Terms Of Service

Welcome to https://www.hotspotty.net. These Terms of Service contain the terms and conditions that govern all use of our Platform (as defined below) and Services (as defined below) and all content, services and/or products available on or through the Platform (collectively, the "Hotspotty Services"). The Hotspotty Services are offered to you subject to your acceptance, without modification (other than Special Terms (as defined below) agreed by the parties pursuant to these Terms of Service), of all of the terms and conditions contained herein and all other operating rules, guidelines, policies (including, without limitation, our Privacy Policy), and any future modifications thereof, and procedures that may be published from time to time on the Platform or made available to you on or through the Hotspotty Services (collectively, the "Terms"). When accepted by you (as defined below), these Terms form a legally binding contract between you and Supplier (as defined below). If you are entering into these Terms on behalf of an entity, such as your employer or the company you work for, you represent that you have the legal authority to bind that entity.

PLEASE READ THESE TERMS CAREFULLY. BY REGISTERING FOR, ACCESSING, BROWSING, AND/OR OTHERWISE USING THE HOTSPOTTY SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, DO NOT ACCESS, BROWSE OR OTHERWISE USE THE PLATFORM OR THE HOTSPOTTY SERVICES.

Supplier may, in its sole discretion, elect to suspend or terminate access to, or use of the Hotspotty Services to anyone who violates these Terms.

If you register for a free beta version or a free trial of the Hotspotty Services, the applicable provisions of these Terms will govern the beta and the trial.

The original language of these Terms is English. Suppliers may make available translations for convenience. In case of conflicts between the original English version and any translation, the English version shall prevail.

These Terms are Version 2.0 and take effect on 26 August 2026. Version 2.0 introduces Section 3 (Subscription, Fees and Billing), which sets out how paid Plans are billed, that they renew automatically, how to cancel, and when a Fee is refundable. Previously published versions remain available at Policy versions.

1. Definitions

Account
the primary means for accessing and using the Hotspotty Services, free of charge for the basic functionally but subject to payment of a Fee designated in the selected Plan;

Add-on
an optional allowance purchased in addition to a paid Plan and charged per unit for the whole Billing Period in advance, such as additional hotspot capacity or additional Super Simulations;

Activity
simulations, locations, testing, commissions processing, recording, contact management and any other actions (such as linking, tracking, messaging, monitoring etc.) that can be associated with a User, a person, a Workspace or an Organization;

Additional Terms
Provisions applicable to the Client's use of a particular Feature as indicated by the Supplier in relevant areas of Hotspotty Services;

App
Hotspotty mobile application available on iOS and Android

Authorization
the set of rights and privileges on the Web Site or App assigned to a User by a Client;

Beta Service
A Feature or functionality of Hotspotty Services that is in development or has not been released as a final product which Supplier has made available to Client for testing and evaluation;

Billing Period
the recurring period for which a paid Plan is purchased and billed in advance, being either one (1) month or twelve (12) months as selected by the Client;

Client
a natural or legal person who has accepted these Terms with the Supplier;

Client Data
Files and any other digital data and information, which is subjected to the Hotspotty Services or otherwise inserted to the System by the Client (including the specific Users, Products, Persons, Organizations, Activities, Locations, Payment Terms, Payment Amounts and Commission Frequency associated with the Client);

Community Plan
the free Plan, which carries no Fee and provides limited allowances, and to which a Workspace reverts when a paid subscription ends;

Content
any data and information available through Hotspotty Services or contained within the structure of the System, articles, documents, brochures, presentations, pictures, images, audiovisual works, other informational materials and any comments;

Discord
Refers to http://www.discord.com instant messaging service provided by Discord Inc., its subsidiaries, and its related companies.

