legally be waived or limited, those statutory rights shall prevail solely to the extent required by applicable law.
4. Nothing in this Policy is intended to limit or exclude rights that cannot legally be limited or excluded under applicable law.
5. Where a negotiated written agreement exists between the Customer and the applicable HelixBeat Group entity, that agreement shall prevail over this Policy to the extent permitted by applicable law.

5. GENERAL COMMERCIAL PRINCIPLES

Unless otherwise required by mandatory law or expressly agreed in writing:

• purchases become final upon delivery or activation;
• refunds are not automatic;
• refund requests are evaluated in accordance with this Policy;
• subscription fees are billed in advance;
• failure to use a Product or Service does not create an entitlement to a refund;
• activation of digital Products or Services constitutes delivery;
• professional service fees become non-refundable once work has commenced; and
• refunds shall not exceed the amount actually paid by the Customer for the applicable Product or Service.

The HelixBeat Group reserves the right to approve, deny, limit, or condition any refund, cancellation, return, exchange, replacement, or credit request in accordance with this Policy, applicable agreements, and applicable law.

6. PAYMENT PROCESSING

The HelixBeat Group may engage one or more Payment Service Providers to facilitate the authorization, acceptance, settlement, processing, and refund of payments.

Approved refunds shall generally be processed using the original payment method whenever commercially and technically practicable. Where this is not feasible, the HelixBeat Group may process the refund using another lawful payment method.

Refund processing times are estimates only and may vary depending upon the applicable Payment Service Provider, banking institution, payment network, card issuer, or local financial infrastructure.

To the fullest extent permitted by applicable law, the HelixBeat Group shall not be responsible for delays, interruptions, failures, or processing errors attributable solely to third-party Payment Service Providers or financial institutions after the HelixBeat Group has initiated the refund.

7. INTERPRETATION

This Policy shall be interpreted to:

• protect the legitimate commercial interests of the HelixBeat Group;
• promote consistent treatment of Customers across jurisdictions;
• preserve the enforceability of each provision to the fullest extent permitted by applicable law; and
• comply with mandatory legal requirements applicable in the relevant jurisdiction.

If any provision of this Policy is determined by a court or competent authority to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect to the maximum extent permitted by applicable law.

8. SEVERABILITY

8.1 General

If any provision, clause, subsection, sentence, or part of this Policy is determined by a court of competent jurisdiction, arbitral tribunal, regulatory authority, or other governmental authority to be invalid, illegal, unenforceable, or contrary to Applicable Law, such determination shall not affect the validity, legality, or enforceability of the remaining provisions of this Policy.

The remaining provisions shall continue in full force and effect to the maximum extent permitted by Applicable Law.

8.2 Modification to Preserve Validity

Where a provision is found to be invalid, illegal, or unenforceable in a particular jurisdiction, such provision shall be deemed modified only to the minimum extent necessary to make it valid and enforceable while preserving, to the greatest extent possible, the original intent and commercial purpose of the provision.

If such modification is not legally permissible, the affected provision shall be deemed severed from this Policy solely with respect to that jurisdiction, and only to the extent of the invalidity or unenforceability.

8.3 Jurisdiction-Specific Effect

The invalidity or unenforceability of any provision in one jurisdiction shall not affect:

• the validity or enforceability of the same provision in any other jurisdiction;
• the applicability of any other provision of this Policy; or
• the rights and obligations of the HelixBeat Group or the Customer under any separate agreement, to the extent permitted by Applicable Law.

8.4 Continued Performance

To the extent reasonably practicable, the HelixBeat Group and the Customer shall continue to perform their respective obligations under this Policy notwithstanding the invalidity or unenforceability of any individual provision.

9. POLICY UPDATES

9.1 Right to Amend

The HelixBeat Group reserves the right, at its sole discretion and to the fullest extent permitted by Applicable Law, to amend, revise, modify, replace, suspend, or withdraw this Policy, in whole or in part, at any time.

Such amendments may be made to reflect, among other things:

• changes in applicable laws or regulations;
• judicial or regulatory guidance;
• changes in business operations;
• changes in Products or Services;
• changes in payment methods or commercial practices;
• security, fraud prevention, or risk management requirements;
• operational improvements; or
• other legitimate business or legal considerations.

9.2 Effective Date of Changes

Unless otherwise required by Applicable Law or expressly stated by the HelixBeat Group, any revised version of this Policy shall become effective on the Effective Date identified in the updated Policy and shall supersede all prior versions from that date forward.

Where Applicable Law requires advance notice of material changes, the HelixBeat Group shall provide such notice in the manner required by Applicable Law.

9.3 Notification of Updates

The HelixBeat Group may notify Customers of material changes to this Policy through one or more of the following methods, as determined appropriate:

• publication on an applicable website;
• Customer portal notifications;
• email communications;
• in-application notifications;
• account dashboards;
• renewal notices;
• order confirmations; or
• any other lawful communication method.

The HelixBeat Group is not obligated to provide individual notice of non-material updates unless required by Applicable Law or a written agreement.

9.4 Continued Use

To the extent permitted by Applicable Law, a customer’s continued purchase, subscription, renewal, access to, or use of any Product or Service following the effective date of an updated Policy constitutes acceptance of the revised Policy.

Where Applicable Law requires express consent before certain changes become effective, the HelixBeat Group shall obtain such consent in accordance with the applicable legal requirements.

9.5 Relationship to Existing Agreements

An amendment to this Policy shall not automatically amend the terms of any separately negotiated agreement, including but not limited to a Master Services Agreement (MSA), Statement of Work (SOW), Enterprise Agreement, Subscription Agreement, Purchase Agreement, Order Form, or other written contract.

Where a separately negotiated agreement expressly governs refunds, cancellations, returns, billing, or related commercial matters, the provisions of that agreement shall prevail to the extent of any inconsistency, unless otherwise prohibited by Applicable Law.

9.6 Version Control

The HelixBeat Group may maintain version history, revision records, and document control information for internal governance purposes.

The version identified on the applicable website or otherwise made available by the HelixBeat Group shall constitute the current and controlling version of this Policy unless a written agreement expressly provides otherwise.

9.7 Contact Information

Questions regarding this Policy, refund eligibility, cancellation requests, return procedures, or related matters should be directed to the applicable HelixBeat Group entity through the contact information published on the relevant website or provided in the applicable agreement.

The HelixBeat Group may designate different customer support or legal contact channels for different jurisdictions, Products, Services, or legal entities.

10. Order Placement and Acceptance

10.1 Invitation to Purchase

The display, advertisement, quotation, proposal, demonstration, or marketing of any Product or Service by the HelixBeat Group constitutes an invitation to purchase and does not constitute a binding offer by the HelixBeat Group.

An order submitted by a customer constitutes an offer to purchase the applicable Product or Service subject to this Policy, the applicable Terms & Conditions, and any governing commercial agreement.

10.2 Acceptance of Orders

No order shall be deemed accepted until the applicable HelixBeat Group entity has:

• accepted the order in writing;
• issued an order confirmation;
• issued an invoice;
• activated the applicable Product or Service;
• commenced performance; or
• otherwise communicated acceptance to the Customer.

The HelixBeat Group reserves the right, in its sole discretion and to the extent permitted by applicable law, to accept or reject any order.

10.3 Enterprise Agreements

Where Products or Services are purchased pursuant to an MSA, SOW, Subscription Agreement, Enterprise Agreement, Purchase Agreement, Order Form, Purchase Order, or similar negotiated contract, the order lifecycle shall also be governed by the terms of that agreement.

11. Pricing, Taxes, and Currency

11.1 Pricing

All prices are subject to change without prior notice unless expressly agreed in writing.

Quoted prices remain valid only for the period specified in the applicable quotation, proposal, or Order Form.

11.2 Taxes

Unless expressly stated otherwise, published prices do not include applicable taxes, duties, customs charges, governmental fees, withholding taxes, value-added taxes (VAT), goods and services taxes (GST), sales taxes, or similar governmental assessments.

The Customer is responsible for all applicable taxes except taxes imposed on the HelixBeat Group’s net income.

11.3 Currency

Products and Services may be offered in different currencies depending on the applicable contracting entity, region, or payment method.

The HelixBeat Group shall not be responsible for exchange rate fluctuations, foreign transaction fees, banking fees, or similar charges imposed by financial institutions or Payment Service Providers.

11.4 Customer-Facing Fees and Charges

For transactions involving Consumer Customers, including purchases completed through Websites, Digital Platforms, e-commerce stores, mobile applications, customer portals, or other electronic sales channels, the HelixBeat Group shall disclose fees and charges payable by the Customer in accordance with Applicable Law.

Where applicable, the amount presented to the Customer before completion or authorization of the transaction may include:

• the applicable Product or Service price;
• applicable taxes, including GST, VAT, sales tax, or similar governmental charges;
• shipping, delivery, logistics, or handling charges;
• convenience fees;
• payment processing fees;
• platform or service fees;
• installation or activation charges; and
• any other mandatory amount payable by the Customer in connection with the transaction.

Where required by Applicable Law, the total amount payable by the Customer shall be presented with sufficient clarity before the Customer authorizes or completes payment.

The HelixBeat Group shall not intentionally conceal mandatory Customer charges or introduce mandatory charges at a stage of the purchasing process in a manner prohibited by Applicable Law.

Fees, merchant discount rates, transaction charges, acquiring fees, settlement fees, commissions, payment network charges, Payment Service Provider fees, banking arrangements, or similar commercial costs incurred by the HelixBeat Group constitute internal commercial arrangements of the HelixBeat Group.

Such internal costs are not required to be separately disclosed to Customers unless:

• the applicable amount is separately charged or passed through to the Customer;
• disclosure is required by Applicable Law;
• disclosure is expressly required under the applicable commercial agreement; or
• the HelixBeat Group otherwise elects to disclose such information.

Nothing in this Section requires the HelixBeat Group to disclose confidential commercial pricing, negotiated Payment Service Provider rates, merchant discount rates, margins, commissions, settlement arrangements, or other proprietary commercial information except where disclosure is expressly required by Applicable Law.

12. Payment Authorization

12.1 Payment Requirement

Unless otherwise agreed in writing, payment authorization must be successfully completed before the HelixBeat Group is obligated to deliver, activate, provision, or perform any Product or Service.

12.2 Verification

The HelixBeat Group may perform reasonable identity verification, fraud screening, payment verification, sanctions screening, export compliance checks, or other due diligence before accepting an order.

Failure to complete such verification may result in delay, suspension, or cancellation of the order.

12.3 Failed Payments

Where payment authorization fails or is subsequently reversed, the HelixBeat Group may:

• suspend order processing;
• suspend Product or Service access;
• cancel the applicable order;
• recover unpaid amounts; or
• pursue any other remedy available under applicable law or contract.

13. Order Confirmation

Following acceptance, the HelixBeat Group may issue an order confirmation, invoice, receipt, subscription confirmation, activation notice, or similar communication.

Customers are responsible for reviewing order confirmations promptly and notifying the HelixBeat Group of any discrepancies within a reasonable period.

Failure to provide timely notice shall not limit mandatory statutory rights.

14. Order Modification

Prior to shipment, activation, or commencement of services, Customers may request modifications to an order.

The HelixBeat Group is under no obligation to approve requested modifications.

Approved modifications may result in:

• revised pricing;
• revised delivery dates;
• revised implementation schedules;
• revised subscription terms; or
• revised contractual obligations.

Any approved modification shall become part of the applicable agreement.

15. Order Cancellation

15.1 Customer-Initiated Cancellation

Customers may request cancellation before:

• shipment of physical Products;
• activation of digital Products;
• provisioning of cloud services;
• issuance of software licenses;
• commencement of implementation services;
• commencement of consulting or professional services; or
• other material performance by the HelixBeat Group.

Approval of a cancellation request remains subject to this Policy, any governing agreement, and applicable law.

15.2 HelixBeat Group Cancellation

To the fullest extent permitted by applicable law, the HelixBeat Group may cancel an order where:

• payment authorization fails;
• fraudulent activity is suspected;
• pricing errors occur;
• inventory becomes unavailable;
• legal or regulatory restrictions apply;
• export control or sanctions requirements prohibit fulfillment;
• inaccurate customer information prevents fulfillment;
• a Product or Service becomes unavailable;
• continued performance becomes commercially impracticable; or
• force majeure materially affects performance.

Where cancellation occurs before delivery and payment has been successfully collected, refunds shall be processed in accordance with Part III of this Policy.

16. Delivery and Activation

16.1 Physical Products

Delivery occurs when the Product is delivered to the address designated by the Customer or made available for collection, as applicable.

Risk of loss and transfer of title shall be governed by the applicable purchase agreement, shipping terms, or mandatory law.

16.2 Digital Products

Digital Products are deemed delivered upon the earliest of:

• activation;
• issuance of credentials;
• license issuance;
• download availability;
• API enablement; or
• electronic access being made available to the Customer.

16.3 SaaS and Cloud Services

Subscription Services are deemed delivered upon successful provisioning of the applicable environment or activation of Customer access.

16.4 Professional Services

Professional Services commence on the date specified in the applicable agreement or, where no date is specified, upon commencement of work by the HelixBeat Group.

17. Customer Responsibilities

Customers shall:

• provide complete and accurate information;
• maintain current billing information;
• comply with applicable laws;
• cooperate during implementation where applicable;
• timely review order confirmations;
• promptly report any errors;
• maintain appropriate security of account credentials; and
• satisfy payment obligations in accordance with applicable agreements.

Failure to satisfy these responsibilities may delay delivery, implementation, activation, support, or refund processing.

18. Fraud Prevention and Order Review

The HelixBeat Group reserves the right to review any order for fraud, abuse, money laundering, sanctions compliance, export control compliance, identity verification, unusual purchasing activity, or other risk indicators.

The HelixBeat Group may request additional documentation before accepting or fulfilling an order.

Where fraud or abuse is reasonably suspected, the HelixBeat Group may suspend, reject, or cancel the order, deny future transactions, and take any other action permitted by applicable law.

19. Relationship to Refund Rights

Completion of an order, delivery of a Product, activation of a Service, or commencement of Professional Services does not automatically entitle the Customer to a refund.

Refund eligibility shall be determined exclusively in accordance with:

• Part III – Refunds;
• any applicable enterprise agreement;
• any applicable product-specific terms; and
• mandatory rights provided under applicable law.

