Terms of Service

1. Agreement to these terms

These Terms of Service are a binding agreement between you and Helmsman Corp, a Wyoming corporation that operates the Helmsman service ("Helmsman," "we," "us," or "our"). By creating an account, purchasing a plan, or using the service, you agree to these terms. If you do not agree, do not use Helmsman.

Please read these terms carefully. They describe what Helmsman is, what it is not, how billing works, and how disputes are resolved, including an agreement to arbitrate and a waiver of class actions that you can opt out of.

2. Who may use Helmsman

You must be at least 18 years old and a United States taxpayer to use Helmsman. The service models United States federal and certain state taxes and is intended for use in the United States. By using Helmsman you represent that you meet these requirements and that you are authorized to submit any tax information you provide.

3. What Helmsman is, and what it is not

Helmsman produces educational tax strategy analysis. You describe your situation, or upload a prior-year return, and Helmsman builds a "Tax Map": candidate entity structures priced over a multi-year view, with tradeoffs and references to the Internal Revenue Code, and a ranked view of the options. The purpose is to help you have a more informed conversation with your own licensed tax professional.

Helmsman is not a certified public accounting firm, an accounting firm, a law firm, an enrolled agent, or a tax return preparer. We do not prepare or file tax returns. We are not your fiduciary. We do not hold ourselves out as a CPA or as any licensed professional. Using Helmsman does not create an accountant-client relationship, an attorney-client relationship, or any other professional or fiduciary relationship between you and us.

4. No professional relationship and no reliance

Helmsman output is educational information, not professional advice. You may not treat it as tax, legal, accounting, investment, or other professional advice, and you may not rely on it as the basis for any tax position, filing, election, or transaction. Before you act, you must have the analysis reviewed by your own licensed CPA or tax attorney, who can apply the current law to your specific facts.

Helmsman output is not, and may not be used or cited as, advice on which you relied for purposes of establishing reasonable cause, good faith, or any other defense to accuracy-related or other penalties. A reasonable-cause defense based on reliance requires advice from a competent professional who has all the relevant facts. Helmsman is not that professional, and its output is not that advice.

5. How your analysis is produced

Helmsman combines deterministic tax calculations with an artificial intelligence system. Every dollar figure calculated in your Tax Map comes from our own calculation engine, never from the AI. The amounts those calculations start from are the ones you provided, together with any modeling assumption the report states as an assumption (a proposed salary level, for example), which the engine then prices. Where an amount came from a range rather than an exact figure, the report labels it an estimate. The explanatory text is generated by an AI model reasoning over those figures. References to the Internal Revenue Code are checked against a verified store of statutory text, and references that cannot be verified are removed before you see the analysis.

These safeguards reduce error, but they do not eliminate it. AI systems can produce mistaken or incomplete reasoning, and the tax law they reason about is complex and changes. The analysis reflects the facts you provide and the assumptions stated in the report, and it must be verified by your own professional before you rely on it.

6. No guarantee of savings

Helmsman does not promise or guarantee any tax savings or any particular outcome. Every dollar figure is a projection based on the facts you supplied and on the assumptions stated in the report. Some figures are labeled as projected, estimated, or directional, and figures for states that are not modeled in depth carry confidence labels or are described only qualitatively.

Salary and compensation figures shown in the analysis are modeling assumptions used to illustrate a structure. They are not a determination of reasonable compensation, which depends on facts and judgment that only your professional can apply. Actual results depend on the accuracy of your inputs, the final positions you and your professional adopt, and tax law as it applies to you.

7. The information you provide is your responsibility

Your analysis is only as accurate as the information you enter. You are responsible for the accuracy and completeness of what you provide, for confirming the review screen that summarizes your inputs before an analysis is generated, and for correcting anything we read incorrectly. We are not responsible for an analysis that is wrong because it was built on inaccurate, incomplete, or misreported facts.