Hotspot
A Helium mining hotspot;

Feature
A function or set of functions providing a particular capability within Hotspotty Services as determined by the Supplier;

Fee
the amount payable in advance for a Billing Period of a paid Plan, being the base Fee for that Plan plus the Fee for any Add-ons selected by the Client, together with any applicable taxes;

Files
documents of any kind (images, spreadsheets, text files, etc.) that are inserted to the System by the Client, and usually associated with a particular Hotspot, Person or Location;

Free Trial
temporary access for the purposes of trying out the Web Site or App and Hotspotty Services in accordance with any selected Plan without paying a Fee;

Guidelines
additional guidelines or rules applicable to specific Features, applications, products, or services which may be posted from time to time on the Platform or otherwise made available on or through the Hotspotty Services;

Organization
legal persons (such as companies) and other entities with which that Client is making Deals;

Hotspotty
Hotspotty Inc., a corporation incorporated under the laws of the State of Delaware, United States of America, with its registered office at 8 The Green, Ste R, Dover, DE 19901, United States of America;

Plan
the subscription tier selected by the Client, which determines the Features and allowances available to a Workspace and the Fee payable. Plans comprise the Community Plan and the paid Plans offered on the Platform from time to time;

Platform
Hotspotty, an all-in-one tool for building the Helium network. Understand your hotspot data, plan, monitor and manage your hotspots and payouts, collaborate with the community and your team, optimize network performance and HNT earnings.

Renewal Date
the date on which a Billing Period ends and, unless the subscription has been cancelled, the next Billing Period begins and the Fee for it becomes payable;

Subscription Term
the period during which the Client holds a paid Plan, consisting of the initial Billing Period and each Billing Period for which the subscription subsequently renews;

Supplier
Hotspotty Inc., being the party that provides the Hotspotty Services and the Client's counterparty under these Terms. References to "Supplier", "we", "us" and "our" in these Terms mean Hotspotty Inc.;

Workspace
the shared environment in which a Client, together with the Users it authorizes, uses the Hotspotty Services, and to which a Plan and its allowances are attached.

2. Acceptance of Terms

By accessing and using the Hotspotty Services, you accept and agree to be bound by the terms and provision of this agreement. If you do not agree to abide by the above, please do not use this service.

3. Subscription, Fees and Billing

3.1 Plans

The Hotspotty Services are offered on the Community Plan, which is free of charge, and on paid Plans. Each paid Plan is available with either a monthly or an annual Billing Period, selected by the Client at the time of purchase. The Plans available, the Features and allowances included in each, and the Fees payable are shown on the Platform before the Client confirms a purchase.

3.2 Fees and Add-ons

The Fee for a paid Plan consists of the base Fee for that Plan plus the Fee for any Add-ons the Client selects. Add-ons are charged per unit for the whole Billing Period in advance and currently include additional hotspot capacity and additional Super Simulations. The total Fee payable, including the base Plan and every Add-on, is itemized and displayed to the Client before the purchase is confirmed.

Fees are stated and payable in US dollars unless the Platform states otherwise. Fees are exclusive of sales tax, VAT, GST and any other applicable taxes or duties, which are added where Supplier is required by law to collect them. The Client is responsible for any tax arising in its own jurisdiction in respect of its purchase, other than tax on Supplier's income.

3.3 Payment

Fees are payable in advance for each Billing Period. By purchasing a paid Plan, the Client authorizes Supplier and its payment processor to charge the payment method registered on the Account for the Fee for the initial Billing Period and, in accordance with clause 3.4, for each subsequent Billing Period, until the subscription is cancelled.

Payments are processed by Stripe, Inc. and are subject to Stripe's own terms. Supplier does not receive or store complete payment card numbers. The Client is responsible for keeping a valid payment method and a current billing email address on the Account.

3.4 Automatic renewal

3.5 Renewal reminder for annual Plans

For annual Plans, Supplier will send an email to the billing contact registered on the Account at least seven (7) days before each Renewal Date, stating the Renewal Date and the amount that will be charged. It is the Client's responsibility to keep the billing email address on the Account current, and Supplier is not responsible for reminders that are not received because the address on the Account is out of date or because the message is filtered by the Client's mail provider. Failure to receive a reminder does not by itself entitle the Client to a refund, but see clause 3.8.