REFUNDS

Refund Principles and Customer Eligibility

20. Refund Policy Framework

20.1 Purpose

This Part establishes the principles governing refund eligibility for all Products and Services offered by the HelixBeat Group.

Refunds are intended to provide an equitable commercial remedy where appropriate while protecting the HelixBeat Group from fraud, abuse, unjust enrichment, and other improper refund claims.

Nothing in this Part creates an automatic entitlement to a refund.

Refund eligibility shall always be determined based upon:

• this Policy;
• any applicable written agreement;
• the nature of the Product or Service purchased;
• the stage of delivery or performance;
• applicable warranty obligations; and
• mandatory laws applicable to the transaction.

20.2 Guiding Principles

Unless otherwise required by applicable law or expressly agreed in writing:

• all refund requests shall be reviewed individually;
• refunds are not guaranteed;
• refund approval remains within the discretion of the applicable HelixBeat Group entity, subject to applicable law;
• the HelixBeat Group shall act reasonably and in good faith when evaluating refund requests;
• approved refunds shall never exceed the amount actually received by the applicable HelixBeat Group entity for the Product or Service giving rise to the refund; and
• refunds shall not include compensation for indirect, consequential, incidental, speculative, punitive, or exemplary damages.

21. Customer Categories

Refund rights differ based upon the nature of the Customer and applicable law.

21.1 Consumer Customers (B2C)

Where Products or Services are purchased primarily for personal, family, household, or other non-commercial purposes, the Customer may be entitled to mandatory statutory protections under applicable consumer protection laws.

Nothing in this Policy is intended to waive, exclude, or limit any statutory consumer rights that cannot legally be waived.

Where mandatory consumer rights conflict with this Policy, those statutory rights shall prevail solely to the extent required by applicable law.

Except where prohibited by law, the HelixBeat Group reserves the right to require reasonable evidence supporting any refund request.

21.2 Business Customers (B2B)

Business Customers generally purchase Products or Services for commercial purposes and acknowledge that commercial transactions are governed primarily by negotiated contractual arrangements.

Unless expressly provided otherwise in a written agreement or required by applicable law:

• payments are non-refundable once Products or Services have been delivered or performed;
• Business Customers are not entitled to statutory consumer protections applicable exclusively to Consumer Customers;
• refunds shall be governed by the applicable agreement and this Policy.

21.3 Enterprise Customers

Enterprise Customers purchasing under an MSA, Enterprise Agreement, SOW, Subscription Agreement, Purchase Agreement, Order Form, Purchase Order, or similar negotiated agreement shall have refund rights governed primarily by that agreement.

Where such agreement addresses refunds, credits, milestone payments, termination rights, acceptance criteria, service credits, or similar commercial remedies, those contractual provisions shall prevail over this Policy to the extent permitted by applicable law.

21.4 Government Customers

Government customers may be subject to procurement laws, public contracting requirements, or statutory obligations that supersede portions of this Policy.

Where required by applicable procurement legislation or contractual obligations, the HelixBeat Group shall administer refunds in accordance with those requirements.

21.5 Healthcare Organizations

Healthcare providers, hospitals, laboratories, pharmacies, payers, clinics, and other regulated healthcare organizations frequently purchase enterprise software and services under negotiated agreements.

Unless expressly stated otherwise in the applicable agreement:

• implementation fees remain subject to agreed milestone terms;
• subscription fees remain governed by the applicable commercial agreement;
• professional service fees become non-refundable upon commencement of work;
• regulatory reporting obligations shall survive cancellation where required by law.

22. General Refund Eligibility

A refund request may be considered where one or more of the following circumstances applies:

• duplicate payment;
• duplicate transaction;
• billing error attributable to the HelixBeat Group;
• payment processed in error;
• Product unavailable and incapable of delivery;
• technical inability of the HelixBeat Group to provision the purchased Product or Service;
• cancellation accepted before delivery or activation;
• Product materially different from the Product ordered;
• verified manufacturing defect (for physical Products);
• mandatory statutory consumer rights;
• other exceptional circumstances approved by the HelixBeat Group.

Submission of a refund request does not guarantee approval.

23. Circumstances Generally Not Eligible for Refund

Unless required by applicable law or expressly agreed in writing, refunds will generally not be available for:

• change of mind after delivery or activation;
• failure to use the purchased Product or Service;
• incompatibility arising from Customer systems not meeting published requirements;
• Customer negligence;
• misuse or abuse of Products or Services;
• Customer configuration errors;
• third-party software incompatibility outside the HelixBeat Group’s control;
• loss of internet connectivity or third-party telecommunications failures;
• Customer delays in implementation;
• Customer failure to cooperate during implementation;
• expiration of subscription periods;
• dissatisfaction based solely upon preference where the Product or Service materially conforms to published specifications.

Nothing in this Section limits mandatory statutory rights applicable in the relevant jurisdiction.

24. Good Faith Requirement

All refund requests must be submitted in good faith.

The HelixBeat Group reserves the right to deny any refund request where it reasonably determines that:

• false or misleading information has been provided;
• supporting documentation has been falsified;
• fraudulent activity has occurred;
• multiple refund requests indicate abuse;
• chargeback abuse has occurred;
• the Customer has intentionally misused the Product or Service;
• the refund request is otherwise inconsistent with this Policy or applicable law.

25. Refund Review Process

Each refund request may be reviewed considering factors including:

• purchase history;
• payment records;
• order status;
• delivery status;
• activation records;
• subscription status;
• implementation progress;
• service logs;
• warranty status;
• communications between the parties;
• contractual obligations; and
• applicable legal requirements.

The HelixBeat Group may request additional information or supporting documentation before making a determination.

Failure to provide reasonably requested information may delay or prevent completion of the refund review process.

26. No Waiver

Approval of a refund in one instance shall not:

• establish a precedent;
• modify this policy;
• create any continuing obligation;
• waive any contractual rights of the HelixBeat Group; or
• entitle any Customer to future refunds under similar circumstances.

Each refund request shall be evaluated independently based upon its specific facts, applicable agreements, and applicable law.

Refund Processing, Timelines, Payment Methods, Credits, Taxes, and Chargebacks

27. Refund Request Procedure

27.1 Submission of Requests

Unless otherwise provided in an applicable agreement or required by applicable law, all refund requests must be submitted through an authorized HelixBeat Group support channel.

The HelixBeat Group may require the Customer to provide information including, but not limited to:

• Customer name;
• Organization name (if applicable);
• Order number;
• Invoice number;
• Subscription or license identifier;
• Product or Service purchased;
• Date of purchase;
• Payment method;
• Reason for the refund request; and
• Supporting documentation reasonably necessary to evaluate the request.

Submission of incomplete information may delay processing of the refund request.

27.2 Time for Submission

Refund requests should be submitted within the applicable contractual, statutory, warranty, or product-specific refund period.

Where no specific period applies, requests should be submitted within a reasonable time after the Customer becomes aware of the circumstances giving rise to the request.

Mandatory statutory limitation periods shall prevail where applicable.

28. Refund Investigation

The HelixBeat Group may investigate any refund request to determine eligibility.

The investigation may include review of:

• payment records;
• invoices;
• activation logs;
• shipment records;
• implementation milestones;
• service delivery records;
• system audit logs;
• technical support history;
• communication records;
• warranty claims;
• fraud indicators;
• applicable agreements; and
• any other information reasonably relevant to the request.

The HelixBeat Group may temporarily suspend processing of a refund request while additional information is being reviewed.

29. Refund Determination

Following review, the HelixBeat Group may:

• approve the refund;
• partially approve the refund;
• deny the refund;
• issue service credits;
• provide replacement Products;
• repair the applicable Product;
• exchange the Product;
• apply the amount toward future purchases; or
• provide another commercially reasonable remedy agreed by the parties.

The determination shall be based upon:

• this Policy;
• applicable contractual terms;
• applicable warranty obligations;
• technical findings;
• commercial circumstances; and
• applicable law.

The HelixBeat Group’s determination shall not affect any mandatory statutory rights available to the Customer.

30. Refund Method

Approved refunds shall generally be issued using the original payment method used for the applicable transaction.

Where refund to the original payment method is not commercially or technically practicable, the HelixBeat Group may, to the extent permitted by applicable law:

• issue payment through another lawful payment method;
• issue store credit;
• issue account credit;
• offset the amount against outstanding invoices;
• apply the amount to future subscriptions;
• issue a replacement Product or Service; or
• agree upon another mutually acceptable remedy.

The HelixBeat Group reserves the right to verify the identity of the refund recipient before issuing payment.

31. Refund Timeline

The HelixBeat Group shall use commercially reasonable efforts to process approved refunds promptly following completion of its review.

Refund processing times may vary depending upon:

• banking institutions;
• Payment Service Providers;
• payment networks;
• card issuers;
• applicable currency;
• cross-border payment requirements;
• regulatory requirements; and
• applicable financial infrastructure.

Processing time estimates communicated by the HelixBeat Group are estimates only and shall not constitute guaranteed service levels unless expressly agreed in writing.

32. Partial Refunds

Where appropriate, the HelixBeat Group may approve a partial refund.

Examples include:

• partially completed implementation projects;
• partially delivered professional services;
• partially used subscriptions where required by applicable law;
• billing adjustments;
• pricing corrections;
• negotiated commercial settlements; or
• other circumstances determined appropriate by the HelixBeat Group.

Unless required by law or contract, the HelixBeat Group shall determine the methodology used to calculate any partial refund.

33. Service Credits

Instead of a monetary refund, the HelixBeat Group may, where appropriate and with the Customer’s agreement or as provided in the applicable agreement:

• issue subscription credits;
• issue account credits;
• extend subscription terms;
• provide additional services;
• provide replacement licenses; or
• provide other commercially reasonable credits.

Service credits have no cash value unless expressly required by applicable law or agreed in writing.

Unused service credits are non-transferable and non-refundable unless otherwise required by law.

34. Taxes, Duties, and Government Charges

Unless otherwise required by Applicable Law:

• taxes remitted to governmental authorities shall be refundable only to the extent permitted or required under applicable tax laws;
• customs duties shall remain subject to applicable customs regulations;
• import duties shall remain subject to governmental requirements;
• withholding taxes shall remain governed by applicable tax laws;
• foreign exchange charges imposed independently by financial institutions or third parties shall not be refundable by the HelixBeat Group unless otherwise required by Applicable Law;
• payment processing fees, convenience fees, platform fees, transaction fees, or similar amounts separately paid by the Customer shall be refundable or non-refundable in accordance with the terms disclosed to the Customer at the time of purchase, the circumstances giving rise to the refund, and Applicable Law; and
• fees or charges incurred by the HelixBeat Group as part of its internal relationship with a Payment Service Provider shall not independently reduce a Customer refund where such reduction is prohibited by Applicable Law.

Where Applicable Law requires the refund, reversal, credit, or adjustment of taxes or Customer-facing fees in connection with an approved refund, cancellation, return, or failed transaction, the HelixBeat Group shall make the applicable adjustment in accordance with such legal requirements.

Nothing in this Section authorizes the HelixBeat Group to retain any Customer-facing charge where refund of that charge is required by Applicable Law.

35. Banking and Currency Adjustments

Refunds shall generally be processed in the currency in which the original transaction was completed unless otherwise required by applicable law.

The HelixBeat Group shall not be responsible for:

• exchange rate fluctuations;
• foreign currency conversion losses;
• banking fees;
• intermediary bank charges;
• card issuer fees;
• payment network charges; or
• similar charges imposed by third parties.

36. Outstanding Balances and Set-Off

To the fullest extent permitted by applicable law and any applicable agreement, the HelixBeat Group may offset an approved refund against:

• unpaid invoices;
• overdue subscription fees;
• implementation charges;
• professional service fees;
• support fees;
• damages recoverable under an agreement; or
• any other amounts lawfully owed by the Customer.

Nothing in this Section limits any statutory rights available to Consumer Customers.

37. Chargebacks and Payment Disputes

Customers are encouraged to contact the HelixBeat Group before initiating a chargeback or payment dispute with a Payment Service Provider or financial institution.

Where a chargeback is initiated:

• the HelixBeat Group may suspend processing of any related refund request;
• the HelixBeat Group may suspend access to Products or Services where permitted by contract or law;
• the HelixBeat Group may contest fraudulent or unsupported chargebacks; and
• duplicate recovery through both a refund and a chargeback is prohibited.

Nothing in this Section limits the Customer’s statutory rights to dispute unauthorized payment transactions.

38. Fraudulent Refund Claims

The HelixBeat Group reserves the right to deny or reverse any refund where it reasonably determines that:

• the refund was obtained through fraud;
• false representations were made;
• supporting documentation was falsified;
• payment credentials were unlawfully used;
• the Customer engaged in refund abuse; or
• the refund violated this Policy or applicable law.

The HelixBeat Group reserves all legal and equitable remedies available under applicable law.

39. Record Retention

The HelixBeat Group may retain records relating to refund requests, investigations, approvals, denials, payment adjustments, and supporting documentation for the period required by:

• applicable law;
• regulatory requirements;
• tax regulations;
• healthcare regulations;
• accounting standards;
• contractual obligations; or
• the HelixBeat Group’s records retention policies.

Such records may be used for audit, compliance, fraud prevention, dispute resolution, and legal proceedings.

40. Reservation of Rights

Nothing in this Part shall:

• create a guarantee of refund;
• waive any contractual rights of the HelixBeat Group;
• limit any remedies available to the HelixBeat Group under applicable law or contract; or
• prevent the HelixBeat Group from adopting commercially reasonable procedures to administer refunds consistently and fairly.

Product- and Service-Specific Refund Provisions

41. General Principles

This Part establishes refund provisions applicable to specific categories of Products and Services offered by the HelixBeat Group.

Unless expressly stated otherwise in a written agreement or required by applicable law:

• each Product or Service category may be subject to different refund criteria;
• delivery, activation, provisioning, or commencement of performance may affect refund eligibility;
• Product- or Service-specific provisions supplement, and do not replace, the general provisions contained elsewhere in this Policy; and
• where a Product or Service contains multiple components, refund eligibility shall be determined separately for each component.

42. Software-as-a-Service (SaaS)

42.1 Subscription Services

Unless otherwise agreed in writing or required by applicable law:

• subscription fees are billed in advance;
• subscriptions become active upon provisioning or activation;
• subscription fees are generally non-refundable after activation; and
• cancellation prevents future recurring charges but does not automatically entitle the Customer to a refund for the current subscription period.