8. What Helmsman covers, and what it does not

United States federal income tax is modeled in depth. State income tax is modeled in depth only for a limited set of states, currently California, New York, New Jersey, Illinois, and Massachusetts, and those figures carry the confidence labels shown in the report. For all other states, state tax is described qualitatively or is not modeled, and no precise state figures are produced. State coverage may change over time.

Trusts and estate planning are outside the scope of the service. Where a strategy has an income-tax mechanic that involves a trust, only the income-tax mechanics are addressed, and any estate, gift, or inheritance planning is directed to your attorney. Helmsman does not model estate, gift, or inheritance tax.

9. Your account

You are responsible for keeping your login credentials secure and for all activity under your account. Tell us promptly if you believe your account has been accessed without your authorization. You must provide accurate account information and keep it current.

10. Acceptable use

When you use Helmsman, you agree not to:

• access accounts, data, or areas of the service that are not yours;
• scrape, crawl, or harvest data from the service, or use it to build or train a competing product or model;
• reverse engineer, decompile, or attempt to discover the source code, models, or prompts behind the service, except to the limited extent that applicable law does not allow this restriction;
• probe, overload, disrupt, or attempt to defeat the security or rate limits of the service;
• resell, sublicense, or redistribute the output as if it were professional advice, or otherwise present Helmsman output to third parties as tax, legal, or accounting advice; or
• use the service in violation of any law or the rights of others.

Consumer plans are for one taxpayer or household and its own analyses. Accounting firms, tax practices, and other businesses that want to use Helmsman with clients should contact us for separate terms.

11. Plans, billing, and renewals

Helmsman offers a free tier with limited access, paid subscriptions, and a one-time unlock for a single analysis. Subscriptions are offered in quarterly, semiannual, and annual terms, and each term includes a set number of Tax Maps for that term. A one-time unlock unlocks a single analysis, including the ability to upload a return for it. Where offered, a metered add-on lets you run an additional analysis for a per-use fee. The free tier lets you generate a limited preview at no charge, and the current features and their prices are shown at checkout before you pay.

Payments are processed by Stripe. We do not receive or store your full card number. You authorize us, through Stripe, to charge your selected payment method for the plan or purchase you choose, including any applicable taxes. A charge is made when you complete checkout and, for subscriptions, at each renewal.

Subscriptions renew automatically at the end of each term at the then-current price for that term, unless you cancel before the renewal date. Each term renews for another term of the same length, so a quarterly plan renews every three months, a semiannual plan every six months, and an annual plan every year. You may cancel at any time from the Billing section of your account settings, which opens the secure Stripe customer portal where you can cancel or change your plan. When you cancel, your subscription remains active through the end of the current paid term and does not renew after that. Except where the law requires otherwise, payments are non-refundable: canceling stops future renewals but does not refund the current term, and one-time unlocks are not refundable. If we do issue a refund, your access to the corresponding paid features ends when the refund is processed.

We may change prices and plan features. For subscriptions, a price change takes effect at your next renewal, and we will give notice as required by law before it applies to you.

12. Referrals to other professionals

Helmsman may, now or in the future, point you toward CPAs, tax attorneys, or other professionals. We do not vet, endorse, supervise, or guarantee any third-party professional, and we are not responsible for their advice, services, fees, or conduct. Any engagement you enter with a professional is solely between you and them.

13. Ownership and your content

Helmsman, including its software, calculation engine, models, prompts, report formats, and the look and feel of the service, is owned by us and our licensors and is protected by intellectual property laws. We grant you a limited, personal, non-exclusive, non-transferable, revocable license to use the service and your analyses for your own tax-planning purposes, subject to these terms.

You own the information you provide ("Your Content"). You grant us a non-exclusive, worldwide license to host, process, transmit, and display Your Content, and to create and process the redacted and structured versions of it described in our Privacy Policy, in order to operate and provide the service to you. You represent that you have the right to provide Your Content and to grant this license. You can export or delete Your Content and your account as described in the Privacy Policy.

14. Feedback

If you send us suggestions, ideas, or other feedback, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use it for any purpose without obligation or compensation to you.

