Terms of Use

Effective Date: 11th January 2026

1Definitions

Applicable Data Protection Laws
All applicable laws, statutes and regulations relating to the protection of personal data and the privacy of individuals, including the UK GDPR (which has the meaning given in section 3(10) (as supplemented by section 205(4)) of the Data Protection Act 2018); the Data Protection Act 2018 and the Privacy and Electronic Communications Regulations 2003 (SI 2003/226).
Athena (or "The Supplier")
Means Zeus-Ai Solutions Ltd (trading as Athena), a company registered in England and Wales with company number 16793939 and registered office address at 56 Hanley Rd, Hull, HU5 5ST.
Authorised Users
Those employees, agents, and independent contractors of the Customer who are authorised by the Customer to use the Software and the Documentation.
Business Day
A day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.
Business Hours
The period from 9.00 am to 5.00 pm on any Business Day.
Customer
The business entity or individual that purchases the User Subscriptions to use the Software.
Customer Data
The data inputted by the Customer, Authorised Users, or Athena on the Customer's behalf for the purpose of using the Software or facilitating the Customer's use of the Software.
Free Trial
Has the meaning given in clause 4.1.
Free Trial Period
The period of 7 days following the Install Date (or such other period as agreed in writing).
Functionality
Means the AI-powered platform including connections to Customer file systems (including but not limited to SharePoint, Dropbox, Google Drive, OneDrive, Notion), CRMs (Salesforce, HubSpot, Pipedrive), finance systems (Xero and QuickBooks), and other software via secure API to provide the Customer with instant access, document analysis, and insights via a generative AI chat interface.
Install Date
Means the date on which the Software was first accessed by the Customer or an Authorised User via the Web Application or downloaded as a Mobile Application.
Intellectual Property Rights
Patents, utility models, rights to inventions, copyright and related rights, trade marks and service marks, trade names and rights in domain names, rights in get-up, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to preserve the confidentiality of information (including know-how and trade secrets) and any other intellectual property rights, including all applications for (and rights to apply for and be granted), renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist now or in the future, in any part of the world.
Services
The subscription services provided by Athena to the Customer allowing the Customer to have access to and use the Software in accordance with these Terms.
Software
The online software applications provided by Athena as part of the Services, accessible via web browser and/or mobile application (iOS and Android).
Subscription Date
The date the Free Trial Period ends.
Subscription Fees
The monthly licence fee payable by the Customer to Athena under clause 4.
Subscription Period
Means the period from the Subscription Date to the month anniversary of the Subscription Date that follows the service of notice by the Customer to terminate the Subscription Period.
Terms
These terms and conditions.
User Subscriptions
The user subscriptions purchased by the Customer pursuant to clause 4 which allow Authorised Users to access and use the Software in accordance with these Terms.

2These Terms

These Terms shall apply to the Customer's use of the Software and the Services to the exclusion of any other terms that the Customers may seek to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.

3Licence

3.1. Subject to the Customer purchasing the User Subscriptions in accordance with these Terms, and subject to the other provisions set out in these Terms, Athena grants to the Customer a non-exclusive, non-transferable right, without the right to grant sub-licences, to permit the Authorised Users to access and use the Software during the Free Trial Period and the Subscription Period solely for the Customer's internal business operations.

3.2. Athena shall make the Software accessible to the Customer via a web interface and/or mobile application. It is the Customer's responsibility to ensure the Software is compatible with its own devices and systems.

3.3. In relation to scope of use:

  • 3.3.1. For the purposes of clause 3.1, use of the Software shall be restricted to use of the Software in object code form for the purpose of processing the Customer Data for the normal business purposes of the Customer.
  • 3.3.2. The Customer may not use the Software other than as specified in these Terms.
  • 3.3.3. During the course of its use of the Services, the Customer shall not access, store, distribute or transmit any viruses, or any material that is unlawful, harmful, infringing, facilitates illegal activity or is otherwise illegal or causes damage or injury to any person or property, and Athena reserves the right, without liability or prejudice to its other rights to disable the Customer's access to any material that breaches the provision of this clause.

3.4. The Customer shall not, except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties, and except to the extent expressly permitted under these Terms:

  • 3.4.1. Sub-license, assign or novate the benefit or burden of these Terms whole or in part;
  • 3.4.2. Attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Software in any form or media or by any means;
  • 3.4.3. Attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software;
  • 3.4.4. Access or use all or any part of the Services or Software in order to build a product or service which competes with the Services and/or Software; or
  • 3.4.5. Allow the number of Authorised Users to exceed the number of User Subscriptions it has purchased from time to time, without the prior written consent of Athena.