42.2 Enterprise SaaS

Enterprise subscriptions governed by an MSA, Subscription Agreement, Enterprise Agreement, or Order Form shall be subject to the commercial terms contained in those agreements.

Service credits, negotiated remedies, or termination rights specified in those agreements shall prevail over this Policy to the extent permitted by applicable law.

42.3 Suspension

Temporary suspension of a subscription due to:

• maintenance;
• security incidents;
• Customer breach;
• payment default;
• regulatory requirements; or
• force majeure

does not automatically entitle the Customer to a refund unless required by applicable law or expressly provided in the governing agreement.

43. Digital Products

Digital Products include, without limitation:

• downloadable software;
• electronic licenses;
• activation keys;
• digital content;
• templates;
• downloadable documentation;
• APIs;
• digital assets; and
• similar electronically delivered Products.

Delivery occurs when electronic access is made available to the Customer.

Unless required by applicable law, Digital Products are generally non-refundable after:

• download;
• activation;
• license issuance;
• API provisioning; or
• electronic delivery.

44. Cloud Services

Cloud-hosted Products and managed platforms are deemed delivered upon successful provisioning.

Refund requests relating to:

• temporary outages;
• scheduled maintenance;
• internet connectivity issues outside the HelixBeat Group’s control;
• Customer network failures; or
• third-party infrastructure failures

shall be evaluated in accordance with the applicable Service Level Agreement (SLA), if any.

Unless otherwise agreed in writing, SLA service credits constitute the Customer’s exclusive financial remedy for qualifying service availability issues.

45. Artificial Intelligence (AI) Services

AI-powered Products and Services are provided using probabilistic technologies that may produce varying outputs.

Refunds shall not be granted solely because:

• an AI-generated response differs from Customer expectations;
• an alternative answer could have been generated;
• the Customer disagrees with AI-generated recommendations; or
• AI output requires human review.

Refund eligibility shall instead be based upon whether the contracted AI service was materially delivered in accordance with the applicable agreement.

46. APIs and Developer Services

API subscriptions, developer platforms, SDKs, integration services, and similar Products are generally considered delivered once credentials, authentication tokens, or production access have been issued.

Consumption-based charges remain payable for usage incurred prior to cancellation.

Unused prepaid balances shall be governed by the applicable Order Form or Subscription Agreement.

47. Professional Services

Professional Services include:

• implementation;
• consulting;
• project management;
• configuration;
• customization;
• integration;
• migration;
• training;
• data conversion;
• advisory services; and
• similar services.

Professional Service fees become non-refundable once work has commenced unless otherwise provided in the governing agreement.

Where services are billed on milestone completion, earned milestone payments remain payable.

Termination of a project does not automatically relieve the Customer of payment obligations for work already completed.

48. Support and Maintenance Services

Support and maintenance services are governed by the applicable Support Agreement, Subscription Agreement, MSA, or Order Form.

Unless otherwise agreed:

• previously invoiced support fees are non-refundable;
• cancellation affects future renewal periods only; and
• prepaid support periods remain in effect until expiration unless terminated in accordance with the governing agreement.

49. Hardware Products

Hardware Products include devices, accessories, peripherals, and similar physical equipment supplied by the HelixBeat Group.

Refund eligibility shall depend upon:

• delivery status;
• inspection results;
• warranty coverage;
• manufacturing defects;
• shipping damage; and
• applicable consumer protection laws.

Customers may be required to obtain a Return Merchandise Authorization (RMA) before returning Hardware Products.

50. Medical Devices

Medical devices are subject to additional regulatory, quality, safety, and traceability requirements.

Where a medical device has been:

• implanted;
• sterilized after delivery;
• materially altered;
• used in clinical care; or
• otherwise rendered unsuitable for resale,

refunds may be restricted except where required by applicable law or manufacturer warranty obligations.

Nothing in this Policy limits mandatory obligations relating to product safety recalls or regulatory reporting.

51. Healthcare Services

Healthcare-related services may include telehealth, clinical workflow solutions, patient engagement services, healthcare technology platforms, and other regulated healthcare offerings.

Refund eligibility shall take into account:

• services actually rendered;
• professional obligations;
• regulatory requirements;
• licensing obligations;
• patient safety considerations; and
• applicable healthcare laws.

Completion of healthcare services generally renders the applicable professional service fees non-refundable unless otherwise required by law.

52. Laboratory Services

Where laboratory testing has commenced or specimens have been collected, processed, analyzed, or reported, laboratory fees are generally non-refundable except:

• where testing cannot be completed due to circumstances attributable solely to the HelixBeat Group;
• where duplicate billing occurred; or
• where required by applicable law.

Nothing in this Section limits statutory obligations relating to patient safety or regulatory compliance.

53. Pharmacy Services

Refund eligibility for pharmacy-related Products or Services shall be governed by:

• applicable pharmaceutical regulations;
• prescription laws;
• patient safety requirements;
• product integrity requirements; and
• applicable healthcare legislation.

Dispensed medications, compounded medications, temperature-sensitive products, controlled substances, and similar regulated Products are generally non-refundable unless required by applicable law or supplied in error.

54. Marketplace Transactions

Where Products or Services are purchased through an authorized third-party marketplace, reseller, distributor, or channel partner, refund requests may be subject to:

• the marketplace’s commercial procedures;
• applicable reseller agreements;
• channel partner obligations; and
• this Policy.

Where a conflict exists, the governing contractual relationship applicable to the transaction shall determine the refund administration process.

55. Future Products and Services

The HelixBeat Group may introduce new Products and Services from time to time.

Unless otherwise expressly stated, newly introduced Products and Services shall automatically be governed by this Policy.

The HelixBeat Group reserves the right to establish Product-specific refund terms where appropriate, provided such terms comply with applicable law.

56. Reservation of Rights

Nothing contained in this Part shall:

• expand statutory rights beyond those provided by applicable law;
• reduce mandatory consumer protections;
• modify negotiated enterprise agreements except where expressly agreed in writing;
• limit the HelixBeat Group’s contractual remedies; or
• prevent the HelixBeat Group from implementing commercially reasonable Product-specific refund procedures consistent with this Policy.

RETURNS, EXCHANGES, REPAIRS, REPLACEMENTS, WARRANTY INTERACTION, PRODUCT RECALLS & RETURN MERCHANDISE AUTHORIZATION (RMA)

57. General Principles

This Part establishes the procedures governing the return, exchange, repair, replacement, recall, and warranty administration of eligible Products supplied by the HelixBeat Group.

This Part primarily applies to tangible Products, including hardware, medical devices, accessories, and other physical goods. Certain provisions may also apply to digital Products where expressly stated.

Nothing in this Part limits any mandatory statutory rights available to Customers under applicable law.

58. Return Eligibility

Unless otherwise required by applicable law or expressly agreed in writing, Products may be eligible for return where:

• the incorrect Product was supplied;
• the Product was materially damaged during transit;
• the Product contains a verified manufacturing defect;
• the Product materially differs from the accepted order;
• the Product cannot reasonably perform its intended function due to a defect attributable to the HelixBeat Group; or
• a return is otherwise approved by the HelixBeat Group.

Products returned solely because of a change in preference, purchasing error, or incompatibility with Customer-owned systems are generally not eligible for return unless required by applicable law.

59. Return Authorization (RMA)

Where applicable, Customers must obtain a Return Merchandise Authorization (“RMA”) before returning a Product.

The HelixBeat Group may require:

• proof of purchase;
• serial number;
• photographs;
• description of the issue;
• diagnostic information;
• warranty information; and
• any other information reasonably necessary to evaluate the request.

Products returned without an approved RMA may be refused or returned to the Customer at the Customer’s expense unless prohibited by applicable law.

Issuance of an RMA does not constitute acceptance of a warranty claim or guarantee approval of a refund or replacement.

60. Return Conditions

Unless otherwise required by applicable law, returned Products should:

• correspond to the approved RMA;
• be securely packaged;
• include all original accessories supplied with the Product where reasonably available;
• not be intentionally altered or damaged;
• comply with applicable shipping instructions; and
• be shipped within the period specified in the RMA instructions.

The HelixBeat Group reserves the right to reject returns that fail to satisfy these reasonable requirements unless prohibited by law.

61. Inspection of Returned Products

Upon receipt, the HelixBeat Group may inspect the returned Product to determine:

• identity of the Product;
• condition;
• completeness;
• warranty status;
• evidence of misuse;
• evidence of accidental damage;
• manufacturing defects;
• unauthorized modifications;
• liquid damage;
• electrical damage;
• environmental damage;
• serial number integrity; and
• other factors relevant to the claim.

Inspection findings may determine whether the Product qualifies for:

• repair;
• replacement;
• exchange;
• refund;
• warranty service; or
• denial of the claim.

62. Exchanges

Where appropriate, the HelixBeat Group may provide an exchange instead of a refund.

Exchanges may include:

• identical Product;
• equivalent Product;
• upgraded Product (where mutually agreed);
• replacement accessories; or
• substitute Products having substantially equivalent functionality.

Availability of replacement inventory may affect exchange timelines.

63. Repairs

Where permitted by applicable law and commercially appropriate, the HelixBeat Group may elect to repair a Product rather than provide a replacement or refund.

Repairs may be performed:

• by the HelixBeat Group;
• by an authorized service provider;
• by the original manufacturer; or
• by another qualified repair facility designated by the HelixBeat Group.

Repair timelines may vary depending upon:

• parts availability;
• shipping;
• technical complexity;
• regulatory requirements; and
• geographic location.

64. Replacements

Where repair is not commercially reasonable or technically feasible, the HelixBeat Group may replace the Product.

Replacement Products may be:

• new;
• refurbished;
• remanufactured; or
• functionally equivalent,

provided they satisfy the applicable performance specifications and any mandatory legal requirements.

Replacement of a Product fulfills the HelixBeat Group’s obligations relating to the approved claim unless otherwise required by law or agreed in writing.

65. Warranty Interaction

This Policy operates together with, and does not replace:

• any applicable manufacturer’s warranty;
• any HelixBeat Group limited warranty;
• statutory warranties;
• implied warranties that cannot legally be excluded; or
• mandatory consumer guarantees.

Where a valid warranty applies, the HelixBeat Group may satisfy its obligations through:

• repair;
• replacement;
• refund;
• service credit; or
• any other remedy permitted by applicable law.

Nothing in this Policy limits any statutory warranty rights that cannot legally be waived.

66. Product Recalls

Where the HelixBeat Group or an applicable regulatory authority determines that a Product should be recalled due to:

• safety concerns;
• regulatory requirements;
• manufacturing defects;
• quality issues; or
• legal obligations,

the HelixBeat Group may:

• notify affected Customers;
• suspend further distribution;
• repair affected Products;
• replace affected Products;
• issue refunds where appropriate; or
• implement any other corrective action required by applicable law.

Customers agree to reasonably cooperate with any applicable recall program.

67. Shipping and Risk During Returns

Unless otherwise agreed or required by applicable law:

• Customers are responsible for properly packaging returned Products;
• risk of loss during return shipment remains with the shipping party until received by the designated facility, unless the HelixBeat Group provides the shipping label or assumes shipping responsibility;
• title to returned Products transfers to the HelixBeat Group only upon acceptance of the return where applicable.

68. Non-Returnable Products

To the fullest extent permitted by applicable law, the following are generally non-returnable once delivered or activated:

• digital downloads;
• activated software licenses;
• electronically delivered license keys;
• customized Products;
• personalized Products;
• Products manufactured to Customer specifications;
• consumable Products;
• sterile Products where sterility has been compromised;
• Products damaged through misuse or negligence;
• Products altered without authorization; and
• Products identified as non-returnable at the time of purchase.

Nothing in this Section limits mandatory statutory rights relating to defective Products.

69. Customer Responsibilities

Customers requesting a return, repair, replacement, or exchange shall:

• provide accurate information;
• reasonably cooperate during troubleshooting;
• back up data where applicable before returning Products;
• remove confidential information where feasible;
• comply with applicable shipping instructions;
• promptly notify the HelixBeat Group of known defects; and
• comply with any reasonable RMA procedures.

The HelixBeat Group is not responsible for Customer data remaining on returned Products unless otherwise required by applicable law or expressly agreed in writing.

70. Reservation of Rights

The HelixBeat Group reserves the right, to the fullest extent permitted by applicable law, to:

• verify eligibility for any return, exchange, repair, replacement, or recall request;
• refuse claims involving fraud, abuse, or material misrepresentation;
• require additional documentation;
• reject Products that do not correspond to the approved RMA;
• recover Products mistakenly replaced or refunded; and
• administer commercially reasonable return procedures consistent with this Policy.

Nothing in this Part limits the Customer’s mandatory statutory rights or expands remedies beyond those required by applicable law or the governing agreement.

SUBSCRIPTION SERVICES

Subscription Billing, Auto-Renewals, Free Trials, Promotional Offers, Upgrades, Downgrades, Suspension, Termination, and Post-Termination Rights

71. Scope

This Part governs subscription-based Products and Services offered by the HelixBeat Group, including Software-as-a-Service (SaaS), cloud services, hosted platforms, managed services, support subscriptions, maintenance subscriptions, AI services, APIs, digital services, recurring professional services, and any other Products or Services provided on a recurring billing basis.

Unless otherwise expressly agreed in writing, this Part applies to all subscription-based commercial relationships with the HelixBeat Group.

72. Subscription Plans

The HelixBeat Group may offer subscription plans including, but not limited to:

• Monthly subscriptions;
• Quarterly subscriptions;
• Annual subscriptions;
• Multi-year subscriptions;
• Usage-based subscriptions;
• Enterprise subscriptions;
• Organization-wide subscriptions;
• Site licenses; and
• Other recurring commercial arrangements.

Subscription features, pricing, usage limits, renewal terms, and billing frequency shall be identified in the applicable Order Form, Subscription Agreement, Enterprise Agreement, website, or other governing commercial documentation.

73. Subscription Commencement

A subscription shall commence on the earliest of:

• the activation date;
• the provisioning date;
• issuance of Customer credentials;
• the date specified in the applicable agreement;
• the first date the subscribed service is made available to the Customer; or
• any other mutually agreed commencement date.

Subscription fees become payable in accordance with the applicable billing terms.

74. Billing and Payment

Unless otherwise agreed in writing:

• subscription fees are billed in advance;
• recurring charges are due on the applicable billing date;
• the Customer authorizes recurring billing for renewable subscriptions where permitted by applicable law and agreed during purchase;
• applicable taxes, duties, and governmental charges remain the Customer’s responsibility unless expressly stated otherwise.