15. Disclaimer of warranties

The service and all output are provided "as is" and "as available," without warranties of any kind, whether express, implied, or statutory. To the fullest extent permitted by law, we disclaim all implied warranties, including merchantability, fitness for a particular purpose, title, and non-infringement.

We do not warrant that the service or any output is accurate, complete, current, reliable, error-free, or suitable for your situation, or that the service will be uninterrupted or secure. Helmsman output is educational information, not professional advice, and is not a substitute for review by your own licensed tax professional.

16. Limitation of liability

To the fullest extent permitted by law, Helmsman and its owners, officers, employees, and suppliers will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any lost profits, lost tax benefits, taxes, interest, penalties, or lost data, arising out of or relating to the service or these terms, even if we were advised of the possibility.

To the fullest extent permitted by law, our total liability for all claims arising out of or relating to the service or these terms will not exceed the greater of the amounts you paid us in the 12 months before the event giving rise to the claim, or one hundred United States dollars.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above may not apply to you. Nothing in these terms limits liability that cannot be limited by law.

17. Indemnification

You agree to indemnify and hold harmless Helmsman and its owners, officers, employees, and suppliers from any claims, losses, liabilities, and expenses, including reasonable attorneys' fees, arising out of your misuse of the service, your violation of these terms or of any law, your infringement of the rights of others, or any tax position or transaction you adopt.

18. Dispute resolution; arbitration and class action waiver

Please read this section carefully. It affects your legal rights. It requires most disputes to be resolved by binding individual arbitration and waives your right to a jury trial and to participate in a class action. You may opt out within 30 days as described below.

You and Helmsman agree that any dispute arising out of or relating to the service or these terms will be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) under its rules, rather than in court, except that either party may bring an individual claim in small-claims court, and either party may seek injunctive relief in court to protect intellectual property or stop unauthorized access.

You and Helmsman agree to bring claims against each other only in an individual capacity, and not as a plaintiff or class member in any class, collective, or representative proceeding. The arbitrator may not consolidate more than one person's claims or preside over any form of a class proceeding.

You may opt out of this arbitration agreement by sending written notice to hello@helmsman.tax within 30 days after you first accept these terms. Your notice must include your name and the email on your account and must state that you opt out of arbitration. If you opt out, disputes will be resolved in the courts identified in the governing law section. Opting out does not affect any other part of these terms.

19. Governing law and venue

These terms are governed by the laws of the State of Wyoming, without regard to its conflict-of-laws rules. Subject to the arbitration section, the state and federal courts located in Wyoming will have exclusive jurisdiction, and you consent to their jurisdiction and venue.

If you are a consumer who resides in another state, nothing in these terms deprives you of the protection of any mandatory consumer-protection or privacy rights of your home state that cannot be waived by agreement. Those rights continue to apply to the extent the law of your home state requires.

20. Changes to these terms

We may update these terms. If we make a material change, we will update the date above and give reasonable notice, such as by email or a notice in the service, before the change takes effect. Your continued use of Helmsman after the change takes effect means you accept the updated terms. If you do not agree, stop using the service and, if you wish, delete your account.

21. Suspension and termination

You may stop using Helmsman and delete your account at any time from your account settings. We may suspend or terminate your access if you violate these terms, if we are required to by law, or if necessary to protect the service or other users. Sections that by their nature should survive termination, including ownership, disclaimers, limitation of liability, indemnification, dispute resolution, and governing law, will survive.

22. General

These terms, together with the Privacy Policy and any order you place at checkout, are the entire agreement between you and Helmsman about the service. If any provision is found unenforceable, the rest remains in effect, and the unenforceable provision will be limited to the minimum extent necessary. Our failure to enforce a provision is not a waiver. You may not assign these terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets. There are no third-party beneficiaries.

23. Contact

Helmsman is operated by Helmsman Corp, Wyoming, US. For questions about these terms, contact hello@helmsman.tax. For legal notices, contact hello@helmsman.tax or Helmsman Corp, Wyoming, US.