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LegalEffective May 16, 2026

Terms & Conditionsof Sale

Heliponix, LLC d/b/a anu. These Terms govern every order, subscription, and service we provide. Please read them carefully — by placing an order or creating an account, you agree to them.

Important

By checking the box at checkout, creating an account, submitting a purchase order, signing a quote, or placing an order through the Website, by email, or by invoice, you agree to these Terms and Conditions of Sale. If you are ordering on behalf of a business or other entity, you represent that you have authority to bind that entity.

01

Scope and Order of Precedence

These Terms govern all sales of seed pods, Growpods, container farms, seed pod adapter kits, replacement parts, subscriptions, accessories, support, training content, and related goods or services sold by the Company unless the Company signs a separate written agreement that expressly overrides these Terms.

If there is a conflict among the parties documents, the following order of precedence applies: (a) a separate written agreement signed by both parties, (b) an approved quote or order confirmation issued by the Company, (c) these Terms, and (d) any customer purchase order or other customer form. Any additional or inconsistent terms in a customer purchase order, procurement portal, vendor registration, email, or similar document are rejected and do not apply unless the Company expressly accepts them in a signed writing.

02

Eligibility, Business Use, and Customer Responsibilities

You must be at least 18 years old to place an order through the Website. If you purchase for a school, hospital, business, nonprofit, government entity, or other organization, you represent that you are an authorized agent of that organization.

You are responsible for selecting products appropriate for your intended use, ensuring that the installation site is suitable, providing utilities and environmental conditions required for operation, following all instructions, training materials, safety notices, and standard operating procedures, and complying with all applicable laws, codes, and regulations.

  • No resale, reverse engineering, disassembly, unauthorized modification, or misuse of products is permitted except as required by applicable law.
  • You are responsible for all users, operators, contractors, technicians, and other persons who access or use the products under your account or at your site.
03

Orders, Acceptance, and Payment

All orders are subject to acceptance by the Company. The Company may reject, limit, delay, or cancel any order in its sole discretion, including for pricing errors, suspected fraud, credit concerns, supply limitations, sanctions compliance, or suspected misuse.

Accepted payment methods include all major credit cards, debit cards, Apple Pay, and Google Pay. Payment is due at the time of order unless the Company expressly approves other terms in writing.

You authorize the Company and its payment processors to charge the full order amount, including taxes, freight, storage, handling, duties, and other applicable fees, to the payment method provided.

  • If a payment is reversed, declined, or not received when due, the Company may suspend performance, cancel orders, revoke subscription benefits, withhold shipments, or require a different payment method.
  • The Company is not responsible for payment processor outages, bank delays, card issuer actions, or similar third party payment failures.
04

Pricing, Taxes, and Quotes

All prices are listed in U.S. dollars unless stated otherwise. Published prices may change at any time before the Company accepts an order. A quote or proposal expires on the date stated in the quote or, if no date is stated, 15 calendar days after issuance.

You are responsible for all sales, use, excise, value-added, gross receipts, import, customs, and other taxes or governmental charges arising from the transaction, other than taxes based on the Company net income. If you claim an exemption, you must provide valid documentation before the order is processed.

05

Subscription Terms and Auto-Renewal

Certain products are sold through a recurring subscription model. Unless otherwise stated in the applicable product listing or order confirmation, seed pod subscriptions renew automatically every 36 days.

By purchasing a subscription, you expressly authorize recurring charges to your selected payment method until you cancel. Changes to plant selection, quantity, or shipping details must be made before the next renewal is processed.

One pause of a single 36-day cycle is permitted during each rolling 12-month period unless the Company approves otherwise in writing. During a pause, any subscription-linked warranty or service benefits are suspended.