Failure to successfully process payment may result in suspension or termination in accordance with this Policy.

75. Automatic Renewal

Where a subscription is designated as automatically renewing:

• the subscription shall renew for successive renewal periods unless cancelled in accordance with this Policy or the applicable agreement;
• renewal shall occur using the payment method on file unless otherwise agreed;
• renewal pricing may reflect the then-current pricing unless pricing protection has been contractually agreed.

Where applicable law requires advance renewal notices or specific disclosure requirements, the HelixBeat Group shall comply with such mandatory legal requirements.

Nothing in this Section limits any statutory cancellation rights available to Consumer Customers.

76. Customer Cancellation

Customers may request cancellation of a subscription at any time.

Unless otherwise required by applicable law or expressly agreed in writing:

• cancellation prevents future renewal periods only;
• cancellation does not automatically entitle the Customer to a refund for the current subscription period;
• Customer access generally continues until expiration of the prepaid subscription term unless otherwise specified.

Enterprise Customers remain subject to the termination provisions contained in their governing agreements.

77. Upgrades and Downgrades

Customers may request subscription upgrades or downgrades where supported by the applicable Product or Service.

The HelixBeat Group may:

• adjust pricing;
• adjust billing dates;
• modify subscription terms;
• prorate charges where commercially appropriate;
• defer changes until the next billing cycle; or
• apply other commercially reasonable billing adjustments.

The applicable Product documentation or commercial agreement shall govern upgrade and downgrade procedures.

78. Free Trials and Evaluation Periods

The HelixBeat Group may offer free trials, pilot programs, demonstrations, proof-of-concept engagements, or evaluation subscriptions.

Unless otherwise stated:

• free trials are provided without warranty except as required by applicable law;
• free trials automatically expire at the end of the applicable evaluation period;
• the Customer may cancel prior to conversion into a paid subscription where applicable;
• paid subscriptions commence only after applicable acceptance, activation, or purchase.

Nothing obligates the HelixBeat Group to continue offering free trials.

79. Promotional Offers

From time to time, the HelixBeat Group may offer promotional pricing, discounts, coupons, credits, introductory offers, or other incentives.

Unless expressly stated otherwise:

• promotional offers are temporary;
• promotional pricing applies only during the promotional period;
• promotional offers may not be combined unless expressly permitted;
• promotional benefits have no cash value;
• the HelixBeat Group may withdraw or modify promotions in accordance with applicable law.

Fraudulent or abusive use of promotions may result in cancellation of the applicable offer or subscription.

80. Suspension of Services

The HelixBeat Group may suspend all or part of a subscription where reasonably necessary due to:

• non-payment;
• suspected fraud;
• violation of applicable agreements;
• security concerns;
• regulatory requirements;
• export control restrictions;
• sanctions compliance;
• protection of Customers or third parties;
• maintenance activities;
• emergency technical work;
• force majeure; or
• other commercially reasonable circumstances.

Where practicable, the HelixBeat Group shall use reasonable efforts to provide advance notice.

Emergency suspensions may occur without prior notice where necessary to protect the integrity, security, or availability of Products or Services.

81. Termination

Subscriptions may terminate:

• upon expiration of the subscription period;
• by Customer cancellation;
• by mutual written agreement;
• by termination under the governing commercial agreement;
• by the HelixBeat Group for material breach;
• due to prolonged non-payment;
• due to fraudulent or unlawful activity;
• due to regulatory requirements; or
• for any other reason permitted by applicable law or contract.

Termination does not automatically extinguish payment obligations accrued before the effective termination date.

82. Effect of Termination

Following termination or expiration:

• Customer access may be disabled;
• licenses may terminate;
• subscription benefits may cease;
• support obligations may end except where otherwise agreed;
• outstanding payment obligations survive termination;
• confidential information shall continue to receive protection under applicable agreements.

The HelixBeat Group may retain or delete Customer data in accordance with:

• applicable agreements;
• Privacy Policy;
• data retention policies;
• healthcare regulations;
• contractual obligations; and
• applicable law.

83. Data Export

Where supported by the applicable Product or required by law, Customers may request export of Customer-owned data prior to termination.

The HelixBeat Group may:

• define supported export formats;
• establish reasonable export procedures;
• charge applicable professional service fees for complex exports where permitted by contract;
• decline requests inconsistent with law, security requirements, or third-party rights.

Following expiration of any applicable retention period, the HelixBeat Group may securely delete Customer data in accordance with its records retention policies and applicable law.

84. Subscription Reinstatement

Where permitted, a terminated or expired subscription may be reinstated subject to:

• payment of outstanding balances;
• execution of a new agreement where required;
• availability of the applicable Product or Service;
• compliance with current pricing;
• compliance with current technical requirements.

The HelixBeat Group does not guarantee continued availability of historical subscription plans or pricing following reinstatement.

85. Reservation of Rights

The HelixBeat Group reserves the right, to the fullest extent permitted by applicable law, to:

• modify subscription offerings;
• introduce new subscription plans;
• discontinue legacy subscription plans;
• revise recurring billing practices;
• implement commercially reasonable usage limitations;
• update subscription features; and
• administer subscriptions in a fair, consistent, and commercially reasonable manner.

Nothing in this Part limits mandatory statutory consumer rights or modifies negotiated enterprise agreements except where expressly agreed in writing.

PROFESSIONAL SERVICES

Implementation, Consulting, Configuration, Custom Development, Integrations, Data Migration, Training, Managed Services, Support & Maintenance, Acceptance Criteria, Milestone Billing, Change Requests, and Project Termination

86. Scope

This Part governs Professional Services provided by the HelixBeat Group, including, without limitation:

• implementation services;
• onboarding services;
• project management;
• consulting services;
• business analysis;
• solution architecture;
• configuration;
• customization;
• software development;
• API development;
• system integration;
• interface development;
• data migration;
• deployment services;
• training services;
• managed services;
• technical support;
• maintenance services; and
• any other professional or technical services provided under a commercial agreement.

Professional Services are governed by this Policy together with the applicable Master Services Agreement (MSA), Statement of Work (SOW), Order Form, Purchase Agreement, Subscription Agreement, Enterprise Agreement, or another written contract.

87. Service Commencement

Professional Services shall commence on the date specified in the applicable agreement or upon written authorization by the Customer to begin work.

The HelixBeat Group shall not be obligated to commence Professional Services until all applicable preconditions have been satisfied, including, where applicable:

• execution of the governing agreement;
• receipt of required deposits or advance payments;
• completion of onboarding requirements;
• provision of Customer information;
• assignment of Customer project personnel; and
• availability of required technical environments.

88. Customer Responsibilities

The Customer shall cooperate in good faith throughout the engagement and shall:

• provide timely decisions and approvals;
• designate authorized project representatives;
• provide accurate business and technical information;
• grant timely access to facilities, systems, environments, and personnel;
• review deliverables within agreed review periods;
• perform Customer-assigned tasks in accordance with the project plan;
• obtain all required third-party permissions; and
• promptly notify the HelixBeat Group of known issues affecting project delivery.

The HelixBeat Group shall not be responsible for delays caused by the Customer’s failure to perform these obligations.

89. Project Schedule

Project schedules are based upon assumptions existing at the time of execution.

Delivery dates are estimates unless expressly identified as contractually binding.

The HelixBeat Group shall not be responsible for delays arising from:

• Customer actions or omissions;
• changes in project scope;
• third-party dependencies;
• governmental actions;
• regulatory changes;
• force majeure events;
• delays caused by external vendors; or
• circumstances beyond the reasonable control of the HelixBeat Group.

90. Change Requests

Either party may request changes to the agreed scope of work.

No requested change shall become effective until documented through a mutually approved change order, amendment, or other written authorization.

Approved changes may affect:

• project scope;
• implementation schedule;
• pricing;
• resource allocation;
• milestones;
• acceptance criteria; and
• contractual obligations.

The HelixBeat Group shall have no obligation to perform additional work outside the agreed scope without written authorization.

91. Acceptance Criteria

Where acceptance criteria are defined in the applicable agreement, the Customer shall review deliverables within the agreed acceptance period.

Unless otherwise specified, the Customer shall:

• accept the deliverable;
• reject the deliverable with reasonable written justification; or
• identify material non-conformities requiring correction.

Deliverables shall be deemed accepted where:

• the Customer provides written acceptance;
• the applicable acceptance period expires without written rejection;
• the Customer places the deliverable into production or operational use; or
• the Customer otherwise receives substantial benefit from the deliverable without timely objection.

Minor defects or cosmetic issues that do not materially impair intended functionality shall not unreasonably delay acceptance.

92. Milestone Billing

Where Professional Services are billed based upon project milestones:

• each milestone becomes invoicable upon completion of the applicable milestone;
• completed milestones remain payable regardless of subsequent project termination unless otherwise agreed in writing;
• milestone acceptance shall be determined in accordance with the applicable agreement; and
• delayed Customer acceptance shall not unreasonably delay invoicing where acceptance is deemed under Section 91.

93. Time and Materials Services

Professional Services performed on a time-and-materials basis shall be invoiced in accordance with:

• agreed hourly or daily rates;
• approved expense policies;
• applicable taxes; and
• the governing agreement.

The Customer remains responsible for payment of services performed prior to termination.

94. Fixed-Price Services

Where Professional Services are provided on a fixed-price basis:

• pricing is based upon the agreed scope;
• material scope changes may require pricing adjustments;
• Customer-requested changes may result in additional fees; and
• work performed outside the agreed scope shall be separately chargeable unless otherwise agreed in writing.

95. Expenses

Unless otherwise agreed, the Customer shall reimburse reasonable pre-approved project expenses, including, where applicable:

• travel;
• lodging;
• meals;
• shipping;
• customs;
• regulatory fees;
• third-party licensing costs; and
• other agreed project expenses.

Supporting documentation may be provided upon reasonable request.

96. Project Suspension

The HelixBeat Group may suspend Professional Services where reasonably necessary due to:

• Customer non-payment;
• Customer delay;
• failure to provide required information;
• security concerns;
• regulatory requirements;
• force majeure;
• material breach of the governing agreement; or
• any other circumstance materially affecting project performance.

Suspension shall not relieve the Customer of payment obligations for work previously completed.

97. Project Termination

Professional Services may terminate:

• upon project completion;
• by mutual written agreement;
• in accordance with termination provisions contained in the governing agreement;
• for material breach;
• due to prolonged Customer non-performance;
• due to force majeure where continued performance becomes impracticable; or
• as otherwise permitted by applicable law.

Upon termination:

• completed work remains payable;
• work in progress may be invoiced on a proportional basis where permitted by the governing agreement;
• Customer shall pay approved third-party costs already incurred on its behalf; and
• each party shall comply with applicable post-termination obligations.

98. Intellectual Property

Unless expressly agreed otherwise in writing:

• pre-existing intellectual property remains the property of its respective owner;
• methodologies, templates, frameworks, tools, know-how, software libraries, utilities, documentation standards, and general knowledge developed or used by the HelixBeat Group remain the exclusive property of the HelixBeat Group;
• Customer ownership of project-specific deliverables shall be governed exclusively by the applicable agreement.

Nothing in this Policy transfers ownership of intellectual property except as expressly stated in a written agreement.

99. Refunds for Professional Services

Unless otherwise required by applicable law or expressly agreed in writing:

• Professional Service fees become non-refundable once work has commenced;
• completed milestones are non-refundable;
• partially completed work may be invoiced on a proportional basis where permitted by contract;
• Customer delay does not create entitlement to a refund; and
• project cancellation does not relieve the Customer of payment obligations for services already performed.

Any refund relating to Professional Services shall be governed by Part III of this Policy and the applicable commercial agreement.

100. Reservation of Rights

The HelixBeat Group reserves the right, to the fullest extent permitted by applicable law, to:

• allocate project resources;
• assign qualified personnel;
• utilize subcontractors, where permitted by contract;
• modify implementation methodologies;
• adopt updated project management practices;
• improve delivery processes; and
• implement commercially reasonable operational procedures,

provided such actions do not materially diminish the contractual obligations expressly undertaken by the HelixBeat Group.

Nothing in this Part limits mandatory statutory rights or modifies negotiated commercial agreements except as expressly agreed in writing.

FRAUD PREVENTION, PAYMENT ABUSE, CHARGEBACKS, IDENTITY VERIFICATION, EXPORT CONTROLS, SANCTIONS COMPLIANCE, ANTI-MONEY LAUNDERING (AML), ANTI-BRIBERY, AND COMMERCIAL INTEGRITY

101. Purpose

The HelixBeat Group is committed to protecting its Customers, business partners, employees, suppliers, Payment Service Providers, and business operations from fraud, financial crime, cybercrime, abuse, corruption, and other unlawful activities.

This Part establishes the HelixBeat Group’s enterprise framework for preventing, detecting, investigating, and responding to fraudulent or unlawful conduct in connection with the purchase, licensing, subscription, delivery, support, or use of its Products and Services.

102. Fraud Prevention

The HelixBeat Group reserves the right to implement commercially reasonable fraud prevention measures before, during, and after any transaction.

Such measures may include, without limitation:

• identity verification;
• payment verification;
• address verification;
• device verification;
• fraud scoring;
• transaction monitoring;
• unusual purchasing pattern analysis;
• sanctions screening;
• export control screening;
• suspicious activity review;
• account verification; and
• manual risk assessment.

The HelixBeat Group may delay processing or fulfillment while completing such reviews.

103. Identity Verification

To protect Customers and comply with applicable legal obligations, the HelixBeat Group may request documentation reasonably necessary to verify identity or authority.

Examples include:

• government-issued identification;
• proof of business registration;
• proof of address;
• tax identification information;
• authorized representative documentation;
• proof of payment ownership; or
• other commercially reasonable verification documents.

Failure to complete requested verification may result in suspension, cancellation, or denial of a transaction, where permitted by applicable law.

104. Fraudulent Transactions

The HelixBeat Group may refuse, suspend, reverse, or terminate a transaction where it reasonably believes that:

• payment credentials were obtained unlawfully;
• payment authorization was fraudulent;
• identity information was falsified;
• unauthorized account access occurred;
• stolen financial instruments were used;
• synthetic identities were created;
• fraudulent documentation was submitted; or
• the transaction otherwise presents an unreasonable fraud risk.