3.6 How to cancel

The Client may cancel a paid subscription at any time, without charge and without contacting Supplier, in the Platform under Workspace Settings → Billing. Cancellation is carried out by downgrading the Workspace to the Community Plan. Only a User holding the admin role on the Workspace can cancel it.

A cancellation made through the Platform is effective from the moment it is submitted, and no further action or confirmation is required from the Client. If the Client is unable to access the Platform, a cancellation request may be sent to support@hotspotty.net, and it will take effect from the date on which Supplier receives it.

3.7 When cancellation takes effect

Cancellation stops future renewals. It does not end the Billing Period that is already in progress. The Client keeps full access to the paid Plan and its allowances until the end of the Billing Period that has been paid for, and the Workspace reverts to the Community Plan at that point.

The Community Plan carries lower allowances than the paid Plans. Where a Workspace exceeds the Community Plan allowances at the time it reverts, some Client Data and Features may become unavailable while the Workspace remains on the Community Plan.

A cancellation may be reversed at any time before the end of the current Billing Period by selecting a paid Plan again in the Platform, in which case the subscription continues without interruption and renews as set out in clause 3.4.

3.8 Refunds

Except as set out in this clause 3.8 or as required by applicable law, all Fees are non-refundable. No refund or credit is given for a partial Billing Period, for unused allowances, or for a period in which the Client chose not to use the Hotspotty Services.

Renewal refund window. If the Client is charged for a renewal it did not intend, the Client may request a refund of that renewal charge by emailing support@hotspotty.net within fourteen (14) days of the date of the charge. Supplier will refund the charge in full and downgrade the Workspace to the Community Plan. This applies to renewal charges only and does not apply to the Fee paid when a Plan is first purchased.

Consumers in the EU, the EEA and the UK. Nothing in these Terms affects any statutory right the Client may have as a consumer, including the right to withdraw from a distance contract within fourteen (14) days. Where the Client has asked for the Hotspotty Services to be supplied during that withdrawal period, the Client may be charged an amount proportionate to the Services supplied before withdrawal was communicated.

3.9 Changes to Fees

Supplier may change its Fees. A change in Fees never applies to a Billing Period that has already been paid for. Supplier will give the Client at least thirty (30) days' notice by email to the billing contact registered on the Account before an increased Fee applies to a renewal.

If the Client does not accept a Fee change, it may cancel under clause 3.6 before the Renewal Date on which the new Fee would first apply. Cancellation then takes effect as described in clause 3.7.

3.10 Failed payments

If a charge fails, Supplier or its payment processor may re-attempt it. Where a Fee remains unpaid after reasonable attempts to collect it, Supplier may suspend access to paid Features or downgrade the Workspace to the Community Plan. Supplier will notify the Client by email before doing so.

3.11 Free Trials

Where Supplier offers a Free Trial, it gives access to the relevant Plan without payment of a Fee for the period stated at the time of signup. Unless it is clearly disclosed to the Client before the Free Trial begins that the trial converts into a paid Plan, a Free Trial does not convert automatically and no payment method will be charged. Where such a conversion is disclosed and the Client proceeds, clause 3.4 applies from the date of conversion.

3.12 Questions about a charge

If the Client does not recognize or does not agree with a charge, it agrees to contact support@hotspotty.net before initiating a chargeback or payment dispute with its bank or card issuer, so that Supplier can review the charge and, where clause 3.8 applies, refund it. This does not limit any right the Client has to raise a dispute with its payment provider.