  • Subscription orders are production orders. No credits, rollovers, or retroactive adjustments apply to unused pods or missed usage.
  • The Company may adjust subscription pricing on or after the first anniversary of the initial subscription start date, and after that upon reasonable prior notice as required by law.
  • If you cancel and later restart, continuity-based benefits, including any extended subscription-linked warranty status, restart unless the Company states otherwise in writing.
06

Shipping, Lead Times, Delivery, and Risk of Loss

The Company currently ships only within the United States. Seed pods generally ship within 5 to 10 business days via USPS and include free standard shipping unless the product page states otherwise. Growpods generally have an estimated lead time of about 6 weeks, and shipping charges are calculated at checkout or on the applicable quote. Carrier selection for Growpods, container farms, and other large systems may vary.

Any ship date, lead time, or delivery window is an estimate only and is not guaranteed. Delays caused by manufacturing constraints, freight disruptions, weather, customs, labor shortages, force majeure events, customer delays, or carrier issues do not create a right to cancel, offset, charge back, or recover consequential damages unless required by non-waivable law.

Risk of loss and title transfer to you upon delivery to the shipping address, loading dock, site, or carrier, whichever occurs first under the applicable shipment method. You are responsible for inspecting shipments promptly upon receipt and noting visible damage on the carrier record when possible.

  • Any claim for shipping damage, shortage, or incorrect shipment must be submitted to support@growanu.com promptly with photographs, shipment details, and a description of the issue.
  • Failure to provide accurate delivery information, site access, unloading capacity, or receiving contact information may result in additional storage, redelivery, or handling fees.
07

Returns, Damage Claims, and Refunds

All sales are final except as expressly stated in these Terms or required by applicable law. Seed pods, subscriptions, custom-configured systems, installed products, used products, opened consumables, and products damaged by misuse or improper storage are non-returnable.

If goods arrive visibly damaged or materially defective, contact support@growanu.com and include the order number, delivery date, photographs, and a concise explanation of the issue. The Company will review requests case by case and may choose, in its sole discretion, to repair, replace, issue store credit, or approve a return.

Do not return any goods without written return authorization from the Company. Unauthorized returns may be refused or discarded at your expense.

08

Limited Warranty; Subscription-Linked Support; Exclusions

The Company provides a limited manufacturer warranty for system components for six months beginning on the date of delivery, subject to these Terms and any product-specific written warranty statement. For qualifying subscription customers, an additional subscription-linked support program may become available after six continuous active subscription auto-reorders and remain available only while the subscription remains active and current.

Unless a separate written warranty states otherwise, the subscription-linked support program is limited to critical replacement parts for modular tower components such as pumps, motors, LEDs, and sensors, reasonable instructional materials, and reimbursement of up to $100 per approved claim for third party repair labor when the Company requests and receives required receipts and confirmation materials.

  • The warranty does not cover consumables, normal wear and tear, cosmetic issues, software or connectivity issues not caused by the Company, damage from misuse, neglect, abuse, accident, vandalism, improper installation, improper cleaning, improper storage, unauthorized modifications, acts of God, utility failures, third party equipment, environmental conditions outside specified ranges, or work performed by unapproved persons unless the Company expressly authorizes the repair path.
  • You are solely responsible for maintaining backup parts, emergency procedures, crop protection measures, and safe storage of any spare parts provided.
  • Repair or replacement described in this Section is your exclusive remedy for any warranty claim unless required otherwise by non-waivable law.
09

Warranty Disclaimer and No Reliance

Except for the express limited warranty above and to the maximum extent permitted by law, all products, services, software, content, support, and training are provided as is, as available, and with all faults. The Company disclaims all other warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, quiet enjoyment, accuracy, or results.

You acknowledge that agricultural and horticultural outcomes depend on many variables outside the Company control, including operator choices, environmental conditions, water quality, storage conditions, sanitation, pest pressure, facility operations, and third party equipment. The Company does not warrant or guarantee germination rates, crop quality, shelf life, food safety outcomes, contamination avoidance, labor savings, return on investment, uptime, harvest timing, yield, regulatory compliance, or commercial success.

You further acknowledge that you are not relying on any oral statement, sales presentation, projection, marketing material, estimated savings model, compatibility statement, or course of dealing except as expressly stated in a written agreement signed by the Company.