Nothing in this Section limits the rights of Customers who are victims of unauthorized transactions under applicable law.

105. Refund Abuse

The HelixBeat Group maintains a zero-tolerance policy toward abuse of its refund, cancellation, replacement, warranty, or return processes.

Examples of abuse include:

• repeated unjustified refund requests;
• obtaining duplicate refunds;
• misuse of promotional offers;
• intentional use followed by refund requests without legitimate grounds;
• knowingly submitting false claims;
• manipulation of warranty processes;
• abuse of trial subscriptions;
• excessive replacement requests; or
• other conduct reasonably determined to constitute commercial abuse.

The HelixBeat Group may deny future refund requests where a pattern of abuse is reasonably established.

106. Chargebacks and Payment Disputes

Customers are encouraged to contact the HelixBeat Group before initiating a chargeback or payment dispute.

Where a chargeback is initiated, the HelixBeat Group may:

• investigate the transaction;
• suspend any pending refund review;
• request supporting documentation;
• provide evidence to the applicable Payment Service Provider or financial institution;
• recover Products or Services, where permitted by law or contract; and
• pursue any legal or contractual remedies available.

A Customer shall not knowingly receive both:

• a chargeback; and
• a refund

for the same transaction.

Where duplicate recovery occurs, the HelixBeat Group reserves the right to recover the duplicate amount through any lawful means.

107. Payment Security

The HelixBeat Group uses commercially reasonable administrative, technical, and organizational safeguards to protect payment information.

Payment credentials may be processed by authorized Payment Service Providers in accordance with applicable payment industry standards and regulatory requirements.

Except where expressly stated, the HelixBeat Group does not store full payment card information.

108. Export Controls

The Customer represents and warrants that neither the Customer nor, where applicable, its beneficial owners, directors, officers, or authorized users are prohibited from receiving the applicable Products or Services under applicable export control laws.

The Customer agrees not to:

• export;
• re-export;
• transfer;
• provide access to; or
• otherwise use

the Products or Services in violation of applicable export control laws or regulations.

The HelixBeat Group reserves the right to suspend or terminate services where continued performance would violate applicable export control laws.

109. Sanctions Compliance

The HelixBeat Group reserves the right to comply with all applicable sanctions laws and regulations.

Where the HelixBeat Group reasonably determines that fulfilling an order or continuing a commercial relationship may violate applicable sanctions laws, it may:

• decline the transaction;
• suspend performance;
• terminate the agreement, where permitted by contract;
• freeze applicable transactions where required by law; or
• take any other action required to ensure legal compliance.

Nothing in this Section obligates the HelixBeat Group to violate applicable law.

110. Anti-Money Laundering (AML)

The HelixBeat Group may implement reasonable procedures designed to detect and prevent money laundering, terrorist financing, and related financial crimes.

Where required by applicable law, the HelixBeat Group may:

• conduct customer due diligence;
• verify beneficial ownership;
• monitor suspicious transactions;
• retain required records;
• cooperate with competent authorities; and
• decline transactions presenting unacceptable AML risks.

111. Anti-Bribery and Anti-Corruption

The Customer agrees that it shall not:

• offer;
• promise;
• authorize;
• solicit; or
• provide

any unlawful payment, gift, gratuity, kickback, or other improper benefit in connection with any Product, Service, agreement, procurement, or commercial relationship involving the HelixBeat Group.

Any violation of applicable anti-bribery or anti-corruption laws may constitute grounds for immediate termination of the applicable commercial relationship, subject to applicable law.

112. Cybersecurity and Unauthorized Access

Customers shall implement reasonable security measures to protect:

• user accounts;
• authentication credentials;
• API keys;
• administrative accounts;
• devices; and
• systems used to access HelixBeat Group Products or Services.

The Customer shall promptly notify the HelixBeat Group of any known or suspected:

• unauthorized access;
• credential compromise;
• security breach;
• fraudulent activity; or
• misuse involving its account.

113. Investigation Rights

Where fraud, abuse, unlawful activity, or material contractual violations are reasonably suspected, the HelixBeat Group may:

• conduct internal investigations;
• request supporting information;
• temporarily suspend services;
• preserve relevant records;
• engage external experts;
• cooperate with Payment Service Providers;
• cooperate with regulatory authorities;
• cooperate with law enforcement agencies; and
• take any other action reasonably necessary to protect its legitimate interests.

Any investigation shall be conducted in accordance with applicable law and the HelixBeat Group’s Privacy Policy.

114. Record Retention

The HelixBeat Group may retain records relating to fraud prevention, payment verification, investigations, sanctions screening, AML compliance, chargebacks, and related matters for the period required by:

• applicable law;
• regulatory obligations;
• accounting requirements;
• contractual obligations;
• litigation hold requirements; or
• the HelixBeat Group’s records retention policies.

115. Reservation of Rights

To the fullest extent permitted by applicable law, the HelixBeat Group reserves the right to:

• refuse transactions presenting unreasonable commercial risk;
• suspend or terminate Products or Services where fraud or unlawful activity is reasonably suspected;
• recover losses resulting from fraud, abuse, or contractual breaches;
• pursue civil, criminal, contractual, or equitable remedies;
• modify fraud prevention procedures to address emerging risks; and
• cooperate with governmental authorities, courts, regulators, financial institutions, and Payment Service Providers as required or permitted by law.

Nothing in this Part limits any non-waivable statutory rights of Customers or prevents the HelixBeat Group from adopting additional lawful security, fraud prevention, or compliance measures.

HEALTHCARE, PRIVACY, REGULATORY COMPLIANCE, MEDICAL RECORDS, CLINICAL INFORMATION, LABORATORY DATA, PHARMACY SERVICES, HEALTHCARE DATA RETENTION, AND REGULATORY OBLIGATIONS

116. Purpose

This Part establishes the healthcare, privacy, regulatory, and patient information provisions applicable to Healthcare Products and Services offered by the HelixBeat Group.

This Part supplements, and shall be read together with:

• the HelixBeat Group Privacy Policy;
• applicable Data Processing Agreements (DPAs);
• Business Associate Agreements (BAAs), where applicable;
• applicable healthcare agreements;
• applicable professional service agreements; and
• mandatory healthcare, privacy, and consumer protection laws.

Nothing in this Policy limits obligations imposed by applicable healthcare or privacy laws.

117. Definitions Applicable to Healthcare Services

For purposes of this Part:

Healthcare Products and Services include any Product or Service developed, marketed, licensed, hosted, supported, or operated by the HelixBeat Group that is intended for use within the healthcare, life sciences, pharmacy, laboratory, public health, or related industries.

Protected Health Information (PHI), Personal Health Information, Health Data, Medical Information, or similar terms shall have the meanings assigned by the applicable laws governing the jurisdiction in which the Customer or Patient is located.

Patient means the individual whose healthcare, clinical, laboratory, pharmacy, diagnostic, or related information is processed through a Healthcare Product or Service.

Healthcare Customer means any hospital, clinic, physician practice, laboratory, pharmacy, payer, government agency, healthcare provider, healthcare network, employer-sponsored health program, or other organization utilizing Healthcare Products or Services.

118. Compliance with Healthcare Laws

The HelixBeat Group is committed to operating Healthcare Products and Services in accordance with applicable laws and regulations governing healthcare, privacy, cybersecurity, medical records, and electronic health information.

Because healthcare laws differ by jurisdiction, Customers remain responsible for ensuring that their own use of Healthcare Products and Services complies with the laws applicable to their organization, patients, and operations.

Nothing in this Policy shall be interpreted as legal or regulatory advice.

119. Privacy and Confidentiality

The HelixBeat Group shall use commercially reasonable administrative, technical, organizational, and physical safeguards designed to protect healthcare information processed through its Products and Services.

Access to healthcare information shall be limited to authorized personnel and authorized users with a legitimate business or clinical need, subject to applicable law and contractual obligations.

Customers remain responsible for managing user access, permissions, and workforce authorization within their own organizations.

120. Ownership of Healthcare Data

Unless otherwise provided in a written agreement or required by applicable law:

• Patients retain rights granted to them under applicable healthcare and privacy laws.
• Customers retain ownership of healthcare information and, records they submit, generate, or maintain using Healthcare Products and Services.
• The HelixBeat Group retains ownership of its software, technology, methodologies, documentation, intellectual property, databases (excluding Customer data), algorithms, artificial intelligence models, analytics engines, and related proprietary materials.

Nothing in this Policy transfers ownership of healthcare data to the HelixBeat Group except as necessary to provide contracted Products or Services.

121. Clinical Decision Responsibility

Healthcare Products and Services offered by the HelixBeat Group are intended to support healthcare operations, clinical workflows, and decision-making.

Unless expressly stated otherwise in writing:

• Healthcare Products and Services do not replace the independent professional judgment of licensed healthcare professionals;
• healthcare providers remain solely responsible for patient diagnosis, treatment, prescribing decisions, medical advice, and clinical care;
• Customers shall independently validate information before relying upon it for patient care where appropriate.

Nothing in this Policy limits liability where such limitation is prohibited by applicable law.

122. Artificial Intelligence in Healthcare

Where Healthcare Products include artificial intelligence, machine learning, clinical decision support, predictive analytics, automation, or similar capabilities:

• AI-generated outputs are intended to assist authorized users;
• AI-generated outputs should be reviewed by qualified personnel before clinical reliance where appropriate;
• Customers remain responsible for decisions made using AI-assisted functionality;
• AI outputs may vary depending upon available data and system configuration.

The HelixBeat Group does not represent that AI-generated outputs will be error-free, complete, or suitable for every clinical scenario.

123. Medical Records

Medical records generated, maintained, or stored through Healthcare Products shall remain subject to applicable healthcare recordkeeping requirements.

The HelixBeat Group shall not knowingly alter, destroy, falsify, or improperly modify healthcare records except:

• as instructed by authorized users;
• where required by applicable law;
• to correct verified technical errors;
• as part of authorized data migration or system administration activities.

Audit records relating to healthcare information may be maintained in accordance with applicable law and contractual obligations.

124. Laboratory Information

Where Healthcare Products support laboratory operations:

• laboratory information shall be processed in accordance with applicable laboratory regulations;
• laboratory results shall remain subject to verification procedures established by the applicable laboratory;
• Customers remain responsible for regulatory compliance applicable to laboratory operations.

Nothing in this Policy modifies the legal responsibilities of licensed laboratories.

125. Pharmacy Information

Where Healthcare Products support pharmacy operations:

• pharmacy data shall be processed in accordance with applicable pharmaceutical regulations;
• Customers remain responsible for prescription verification, dispensing, inventory management, and regulatory compliance;
• the HelixBeat Group does not assume responsibility for pharmacy operations except as expressly agreed in writing.

126. Healthcare Data Retention

Healthcare information may be retained only for the period:

• required by applicable law;
• required by regulatory authorities;
• required under applicable agreements;
• reasonably necessary to provide contracted services;
• necessary for audit, legal, or compliance purposes.

Following expiration of applicable retention periods, healthcare information may be securely archived, anonymized, or deleted in accordance with applicable law and the HelixBeat Group’s records retention policies.

Nothing in this Policy requires deletion where retention is legally required.

127. Data Portability and Customer Access

Where supported by the applicable Product or required by law, Customers may request access to or export of Customer-owned healthcare information.

The HelixBeat Group may establish reasonable procedures governing:

• authentication;
• security verification;
• export formats;
• timing;
• technical limitations; and
• applicable service fees, where permitted by contract.

Nothing in this Section limits statutory patient access rights under applicable law.

128. Security Incidents

In the event of a suspected or confirmed security incident affecting Healthcare Products or Services, the HelixBeat Group shall respond in accordance with:

• applicable law;
• contractual obligations;
• internal incident response procedures; and
• regulatory notification requirements where applicable.

Customers shall cooperate in responding to security incidents affecting their environments.

129. Regulatory Cooperation

Where legally required, the HelixBeat Group may cooperate with:

• healthcare regulators;
• accreditation organizations;
• governmental agencies;
• law enforcement authorities;
• courts of competent jurisdiction; and
• other authorized authorities.

Such cooperation shall be conducted in accordance with applicable law and contractual confidentiality obligations.

130. Cross-Border Processing

Healthcare information may be processed, hosted, transferred, or accessed across jurisdictions where necessary to provide contracted Products or Services, subject to:

• applicable privacy laws;
• contractual commitments;
• regulatory restrictions;
• appropriate technical and organizational safeguards.

Where applicable law requires specific contractual mechanisms or governmental approvals for cross-border transfers, the parties shall cooperate in implementing such requirements.

131. Healthcare Customer Responsibilities

Healthcare Customers agree to:

• obtain all required patient authorizations or legal bases for processing;
• comply with applicable healthcare, privacy, and security laws;
• maintain appropriate administrative safeguards;
• ensure workforce training;
• promptly report suspected security incidents affecting Customer-controlled environments;
• use Healthcare Products only for lawful purposes.

Failure to comply with these responsibilities may affect service delivery and contractual rights.

132. Reservation of Rights

To the fullest extent permitted by applicable law, the HelixBeat Group reserves the right to:

• modify Healthcare Products to improve security, functionality, interoperability, or regulatory compliance;
• implement additional compliance controls;
• suspend functionality where required by law or patient safety considerations;
• cooperate with competent regulatory authorities;
• adopt commercially reasonable security and privacy measures to protect Healthcare Products and Services.

Nothing in this Part shall:

• waive mandatory patient rights;
• reduce statutory healthcare protections;
• modify obligations imposed by applicable healthcare laws; or
• supersede any executed Business Associate Agreement, Data Processing Agreement, or other written agreement addressing healthcare compliance.

LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, INDEMNIFICATION, THIRD-PARTY PRODUCTS AND SERVICES, FORCE MAJEURE, AND RISK ALLOCATION

133. Purpose

This Part establishes the allocation of commercial risk between the HelixBeat Group and its Customers and sets forth the limitations of liability, warranty disclaimers, indemnification obligations, force majeure provisions, and related legal protections applicable to Products and Services provided by the HelixBeat Group.

Nothing in this Part is intended to exclude or limit liability where such exclusion or limitation is prohibited by applicable law.

134. Disclaimer of Warranties

Except as expressly provided in:

• a written agreement executed by the applicable HelixBeat Group entity;
• an applicable limited warranty;
• an applicable Service Level Agreement (SLA); or
• mandatory applicable law,

all Products and Services are provided on an “as is”, “as available”, and “with all faults” basis.