4. License to Use the Hotspotty Services

4.1 Grant

Subject to these Terms and to payment of the applicable Fees, Supplier grants the Client a non-exclusive, non-transferable, non-sublicensable and revocable right to access and use the Hotspotty Services during the Subscription Term for the Client's own business and commercial purposes, including planning, monitoring, managing and reporting on hotspots, locations and payouts operated by the Client or by the Client's own customers. Use is limited to the allowances of the Plan held by the Workspace, and may be exercised by the Users the Client authorizes.

4.2 Restrictions

Under this license the Client may not:

• resell, rent, lease or sublicense the Hotspotty Services, or make them available to any third party other than the Users it authorizes, except under a separate written agreement with Supplier;
• copy, modify or create derivative works of the Platform, the App or the software underlying the Hotspotty Services;
• reverse engineer, decompile or disassemble any part of the Hotspotty Services, except to the extent that applicable law expressly permits it despite this restriction;
• access the Hotspotty Services in order to build a competing product or service;
• extract Content in bulk by automated means beyond what any documented Hotspotty API permits, or circumvent the allowances or technical limits of the Plan held by the Workspace;
• remove any copyright or other proprietary notice from the Hotspotty Services or the Content.

4.3 Materials on the public website

The Client and any visitor may view, download and print materials published on the public pages of hotspotty.net for their own reference. Those materials remain the property of Supplier and its licensors and may not be republished or redistributed without Supplier's written permission. This clause applies to the public marketing website only and does not limit the rights granted under clause 4.1.

5. Disclaimer

The materials on Hotspotty's website are provided on an 'as is' basis. Hotspotty makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties including without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights.

6. Limitations

In no event shall Hotspotty or its suppliers be liable for any damages (including, without limitation, damages for loss of data or profit, or due to business interruption) arising out of the use or inability to use the materials on Hotspotty's website, even if Hotspotty or a Hotspotty authorized representative has been notified orally or in writing of the possibility of such damage. Because some jurisdictions do not allow limitations on implied warranties, or limitations of liability for consequential or incidental damages, these limitations may not apply to you.

7. Governing Law and Disputes

7.1 Governing law

These Terms, and any dispute or claim arising out of or in connection with them or their subject matter, are governed by the laws of the State of Delaware, United States of America, without regard to its conflict of law provisions. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

7.2 Venue

Subject to clause 7.3, the state and federal courts located in the State of Delaware have exclusive jurisdiction over any dispute or claim arising out of or in connection with these Terms, and each party submits to the personal jurisdiction of those courts.

7.3 Consumers

Where the Client is a consumer, nothing in clause 7.1 or 7.2 deprives the Client of the protection of the mandatory consumer protection rules of the country in which the Client is resident, and the Client may be entitled to bring proceedings in the courts of that country.

7.4 Assignment

The Client may not assign or transfer these Terms without Supplier's prior written consent. Supplier may assign or transfer these Terms, in whole or in part, to an affiliate or to a successor in connection with a merger, reorganization, change of corporate domicile, or a sale of all or substantially all of its assets. Where such an assignment changes the identity of the contracting entity, Supplier will notify the Client by email to the billing contact registered on the Account or by prominent notice within the Platform.

8. Changes to these Terms

Supplier may update these Terms from time to time. Every version carries a version number and an effective date at the top of this page, and versions that have been superseded remain available at Policy versions so that it can be established which Terms applied at a given point in time.

Where a change materially affects the Client's rights or obligations, including any change to Section 3, Supplier will give at least thirty (30) days' notice before it takes effect, by email to the billing contact registered on the Account or by prominent notice within the Platform. Changes that are required in order to comply with law may take effect on shorter notice where necessary.

Continued use of the Hotspotty Services after the effective date of an updated version constitutes acceptance of that version. A Client that does not accept an updated version may cancel under clause 3.6 before the effective date.

9. Contact Information

If you have any questions about these Terms of Service, please contact us at:

Hotspotty Inc.
8 The Green, Ste R
Dover, DE 19901
United States of America
Email: support@hotspotty.net