Remote Diagnostics & Connectivity Requirement

Customer acknowledges that remote diagnostic monitoring may be necessary for anu to evaluate warranty claims, operational alerts, system performance, and component failures. Customer agrees to make commercially reasonable efforts to maintain the cultivation system connected to an active internet connection via Ethernet or Wi-Fi whenever reasonably available.

Customer further acknowledges that remote diagnostic data may assist anu in distinguishing between equipment defects, environmental conditions, power interruptions, user error, connectivity disruptions, or other operational events outside anu’s control.

Failure to maintain reasonable system connectivity shall not automatically void warranty coverage; however, anu reserves the right to deny, limit, or delay warranty claims where the absence of diagnostic data materially impairs anu’s ability to reasonably determine the cause of a claimed failure, malfunction, or loss event.

Customer acknowledges that temporary internet outages, power interruptions, or other events outside Customer’s reasonable control shall not alone constitute a breach of this requirement. anu does not guarantee uninterrupted remote monitoring services, cloud connectivity, or continuous diagnostic data availability.

Customer remains solely responsible for maintaining appropriate electrical service, backup power protection, surge protection, environmental safeguards, and internet connectivity appropriate for operation of the system.

Commercially Reasonable Plumbing Requirement

Customer acknowledges that the cultivation system is designed and intended to operate with a properly installed and continuously available water supply connection in accordance with anu installation specifications and operating guidelines. Customer agrees to make commercially reasonable efforts to maintain the system in a properly plumbed configuration during normal operation. The customer remains solely responsible for monitoring and maintaining adequate site water pressure, drainage capacity, and freeze protection appropriate for operation of the system.

Failure to maintain proper plumbing connections, water supply availability, drainage, leak prevention measures, or other recommended installation conditions shall not automatically void warranty coverage; however, anu reserves the right to deny, limit, or delay warranty claims where improper plumbing configuration, interrupted water supply, manual operation outside intended system design, or inadequate installation conditions materially contributed to the claimed failure, malfunction, crop loss, leak event, or other damages.

10

Product Use, Site Conditions, and Customer Obligations

You are solely responsible for site readiness, utilities, internet and network conditions where applicable, environmental controls, water supply, sanitation, operator training, food handling practices, inventory rotation, and compliance with any health, safety, labor, licensing, zoning, building, electrical, environmental, educational, hospital, or agricultural requirements that apply to your use case.

The Company may provide onboarding materials, videos, manuals, remote guidance, suggested operating parameters, and limited technical support, but you retain full responsibility for operating decisions, site supervision, repairs performed by your chosen technician, and all outcomes at your facility.

11

Third Party Systems and Aftermarket Use

Any reference to a third party brand, system, product, or trademark is solely for identification, comparison, or compatibility purposes and does not imply affiliation, sponsorship, endorsement, certification, or approval. All third party marks remain the property of their respective owners.

If you use any seed pod, adapter kit, accessory, or other Company product with a third party or unsupported system, you do so voluntarily and entirely at your own risk. The Company makes no representation or warranty regarding fit, compatibility, performance, safety, crop outcomes, regulatory compliance, or durability in any third party or unsupported system.

  • No warranty applies to third party or unsupported use except to the limited extent, if any, expressly required by law.
  • You assume all responsibility for testing, validation, and suitability determinations for third party use.
12

Limitation of Liability

To the maximum extent permitted by law, the Company and its owners, managers, directors, officers, employees, affiliates, agents, suppliers, licensors, and contractors will not be liable for any indirect, incidental, special, exemplary, punitive, or consequential damages, or for any loss of profits, revenue, business, contracts, data, goodwill, use, crop, inventory, opportunity, or reputation, even if advised of the possibility of such damages.

To the maximum extent permitted by law, the aggregate liability of the Company arising out of or relating to any order, product, subscription, service, website, or these Terms will not exceed the greater of (a) the amounts actually paid by you to the Company for the specific product or service giving rise to the claim during the 12 months before the event giving rise to the claim, or (b) U.S. $100.

The parties agree that these limitations are a material basis of the bargain and will apply regardless of the theory of liability, including contract, tort, negligence, strict liability, warranty, indemnity, or otherwise.