To the fullest extent permitted by applicable law, the HelixBeat Group disclaims all warranties, representations, and guarantees, whether express, implied, statutory, or otherwise, including, without limitation:

• implied warranties of merchantability;
• fitness for a particular purpose;
• satisfactory quality;
• non-infringement;
• uninterrupted availability;
• compatibility with third-party systems;
• accuracy of information generated from Customer-provided data;
• error-free operation; and
• results obtained from the use of the Products or Services.

Nothing in this Section limits warranties that cannot legally be excluded.

135. Service Availability

The HelixBeat Group does not warrant that Products or Services will be:

• uninterrupted;
• continuously available;
• free from delays;
• free from cybersecurity threats;
• free from software defects;
• compatible with every Customer environment; or
• suitable for every intended purpose.

Where applicable, service availability commitments are governed exclusively by the applicable Service Level Agreement (SLA).

136. Customer Responsibility

Customers acknowledge that they are responsible for:

• evaluating whether the Products or Services meet their business, operational, or clinical requirements;
• maintaining appropriate backups;
• implementing reasonable cybersecurity controls;
• validating outputs where appropriate;
• complying with applicable laws and regulations;
• maintaining appropriate disaster recovery and business continuity procedures.

The HelixBeat Group shall not be responsible for losses arising from the Customer’s failure to fulfill these responsibilities.

137. Limitation of Liability

To the fullest extent permitted by applicable law, the aggregate liability of the applicable HelixBeat Group entity arising out of or relating to the Products, Services, this Policy, or any related agreement shall not exceed the total amount actually paid by the Customer to that entity for the specific Product or Service giving rise to the claim during the twelve (12) months immediately preceding the event giving rise to the claim, unless a different limitation is expressly provided in a written agreement.

Where applicable law does not permit such limitation, liability shall be limited to the maximum extent permitted by law.

138. Excluded Damages

To the fullest extent permitted by applicable law, the HelixBeat Group shall not be liable for any:

• indirect damages;
• incidental damages;
• consequential damages;
• special damages;
• exemplary damages;
• punitive damages;
• loss of profits;
• loss of anticipated savings;
• loss of revenue;
• loss of goodwill;
• loss of business opportunities;
• business interruption;
• loss or corruption of data not caused by the HelixBeat Group’s breach of contractual obligations;
• procurement of substitute goods or services; or
• other economic losses,

whether arising in contract, tort (including negligence), strict liability, statute, or otherwise, even if advised of the possibility of such damages.

This exclusion shall not apply where prohibited by applicable law.

139. No Limitation for Certain Matters

Nothing in this Policy excludes or limits liability for:

• fraud or fraudulent misrepresentation;
• willful misconduct where non-excludable by law;
• death or personal injury caused by negligence where such limitation is prohibited by law;
• violations of applicable law that cannot legally be limited;
• any liability expressly stated to be non-excludable under mandatory law.

140. Third-Party Products and Services

The HelixBeat Group may integrate with or facilitate access to third-party products, software, hardware, payment services, cloud infrastructure, telecommunications services, artificial intelligence models, or other external services.

Unless expressly stated in writing, the HelixBeat Group does not warrant or guarantee:

• third-party availability;
• third-party security;
• third-party performance;
• third-party pricing;
• third-party compliance;
• continued availability of third-party integrations; or
• third-party business continuity.

The Customer’s use of third-party products or services is governed by the applicable third-party terms and conditions.

141. Third-Party Payment Service Providers

Payment processing may be performed by independent Payment Service Providers.

The HelixBeat Group shall not be responsible for:

• banking delays;
• payment network failures;
• currency conversion losses;
• payment processor outages;
• card issuer decisions;
• payment fraud occurring outside the HelixBeat Group’s reasonable control; or
• acts or omissions of independent Payment Service Providers,

except where liability is imposed by applicable law.

142. Customer Indemnification

To the fullest extent permitted by applicable law, the Customer agrees to defend, indemnify, and hold harmless the applicable HelixBeat Group entity and its officers, directors, employees, contractors, affiliates, licensors, successors, and assigns from and against any third-party claims, liabilities, damages, judgments, fines, penalties, losses, costs, and reasonable attorneys’ fees arising from or relating to:

• the Customer’s breach of this Policy or any applicable agreement;
• misuse of the Products or Services;
• violation of applicable law;
• infringement of third-party rights resulting from Customer-provided materials;
• Customer negligence or willful misconduct; or
• unauthorized use of Customer accounts or credentials under the Customer’s control.

This indemnification obligation does not apply to the extent a claim results directly from the HelixBeat Group’s own gross negligence or willful misconduct where such limitation is prohibited by law.

143. HelixBeat Group Intellectual Property

Nothing in this Policy transfers ownership of:

• software;
• source code;
• object code;
• algorithms;
• artificial intelligence models;
• trademarks;
• copyrights;
• patents;
• trade secrets;
• documentation;
• methodologies;
• frameworks;
• templates;
• processes; or
• other intellectual property

owned or licensed by the HelixBeat Group.

All intellectual property rights remain with their respective owners unless expressly transferred under a written agreement.

144. Force Majeure

The HelixBeat Group shall not be liable for any delay, interruption, or failure to perform resulting from events beyond its reasonable control, including, without limitation:

• natural disasters;
• acts of God;
• epidemics or pandemics;
• war;
• terrorism;
• civil unrest;
• governmental actions;
• labor disputes;
• utility failures;
• internet outages;
• cloud infrastructure failures;
• telecommunications failures;
• cyberattacks;
• denial-of-service attacks;
• shortages of materials or components;
• transportation disruptions; or
• other events beyond reasonable control.

The affected party shall use commercially reasonable efforts to mitigate the effects of the force majeure event and resume performance as soon as reasonably practicable.

145. Insurance

Nothing in this Policy shall be interpreted as creating an obligation for either party to maintain any specific insurance coverage unless expressly required by a written agreement.

Where insurance obligations exist under an MSA, SOW, Enterprise Agreement, or applicable law, those obligations shall govern.

146. Allocation of Risk

The Customer acknowledges that:

• pricing reflects the allocation of commercial risk set forth in this Policy and applicable agreements;
• the limitations of liability contained herein form an essential basis of the commercial relationship;
• the HelixBeat Group would not be able to provide Products or Services on the same commercial terms without such limitations.

147. Reservation of Rights

The HelixBeat Group reserves all legal and equitable rights and remedies available under:

• applicable law;
• this Policy;
• any applicable agreement; and
• equity.

No failure or delay in exercising any right shall constitute a waiver of that right.

A waiver shall be effective only if made expressly in writing by an authorized representative of the applicable HelixBeat Group entity.

GOVERNING LAW, DISPUTE RESOLUTION, MISCELLANEOUS PROVISIONS, POLICY ADMINISTRATION, AND CONTACT INFORMATION

148. Governing Law

This Policy shall be governed by and construed in accordance with the laws applicable to the contracting HelixBeat Group entity that entered into the applicable transaction, agreement, subscription, purchase, or commercial relationship with the Customer, unless mandatory applicable law requires otherwise.

For illustration only:

• Agreements entered into with HelixBeat LLC shall generally be governed by the laws specified in the applicable agreement executed by HelixBeat LLC.
• Agreements entered into with HelixBeat Private Limited shall generally be governed by the laws specified in the applicable agreement executed by HelixBeat Private Limited.
• Agreements entered into with Naavya Health shall generally be governed by the laws specified in the applicable agreement executed by Naavya Health.

Country-specific addenda may supplement this Policy where required by applicable law.

Nothing in this Section limits mandatory statutory rights that cannot legally be waived.

149. Jurisdiction

Subject to mandatory consumer protection laws and any agreed arbitration provisions, the courts having jurisdiction over the principal place of business of the applicable contracting HelixBeat Group entity shall have exclusive jurisdiction over disputes arising out of or relating to this Policy.

Where applicable law requires disputes to be heard in another forum, those mandatory legal requirements shall prevail.

150. Good Faith Resolution

Before commencing formal legal proceedings, the parties agree to use commercially reasonable efforts to resolve disputes through good-faith discussions.

Either party may provide written notice describing:

• the nature of the dispute;
• the factual basis;
• the requested resolution; and
• supporting documentation.

Unless immediate legal action is required to preserve rights, the parties shall endeavor to resolve the dispute within a reasonable period before commencing litigation or arbitration.

Nothing in this Section limits either party’s right to seek urgent injunctive or equitable relief where appropriate.

151. Arbitration (Where Applicable)

Where expressly provided in a written agreement executed between the parties, disputes may be resolved through binding arbitration in accordance with the arbitration provisions contained in that agreement.

Where no arbitration agreement exists, disputes shall be resolved through the courts identified under Section 149 unless otherwise required by applicable law.

Nothing in this Policy independently creates a mandatory arbitration obligation.

152. Consumer Rights

Nothing contained in this Policy shall:

• waive any non-waivable statutory consumer rights;
• limit mandatory remedies available under applicable consumer protection laws;
• reduce mandatory healthcare protections;
• exclude warranties that cannot legally be excluded; or
• restrict any rights that applicable law expressly prohibits from being limited.

Where this Policy conflicts with mandatory law, mandatory law shall prevail solely to the extent of the conflict.

153. Relationship with Other Agreements

This Policy forms part of the HelixBeat Group’s global legal framework.

Where the Customer has executed a written agreement with the applicable HelixBeat Group entity, including but not limited to:

• Master Services Agreement (MSA);
• Statement of Work (SOW);
• Subscription Agreement;
• Enterprise Agreement;
• Purchase Agreement;
• Order Form;
• Purchase Order;
• Support Agreement;
• Business Associate Agreement (BAA);
• Data Processing Agreement (DPA); or
• any other negotiated commercial agreement,

the terms of that agreement shall prevail to the extent of any inconsistency, unless prohibited by applicable law.

154. Notices

Any notice relating to refunds, cancellations, disputes, claims, or this Policy shall be provided through the communication methods designated by the applicable HelixBeat Group entity.

Electronic communications may satisfy notice requirements where permitted by applicable law and agreed by the parties.

Customers are responsible for maintaining current contact information associated with their accounts.

155. Assignment

Customers may not assign or transfer their rights or obligations under this Policy without the prior written consent of the applicable HelixBeat Group entity, except where assignment rights are required by applicable law.

The HelixBeat Group may assign or transfer this Policy or any related agreement to:

• an affiliate;
• a successor entity;
• an entity acquiring substantially all relevant assets;
• an entity resulting from a merger, consolidation, or corporate restructuring; or
• any other permitted successor,

provided that such assignment does not materially diminish the Customer’s contractual rights.

156. Survival

The following provisions shall survive expiration or termination of the commercial relationship to the extent reasonably necessary to give them effect:

• payment obligations accrued before termination;
• intellectual property rights;
• confidentiality obligations;
• privacy obligations;
• healthcare data obligations;
• audit rights;
• fraud investigations;
• indemnification obligations;
• limitation of liability;
• dispute resolution provisions;
• governing law;
• record retention obligations;
• tax obligations; and
• any provisions that by their nature are intended to survive termination.

157. No Waiver

No delay or failure by the HelixBeat Group to exercise any right or remedy shall constitute a waiver of that right or remedy.

A waiver shall be effective only if:

• made in writing; and
• signed by an authorized representative of the applicable HelixBeat Group entity.

A waiver relating to one matter shall not constitute a continuing waiver or a waiver relating to any other matter.

158. Severability

If any provision of this Policy is determined by a court or competent authority to be invalid, unlawful, or unenforceable, that provision shall be modified or interpreted to the minimum extent necessary to make it enforceable.

If modification is not possible, the invalid provision shall be severed without affecting the validity or enforceability of the remaining provisions, which shall continue in full force and effect.

159. Entire Policy

This Policy, together with any documents expressly incorporated by reference and any applicable written agreements, constitutes the entire Refund, Cancellation & Return Policy of the HelixBeat Group concerning the subject matter addressed herein.

Nothing in this Policy modifies separately negotiated contractual rights unless expressly stated in writing.

160. Policy Administration

The HelixBeat Group reserves the right to:

• administer this Policy in a commercially reasonable manner;
• establish operational procedures supporting this Policy;
• implement internal review procedures;
• adopt reasonable documentation requirements;
• update administrative processes;
• improve operational workflows;
• delegate administration to authorized personnel; and
• issue supporting implementation guidelines,

provided that such administrative measures remain consistent with applicable law and this Policy.

161. Amendments

The HelixBeat Group reserves the right to amend, revise, supplement, or replace this Policy from time to time to reflect:

• changes in applicable law;
• regulatory requirements;
• judicial decisions;
• business operations;
• Products or Services;
• technology;
• security practices; or
• commercial requirements.

Material revisions shall become effective upon publication on the applicable HelixBeat Group website or upon other notice where required by applicable law.

Continued use of the applicable Products or Services following the effective date of a revised Policy constitutes acceptance of the revised Policy, except where additional consent is required by applicable law.

162. Contact Information

Questions regarding this Policy, refund requests, cancellation requests, return requests, or disputes may be directed to the applicable HelixBeat Group entity through its designated customer support or legal contact channels.

The applicable contact information, including mailing address, email address, telephone number, and online support portal, shall be published on the official website of the contracting HelixBeat Group entity.

Customers should include, where applicable:

• Customer or Organization Name;
• Order Number;
• Invoice Number;
• Subscription or License Identifier;
• Product or Service Name;
• Date of Purchase;
• Description of the Request; and
• Supporting Documentation.

163. Effective Date

This Global Refund, Cancellation & Return Policy shall become effective on the date identified in the Document Control section and shall remain in effect until amended, superseded, or withdrawn by the HelixBeat Group.

ANNEX A – INDIA

India Country Addendum

Global Refund, Cancellation & Return Policy

Applicable Jurisdiction: Republic of India

A1. Purpose

This India Country Addendum (“India Addendum”) supplements the Global Refund, Cancellation & Return Policy (“Master Policy”) for Products and Services offered by the applicable HelixBeat Group entity to Customers located in India or purchasing under agreements governed by the laws of India.

This Addendum applies only to the extent required by applicable Indian law. Except as expressly modified herein, all provisions of the Master Policy remain in full force and effect.