13

Indemnification

You will defend, indemnify, and hold harmless the Company and its owners, managers, directors, officers, employees, affiliates, agents, suppliers, licensors, successors, and assigns from and against any and all claims, demands, actions, investigations, liabilities, damages, judgments, fines, penalties, losses, costs, and expenses, including reasonable attorneys fees, arising out of or relating to: (a) your breach of these Terms, (b) your site conditions or operations, (c) your installation, use, misuse, resale, or modification of the products, (d) your violation of law or third party rights, (e) your use of products with third party or unsupported systems, (f) personal injury, property damage, crop loss, contamination, or food safety issues at your site except to the extent finally determined by a court to have been caused solely by the Company gross negligence or willful misconduct, or (g) any dispute between you and your customers, employees, contractors, invitees, regulators, or other third parties.

14

Chargebacks, Collections, and Suspensions

Before initiating a chargeback, payment reversal, or bank dispute, you agree to contact support@growanu.com and make a good faith effort to resolve the issue. A chargeback or reversal initiated without a good faith basis, after delivery, or contrary to these Terms constitutes a material breach.

If a chargeback, reversal, or delinquency occurs, the Company may suspend shipments and subscriptions, revoke discounts or warranty-linked benefits, recover the unpaid amount, recover related fees and costs, place the account on hold, and pursue collection or legal remedies to the fullest extent permitted by law.

15

Accounts, Website Use, and Electronic Communications

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. Notify the Company promptly of any suspected unauthorized use.

By using the Website or placing an order, you consent to receive electronic communications from the Company relating to your account, orders, subscriptions, invoices, shipping, product notices, service updates, and these Terms. Marketing communications remain subject to applicable consent requirements and opt-out rights.

16

Intellectual Property

The Website and all manuals, videos, software, photos, product names, branding, text, graphics, designs, data, and other content made available by the Company are owned by or licensed to the Company and are protected by intellectual property laws. No license is granted except the limited right to use the products and materials for their intended purpose under these Terms.

17

Confidentiality of Non-Public Materials

If the Company provides you with non-public pricing, technical information, implementation plans, training content, performance data, or other non-public materials, you will use them solely for your internal evaluation and use of the products and will not disclose them to third parties except to your employees and contractors who need to know and are bound by confidentiality obligations at least as protective as this Section.

18

Force Majeure

The Company will not be liable for any delay, shortage, failure, or inability to perform caused by events beyond its reasonable control, including natural disasters, epidemics, pandemics, utility failures, labor disputes, acts of government, war, terrorism, civil unrest, cybersecurity events, supplier failures, component shortages, freight disruptions, or carrier delays. During any such event, the Company may allocate inventory, extend lead times, suspend performance, or cancel affected orders without liability other than refunding amounts actually paid for undelivered goods where required.

19

Governing Law, Venue, and Jury Trial Waiver

These Terms and any dispute arising out of or relating to them will be governed by the laws of the State of Indiana, without regard to conflict of laws rules. The state and federal courts located in or serving Vanderburgh County, Indiana will have exclusive jurisdiction, and each party irrevocably submits to that jurisdiction and venue.

To the maximum extent permitted by law, each party waives any right to a jury trial in any proceeding arising out of or relating to these Terms or the transactions contemplated by them.

20

Miscellaneous

These Terms constitute the entire agreement between you and the Company regarding the subject matter and supersede prior or contemporaneous communications on that subject unless a later signed writing states otherwise.

No waiver is effective unless in writing and signed by the waiving party. If any provision is held unenforceable, the remaining provisions will remain in effect, and the unenforceable provision will be enforced to the maximum extent permitted. You may not assign your rights or obligations without the Company written consent. The Company may assign these Terms in connection with a merger, sale, financing, or reorganization. Section headings are for convenience only and do not affect interpretation.

Questions?

We’re here to help clarify anything.

If anything in these Terms needs clarification, or you have a specific concern about your order, subscription, or warranty, reach out to our team directly.

support@growanu.com