A2. Applicable Laws

This Addendum is intended to be administered in accordance with applicable Indian laws, including, where relevant:

• Consumer Protection Act, 2019;
• Consumer Protection (E-Commerce) Rules, 2020;
• Information Technology Act, 2000;
• Digital Personal Data Protection Act, 2023 (DPDP Act), as applicable;
• Guidelines for Prevention and Regulation of Dark Patterns, 2023, as amended or supplemented from time to time;
• Goods and Services Tax (GST) laws;
• applicable Reserve Bank of India requirements governing payment systems, payment aggregators, recurring payments, electronic payment transactions, or related payment activities, to the extent applicable to the relevant transaction or entity;
• applicable healthcare and medical laws, where Healthcare Products or Services are involved; and
• any other mandatory Indian law governing consumer transactions, electronic commerce, payments, refunds, cancellations, returns, pricing disclosures, or commercial transactions.

Where any provision of the Master Policy conflicts with mandatory Indian law, the applicable Indian law shall prevail solely to the extent of such conflict.

A3. Consumer and Business Customers

A3.1 Consumer Customers

Customers purchasing Products or Services primarily for personal use shall be entitled to applicable statutory protections available under Indian consumer protection laws.

Nothing in the Master Policy or this Addendum shall exclude or limit any non-waivable statutory rights available to Consumer Customers.

A3.2 Business Customers

Commercial purchases made by companies, hospitals, clinics, laboratories, pharmacies, educational institutions, government agencies, resellers, distributors, or other organizations are generally governed by:

• the applicable commercial agreement;
• the Master Policy;
• this Addendum; and
• applicable Indian commercial laws.

Business Customers acknowledge that commercial contracts may allocate risks differently from consumer transactions to the extent permitted by law.

A4. Order Cancellation

Unless otherwise required by applicable law:

• Orders may be cancelled before shipment of physical Products or activation of digital Products.
• Orders involving customized Products, implementation services, consulting, integrations, or professional services may become non-cancellable once work has commenced.
• Enterprise projects remain subject to the applicable MSA, SOW, or Order Form.

The HelixBeat Group may cancel orders where reasonably necessary due to fraud prevention, regulatory requirements, payment verification failure, pricing errors, inventory shortages, sanctions compliance, or other lawful reasons.

A5. Refund Eligibility

Subject to the Master Policy and applicable law, refunds may be approved where:

• duplicate payment occurred;
• duplicate transaction occurred;
• payment was processed in error;
• the incorrect Product was supplied;
• a Product is materially defective upon delivery;
• the HelixBeat Group is unable to provision the purchased Product or Service;
• cancellation is approved before delivery or activation; or
• mandatory consumer protection laws require a refund.

Refund requests are evaluated on their individual facts and applicable contractual obligations.

A6. Non-Refundable Transactions

Unless required by applicable law or expressly agreed in writing, the following are generally non-refundable after delivery or activation:

• activated software licenses;
• SaaS subscriptions for the current billing period;
• downloadable digital Products;
• completed implementation services;
• completed consulting services;
• completed training services;
• milestone-based Professional Services already performed;
• Customer-requested customizations;
• Customer-requested integrations;
• Products damaged due to Customer misuse or negligence.

Nothing in this Section limits statutory rights relating to defective goods or deficient services.

A7. Returns and Physical Products

Eligible physical Products shall be returned in accordance with the Master Policy and any applicable Return Merchandise Authorization (RMA) procedures.

The HelixBeat Group may inspect returned Products before determining whether to:

• repair;
• replace;
• exchange; or
• refund.

Where Indian law requires a different remedy, the HelixBeat Group shall comply with such legal requirements.

A8. Digital Products and SaaS

For purposes of Indian transactions:

• Digital Products are deemed delivered upon activation, download, provisioning, or issuance of access credentials.
• SaaS subscriptions become active upon provisioning.
• Cancellation of recurring subscriptions prevents future billing but does not automatically create entitlement to a refund for the current subscription term unless required by law or expressly agreed in writing.

A9. Professional Services

Professional Services, including implementation, consulting, migration, customization, integrations, configuration, project management, and training, become non-refundable upon commencement unless otherwise agreed in writing.

Completed milestones remain payable in accordance with the applicable agreement.

A10. Payment Methods, Payment Processing, and Customer Charges

The HelixBeat Group may accept payments in India through one or more lawful payment methods, including, where supported:

• credit cards;
• debit cards;
• Unified Payments Interface (UPI);
• net banking;
• digital wallets;
• bank transfers;
• wire transfers;
• Payment Service Providers;
• merchant acquirers;
• payment aggregators; and
• other lawful payment mechanisms made available from time to time.

Availability of any particular payment method may vary based upon the applicable Product or Service, transaction value, Customer classification, financial institution, Payment Service Provider, contracting entity, or other commercial or regulatory consideration.

The HelixBeat Group may add, remove, replace, suspend, or modify available Payment Service Providers or payment methods without modifying this Policy, subject to Applicable Law and any applicable contractual obligations.

The use of a particular Payment Service Provider shall not modify, expand, reduce, or otherwise affect the rights or obligations of the Customer or the HelixBeat Group under the Master Policy, this India Addendum, or Applicable Law.

A10.1 Customer-Facing Charges

Where any convenience fee, processing fee, platform fee, payment fee, shipping fee, delivery charge, handling charge, or other mandatory amount is payable by a Consumer Customer in connection with an e-commerce or electronic transaction, such amount shall be disclosed in accordance with Applicable Law before completion or authorization of the applicable transaction.

Where required by Applicable Law, the Customer shall be provided with sufficient information regarding the total amount payable, including applicable taxes and mandatory Customer-facing charges, before authorizing payment.

The HelixBeat Group shall administer its online checkout and payment processes in a manner intended to avoid prohibited practices involving hidden mandatory charges, misleading price presentation, or unlawful drip pricing.

A10.2 Payment Service Provider Commercial Charges

Fees, merchant discount rates, transaction charges, settlement charges, commissions, acquiring costs, banking charges, or other commercial amounts imposed by a Payment Service Provider upon the HelixBeat Group are part of the HelixBeat Group’s internal commercial arrangements.

Such internal Payment Service Provider pricing is not required to be published or separately disclosed to Customers unless:

• the amount is separately passed through or charged to the Customer;
• Applicable Law requires disclosure;
• an applicable agreement requires disclosure; or
• the HelixBeat Group elects to make such disclosure.

The HelixBeat Group may maintain the confidentiality of negotiated Payment Service Provider pricing, rates, discounts, commissions, settlement arrangements, and other proprietary commercial terms to the fullest extent permitted by Applicable Law.

A10.3 Payment Authorization

A Customer authorizes the HelixBeat Group and its applicable Payment Service Providers to process the amount presented and approved by the Customer during the applicable transaction.

Payment may remain subject to:

• authorization by the issuing bank or financial institution;
• Payment Service Provider verification;
• fraud screening;
• identity verification;
• applicable transaction limits;
• sanctions or regulatory screening; and
• other lawful payment controls.

A transaction shall not be deemed successfully completed merely because a payment instruction has been submitted where authorization, settlement, or other required payment processing has failed.

A10.4 Failed, Duplicate, or Erroneous Transactions

Where a payment transaction fails, is duplicated, or is processed incorrectly, the HelixBeat Group may investigate the applicable payment records and coordinate with the relevant Payment Service Provider or financial institution.

Refunds, reversals, or credits arising from duplicate payments, failed transactions, or erroneous processing shall be administered in accordance with the Master Policy, this India Addendum, Applicable Law, and applicable payment network requirements.

A10.5 Refund Processing

Approved refunds shall generally be initiated to the original payment method whenever technically and commercially practicable.

The time required for the refunded amount to appear in the Customer’s account may depend upon the relevant Payment Service Provider, bank, card issuer, payment network, UPI participant, wallet provider, or other financial institution.

The HelixBeat Group shall remain responsible for initiating an approved refund in accordance with Applicable Law but shall not be responsible, to the fullest extent permitted by law, for subsequent processing delays attributable solely to independent Payment Service Providers or financial institutions.

A11. GST and Taxes

Unless expressly stated otherwise:

• prices may be exclusive of applicable GST and other governmental charges;
• Customers remain responsible for applicable taxes imposed on the transaction;
• GST adjustments relating to approved refunds shall be administered in accordance with applicable Indian tax laws.

The HelixBeat Group shall issue applicable tax documentation where required by law.

A12. Healthcare Products and Services

Where Healthcare Products or Services are provided in India:

• applicable healthcare regulations shall apply;
• Customers remain responsible for obtaining required patient consents and legal authorizations;
• healthcare records shall be retained in accordance with applicable legal and regulatory requirements;
• nothing in this Addendum limits statutory healthcare obligations.

A13. Privacy

Processing of personal data shall be governed by the HelixBeat Group Privacy Policy together with applicable Indian privacy laws, including the Digital Personal Data Protection Act, 2023, where applicable.

Where healthcare information is processed, additional contractual or regulatory requirements may apply.

A14. Dispute Resolution

The parties shall first attempt to resolve disputes through good-faith discussions.

Where litigation becomes necessary, disputes shall be resolved before the courts having jurisdiction over the registered office of the applicable contracting HelixBeat Group entity in India unless:

• mandatory law provides otherwise; or
• the parties have agreed to arbitration or another dispute resolution mechanism in a written agreement.

A15. Consumer Grievance Redressal

Customers may submit complaints, refund requests, cancellation requests, or return requests through the HelixBeat Group’s designated customer support channels.

The HelixBeat Group shall use commercially reasonable efforts to acknowledge and address customer grievances within a reasonable period consistent with applicable law and internal service procedures.

Nothing in this Section limits any statutory remedies available to consumers under Indian law.

A16. Relationship with the Master Policy

This India Addendum forms an integral part of the Global Refund, Cancellation & Return Policy.

In the event of any inconsistency between this Addendum and the Master Policy:

1. Mandatory provisions of Indian law shall prevail.
2. This India Addendum shall prevail over the Master Policy solely to the extent necessary to comply with Indian law.
3. All remaining provisions of the Master Policy shall continue in full force and effect.

ANNEX B – UNITED STATES OF AMERICA

Applicable to:

• Global Refund, Cancellation & Return Policy
• Terms & Conditions
• Privacy Policy
• Subscription & Billing Policy
• Warranty Policy
• Shipping & Delivery Policy
• Acceptable Use Policy
• Cookie Policy

1. Purpose

This Schedule supplements the HelixBeat Group Global Legal Framework by identifying state-specific legal requirements that may apply to Products and Services offered within the United States.

This Schedule is intended to simplify future legal updates without requiring amendment of the Master Policies.

Where state law changes, only this Schedule requires revision.

2. General Principles

Unless mandatory state law provides otherwise:

• The Master Policy governs.
• This Schedule supplements the Master Policy.
• Mandatory state law prevails where applicable.
• Customer rights are interpreted consistently with applicable federal and state law.

3. Consumer Protection Laws

The HelixBeat Group shall administer consumer transactions in accordance with applicable state consumer protection statutes, including laws addressing:

• unfair or deceptive business practices;
• misleading advertising;
• pricing disclosures;
• refund disclosures;
• cancellation rights;
• warranty obligations;
• automatic renewals; and
• electronic commerce.

4. Automatic Renewal Laws

Certain states require enhanced disclosures before recurring billing.

Where applicable, the HelixBeat Group shall:

• clearly disclose recurring billing terms;
• disclose renewal frequency;
• disclose pricing;
• disclose cancellation procedures;
• provide legally required renewal notices;
• obtain affirmative consent where required; and
• provide legally compliant cancellation mechanisms.

States with notable automatic renewal requirements include, but are not limited to:

• California
• New York
• Colorado
• Vermont
• Virginia
• Illinois
• Delaware

The HelixBeat Group reserves the right to apply these standards nationally where operationally appropriate.

5. State Privacy Laws

Where applicable, the HelixBeat Group shall comply with comprehensive state privacy laws governing consumer personal information.

Applicable rights may include:

• access;
• correction;
• deletion;
• portability;
• opt-out of certain processing;
• appeal rights; and
• non-discrimination.

Compliance shall be governed primarily by the HelixBeat Group Privacy Policy.

States with comprehensive privacy legislation include, without limitation:

• California
• Virginia
• Colorado
• Connecticut
• Utah
• Iowa
• Indiana
• Montana
• Tennessee
• Texas
• Oregon
• Delaware
• New Jersey
• New Hampshire
• Nebraska
• Kentucky
• Rhode Island
• Minnesota
• Maryland

This Schedule shall automatically extend to future states adopting substantially similar privacy legislation.

6. Healthcare Regulations

Healthcare Products and Services may also be subject to state laws governing:

• telehealth;
• medical licensing;
• pharmacy operations;
• laboratory testing;
• patient consent;
• medical records;
• healthcare record retention; and
• professional practice requirements.

Customers remain responsible for complying with laws applicable to their healthcare operations.

7. Pharmacy Laws

Where Pharmacy Products or Services are offered:

• state pharmacy regulations;
• prescription requirements;
• controlled substance requirements;
• drug dispensing regulations; and
• licensing requirements

remain the responsibility of the licensed pharmacy or healthcare provider unless otherwise expressly agreed.

8. Telehealth

Where telehealth functionality is provided:

• applicable state telehealth laws;
• provider licensing requirements;
• patient consent requirements;
• prescribing restrictions;
• reimbursement requirements; and
• professional practice standards

shall apply.

The HelixBeat Group provides technology and does not assume responsibility for the independent practice of medicine unless expressly stated in a written agreement.

9. Sales Tax

State and local sales tax treatment varies.

The HelixBeat Group reserves the right to collect applicable taxes where legally required.

Customers remain responsible for taxes not collected where self-assessment is required by law.

10. Product Warranties

Certain states restrict:

• disclaimer of implied warranties;
• limitation of remedies;
• limitation of damages; and
• warranty exclusions.

Where applicable state law prohibits a contractual limitation, the Master Policy shall be interpreted to provide the minimum modification necessary to comply with that law.

11. Consumer Rights

Nothing contained in the HelixBeat Group Legal Framework shall:

• waive non-waivable consumer rights;
• reduce statutory remedies;
• eliminate mandatory disclosures;
• restrict rights granted by applicable state law.

12. Future State Legislation

This Schedule automatically incorporates future state legislation affecting:

• consumer protection;
• privacy;
• subscriptions;
• refunds;
• healthcare technology;
• artificial intelligence;
• cybersecurity;
• digital commerce; and
• payment processing,

to the extent required by applicable law.

The HelixBeat Group may revise this Schedule periodically to reflect legislative developments.

13. Relationship with the Master Policy

Where a conflict exists:

1. Federal law prevails where applicable.
2. Mandatory state law prevails where applicable.
3. This Schedule supplements the United States Addendum.
4. The United States Addendum supplements the Master Policy.
5. All remaining provisions of the Master Policy continue in full force and effect.

ANNEX C – CANADA

Canada Country Addendum

Global Refund, Cancellation & Return Policy

Applicable Jurisdiction: Canada

C1. Purpose

This Canada Country Addendum (“Canada Addendum”) supplements the Global Refund, Cancellation & Return Policy (“Master Policy”) for Products and Services offered by the applicable HelixBeat Group entity to Customers located in Canada or purchasing under agreements governed by the laws of Canada.

This Addendum shall be interpreted together with the Master Policy and any applicable commercial agreement. Except where expressly modified herein or required by applicable law, the Master Policy remains in full force and effect.

C2. Applicable Laws

This Addendum is intended to operate in accordance with applicable Canadian laws, including, where applicable:

• federal consumer protection requirements;
• provincial and territorial consumer protection legislation;
• Personal Information Protection and Electronic Documents Act (PIPEDA), where applicable;
• applicable provincial privacy legislation;
• Electronic Commerce legislation;
• applicable healthcare privacy legislation;
• Competition Act (Canada);
• Excise Tax Act (GST/HST);
• applicable provincial sales tax legislation;
• applicable sanctions, export control, and trade legislation; and
• all other mandatory federal, provincial, and territorial laws governing the applicable transaction.

Where a province or territory provides greater mandatory consumer protection than the Master Policy, such provincial or territorial law shall prevail to the extent required.

C3. Customer Categories

C3.1 Consumer Customers

Individuals purchasing Products or Services primarily for personal, family, or household purposes may have rights under applicable federal, provincial, or territorial consumer protection legislation.

Nothing in this Addendum or the Master Policy waives or limits rights that cannot legally be excluded.

C3.2 Business Customers

Commercial purchases made by corporations, healthcare organizations, educational institutions, government agencies, laboratories, pharmacies, resellers, distributors, or other organizations shall be governed primarily by:

• the applicable commercial agreement;
• the Master Policy;
• this Canada Addendum; and
• applicable commercial laws.

Commercial contracts may allocate commercial risk differently from consumer transactions, where permitted by law.

C4. Order Acceptance and Cancellation

Order acceptance shall occur in accordance with Part II of the Master Policy.

Unless otherwise required by applicable law:

• physical Products may be cancelled before shipment;
• digital Products may be cancelled before activation or electronic delivery;
• Professional Services may be cancelled before commencement of work;
• Enterprise implementations remain governed by the applicable MSA, SOW, Subscription Agreement, or Order Form.

The HelixBeat Group reserves the right to refuse or cancel orders involving fraud, payment verification failures, pricing errors, sanctions compliance, export restrictions, inventory shortages, or other lawful commercial reasons.

C5. Refund Eligibility

Refund eligibility shall be determined in accordance with Part III of the Master Policy and this Addendum.

Refunds may generally be approved where:

• duplicate payment occurred;
• payment was processed in error;
• the incorrect Product was supplied;
• the Product is materially defective;
• the HelixBeat Group is unable to deliver or provision the purchased Product or Service;
• cancellation occurred before shipment or activation where permitted; or
• mandatory federal or provincial law requires a refund.

Refund approval in one instance shall not create an ongoing entitlement or precedent.

C6. Digital Products and SaaS

Unless otherwise required by applicable law or expressly agreed in writing:

• Digital Products are deemed delivered upon download, activation, electronic delivery, provisioning, or issuance of access credentials.
• SaaS subscriptions become active upon provisioning.
• Subscription fees are generally billed in advance.
• Cancellation prevents future renewal periods but does not automatically entitle the Customer to a refund for the current billing cycle.

Where provincial legislation requires additional disclosures relating to recurring billing or automatic renewal, the HelixBeat Group shall comply with such mandatory requirements.

C7. Physical Products

Eligible physical Products may be returned in accordance with Part IV of the Master Policy.

The HelixBeat Group may require a Return Merchandise Authorization (RMA) prior to accepting eligible returns.

Where applicable Canadian law provides mandatory remedies for defective goods, those remedies shall apply notwithstanding any contrary provision of the Master Policy.

C8. Professional Services

Implementation, consulting, customization, integration, migration, configuration, project management, training, and other Professional Services remain governed by the applicable commercial agreement.

Unless otherwise agreed:

• Professional Service fees become non-refundable upon commencement;
• completed milestones remain payable;
• Customer-caused delays do not create refund rights; and
• termination does not eliminate payment obligations for services already performed.

C9. Privacy

The collection, use, disclosure, storage, retention, and processing of personal information shall be governed by:

• the HelixBeat Group Privacy Policy;
• applicable contractual agreements;
• applicable Canadian privacy legislation; and
• mandatory federal and provincial privacy laws.

Where provincial privacy legislation provides additional protections, those protections shall apply to the extent required.

C10. Healthcare Products and Services

Where Healthcare Products or Services are provided within Canada:

• Customers remain responsible for compliance with applicable healthcare legislation, professional standards, and licensing requirements;
• the HelixBeat Group shall implement commercially reasonable safeguards consistent with applicable legal obligations and contractual commitments;
• Customers remain responsible for obtaining required patient authorizations and lawful authority for the collection, use, and disclosure of healthcare information.

Nothing in this Addendum transfers regulatory responsibility from licensed healthcare organizations to the HelixBeat Group unless expressly agreed in writing.

C11. Taxes

Unless expressly stated otherwise:

• prices may exclude applicable GST, HST, PST, QST, or other governmental charges;
• Customers remain responsible for taxes applicable to the transaction except taxes imposed upon the HelixBeat Group’s net income;
• tax adjustments relating to approved refunds shall be administered in accordance with applicable Canadian tax laws.

C12. Export Controls and Trade Compliance

Customers agree to comply with applicable Canadian export control, sanctions, customs, and trade legislation.

The HelixBeat Group may suspend or terminate Products or Services where continued performance would violate applicable trade or sanctions laws.

C13. Dispute Resolution

The parties shall first attempt to resolve disputes through good-faith discussions.

Unless otherwise provided in a negotiated agreement:

• disputes shall be resolved before the courts having jurisdiction over the principal place of business of the applicable contracting HelixBeat Group entity in Canada, where applicable; or
• where the contracting entity is located outside Canada, before the courts designated in the applicable agreement, subject to mandatory Canadian law.

Nothing in this Section prevents either party from seeking interim or equitable relief where appropriate.

C14. Provincial Consumer Protection

Certain provinces and territories provide enhanced statutory protections relating to:

• consumer contracts;
• internet agreements;
• distance selling;
• direct sales;
• automatic renewals;
• warranties;
• cancellation rights; and
• unfair business practices.

Where mandatory provincial legislation grants Customers greater protections than the Master Policy or this Addendum, those statutory protections shall prevail to the extent required by law.

C15. Relationship with the Master Policy

This Canada Addendum forms an integral part of the Global Refund, Cancellation & Return Policy.

In the event of any inconsistency:

1. Mandatory federal law shall prevail where applicable.
2. Mandatory provincial or territorial law shall prevail where applicable.
3. This Canada Addendum shall prevail over the Master Policy only to the extent necessary to comply with Canadian law.
4. All remaining provisions of the Master Policy shall remain in full force and effect.

ANNEX D – MIDDLE EAST (GCC)

Gulf Cooperation Council (GCC) Country Addendum

Global Refund, Cancellation & Return Policy

Applicable Jurisdictions

This Annex applies to Products and Services offered by the applicable HelixBeat Group entity to Customers located in, or purchasing under agreements governed by the laws of:

• United Arab Emirates (UAE)
• Kingdom of Saudi Arabia (KSA)
• State of Qatar
• State of Kuwait
• Kingdom of Bahrain
• Sultanate of Oman

D1. Purpose

This GCC Country Addendum (“GCC Addendum”) supplements the Global Refund, Cancellation & Return Policy (“Master Policy”) for transactions occurring within GCC jurisdictions.

This Addendum establishes common legal principles applicable throughout the GCC while recognizing that each GCC country maintains its own consumer protection, e-commerce, healthcare, privacy, taxation, and commercial laws.

Where country-specific requirements differ, the applicable Country Schedule shall prevail.

D2. Applicable Laws

This Addendum is intended to operate consistently with mandatory laws applicable within each GCC jurisdiction, including, where relevant:

• consumer protection legislation;
• e-commerce laws;
• electronic transaction laws;
• commercial transaction laws;
• healthcare regulations;
• pharmaceutical regulations;
• medical device regulations;
• privacy and personal data protection laws;
• VAT legislation;
• cybersecurity regulations;
• export control requirements;
• sanctions requirements; and
• any other mandatory governmental regulations applicable to the transaction.

Nothing contained in this Addendum shall limit rights that cannot legally be waived under applicable GCC law.

D3. Customer Categories

For purposes of this Addendum:

Consumer Customers

Individuals purchasing Products or Services primarily for personal, family, or household purposes.

Consumer Customers shall receive all mandatory protections available under the applicable country’s consumer protection legislation.

Business Customers

Organizations purchasing Products or Services for commercial, governmental, healthcare, educational, or other business purposes.

Business transactions shall primarily be governed by:

• negotiated commercial agreements;
• the Master Policy;
• this GCC Addendum;
• applicable country schedules; and
• applicable commercial law.

D4. Orders and Cancellation

Unless mandatory local law provides otherwise:

• physical Products may generally be cancelled before shipment;
• digital Products may generally be cancelled before activation;
• Professional Services may generally be cancelled before work begins;
• Enterprise implementations remain governed by the applicable commercial agreement.

The HelixBeat Group reserves the right to cancel or refuse orders involving:

• fraud;
• payment verification failure;
• sanctions compliance;
• export restrictions;
• pricing errors;
• inventory limitations;
• legal restrictions;
• regulatory requirements; or
• other lawful commercial reasons.

D5. Refund Eligibility

Refund eligibility shall be governed by:

• the Master Policy;
• this GCC Addendum;
• the applicable Country Schedule; and
• mandatory local law.

Refunds may generally be considered where:

• duplicate payment occurred;
• payment was processed in error;
• incorrect Products were supplied;
• Products are materially defective;
• Products cannot be delivered due to reasons attributable to the HelixBeat Group;
• cancellation occurred before activation or shipment where permitted; or
• mandatory local law requires a refund.

D6. Digital Products and SaaS

Unless otherwise required by applicable law:

• Digital Products are deemed delivered upon activation or electronic delivery.
• SaaS subscriptions commence upon provisioning.
• Subscription fees are generally billed in advance.
• Cancellation prevents future renewal periods but does not automatically create entitlement to a refund for the current subscription period.

D7. Professional Services

Professional Services remain governed by the applicable commercial agreement.

Unless otherwise agreed:

• Professional Service fees become non-refundable upon commencement;
• completed milestones remain payable;
• Customer-caused delays do not create refund rights; and
• termination does not eliminate payment obligations for work already completed.

D8. Healthcare Products and Services

Where Healthcare Products or Services are provided:

• Customers remain responsible for compliance with applicable healthcare licensing requirements;
• Customers shall obtain all required patient consents and legal authorizations;
• the HelixBeat Group shall implement commercially reasonable safeguards for healthcare information consistent with applicable law and contractual commitments.

Nothing in this Addendum transfers clinical responsibility from licensed healthcare professionals or organizations to the HelixBeat Group.

D9. Privacy

Personal information shall be processed in accordance with:

• the HelixBeat Group Privacy Policy;
• applicable contractual agreements;
• applicable GCC privacy legislation; and
• mandatory country-specific data protection laws.

Where a Country Schedule provides additional privacy obligations, those obligations shall prevail.

D10. Taxes

Unless expressly stated otherwise:

• prices may exclude applicable VAT or governmental charges;
• Customers remain responsible for taxes imposed on the transaction except taxes imposed on the HelixBeat Group’s net income;
• VAT adjustments relating to approved refunds shall be administered in accordance with applicable tax legislation.

D11. Export Controls and Sanctions

Customers agree to comply with all applicable export control, customs, sanctions, and trade laws applicable within the relevant jurisdiction.

The HelixBeat Group may suspend or terminate Products or Services where continued performance would violate applicable law.

D12. Dispute Resolution

Unless otherwise provided in a negotiated agreement:

• the parties shall first attempt good-faith commercial negotiations;
• disputes shall thereafter be resolved before the courts having jurisdiction over the applicable contracting HelixBeat Group entity or as otherwise provided in the governing agreement;
• arbitration may apply where expressly agreed in writing.

Nothing in this Section limits mandatory rights available under applicable law.

D13. Country Schedules

The following Country Schedules form an integral part of this GCC Addendum:

Schedule D-1 – United Arab Emirates

Includes:

• UAE Consumer Protection
• UAE VAT
• UAE Data Protection
• Healthcare Regulations
• E-Commerce
• Electronic Transactions
• Local Dispute Requirements

Schedule D-2 – Kingdom of Saudi Arabia

Includes:

• Consumer Protection
• E-Commerce Law
• Personal Data Protection Law
• Healthcare Regulations
• VAT
• Commercial Transactions
• Local Dispute Requirements

Schedule D-3 – State of Qatar

Includes:

• Consumer Protection
• E-Commerce
• Healthcare
• Privacy
• VAT (if applicable)
• Commercial Transactions

Schedule D-4 – State of Kuwait

Includes:

• Consumer Protection
• Commercial Transactions
• Electronic Commerce
• Healthcare Regulations
• Privacy

Schedule D-5 – Kingdom of Bahrain

Includes:

• Consumer Protection
• Personal Data Protection
• Electronic Transactions
• VAT
• Healthcare Regulations

Schedule D-6 – Sultanate of Oman

Includes:

• Consumer Protection
• Electronic Commerce
• VAT
• Healthcare Regulations
• Privacy
• Commercial Transactions

D14. Relationship with the Master Policy

Where a conflict exists:

1. Mandatory local law shall prevail.
2. The applicable Country Schedule shall prevail over this GCC Addendum to the extent necessary to comply with local law.
3. This GCC Addendum shall prevail over the Master Policy where necessary to comply with mandatory GCC jurisdictional requirements.
4. All remaining provisions of the Master Policy shall remain in full force and effect.