3.5. Athena may at any time sub-license, assign, novate, charge or deal in any other manner with any or all of its rights and obligations under these Terms, provided it gives written notice to the Customer.

3.6. The Customer shall:

  • 3.6.1. Keep a complete and up to date list of current Authorised Users and provide such list to Athena on request;
  • 3.6.2. Ensure that each Authorised User keeps a secure password for their use of the Software and keep that password confidential;
  • 3.6.3. Notify Athena as soon as it becomes aware of any unauthorized use of the Software by any person.

4Free Trial and Subscription

4.1. Athena shall have the discretion to allow each potential Customer a one-time opportunity to use the Software and Services free of charge for one Authorised User during the Free Trial Period for the purpose of evaluating the Software. The Customer installing the Software or creating an account serves as the Customer's acceptance of Athena's offer, and a contract shall be formed between the parties subject to these Terms. The Customer may cancel its subscription by serving notice on Athena at any point during the Free Trial Period.

4.2. Unless the Customer cancels their Free Trial subscription in accordance with clause 4.1, the Free Trial shall automatically convert into a full priced subscription at the end of the Free Trial Period and the Customer shall become liable to pay Athena's monthly Subscription Fees.

4.3. Subscription Fees and Plans:

4.3.1. Organisation / Business Plan

  • The Customer shall designate at least one Admin User, who shall have full access to the Software's administration features, desktop application, and mobile application. The fee for each Admin User is £39.00 per month.
  • Additional Standard Users linked to the Organisation shall have access restricted to the Athena Mobile Application only. The fee for each Standard User is £9.00 per month.
  • Any user requiring full administrative privileges or desktop access must be upgraded to an Admin User subscription at the prevailing Admin User rate (£39.00 per month).

4.3.2. Individual Plan

  • Individual Customers accessing Athena for personal or sole-trader use shall pay £18.00 per month.
  • Individual Plan users are granted full access to the application features (desktop and mobile) but are restricted from adding additional users to their account.

4.4. All payments made by the Customer under these Terms are exclusive of VAT chargeable for the time being.

4.5. The Customer shall provide to Athena valid, up-to-date and complete credit card details and the Customer authorises Athena to bill such credit card on the Subscription Date and each subsequent monthly anniversary.

4.6. If Athena is unable to take payment:

  • 4.6.1. Athena shall have the right to suspend the Customer's access to the Software and Services until the Subscription Fees are received;
  • 4.6.2. Interest shall accrue on a daily basis on such due amounts at an annual rate equal to 4% over the then current base lending rate of the Bank of England.

5Confidentiality and Publicity

5.1. Each party undertakes that it shall not at any time, and for a period of 4 years after termination or expiry of these Terms, disclose to any person any confidential information concerning the business, assets, affairs, customers, clients or suppliers of the other party, except as permitted by clause 5.2.

5.2. Each party may disclose the other party's confidential information:

  • 5.2.1. To its employees, officers, representatives, contractors, subcontractors or advisers who need to know such information for the purposes of exercising the party's rights or carrying out its obligations under these Terms; and
  • 5.2.2. As may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.

5.3. The Customer acknowledges that the Software and the Services are confidential and that the provisions of this clause 5 shall apply.

6Athena's Obligations and AI Disclaimer

6.1. Athena shall perform the Services and provide the Software substantially in accordance with these Terms and with reasonable skill and care.

6.2. AI Disclaimer

The Customer acknowledges that the Software utilises Artificial Intelligence (AI) and Large Language Models (LLMs) to generate responses, analyse documents, and provide insights. The Customer accepts that:

  • 6.2.1. AI-generated outputs may occasionally be inaccurate, incomplete, or misleading ("hallucinations");
  • 6.2.2. The Customer is responsible for verifying the accuracy of any output generated by the Software before relying on it for business, legal, or financial decisions;
  • 6.2.3. Athena does not warrant that the AI analysis will be 100% accurate or free from error.

6.3. Athena is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet.

6.4. Athena does not warrant that the use of the Software shall be uninterrupted or error-free.

7Limits of Liability

7.1. Nothing in these Terms excludes the liability of Athena for death or personal injury caused by Athena's negligence, or for fraud or fraudulent misrepresentation.

7.2. Except as expressly and specifically provided in these Terms:

  • 7.2.1. The Customer assumes sole responsibility for results obtained from the use of the Software by the Customer, and for conclusions drawn from such use;
  • 7.2.2. The Customer assumes sole responsibility for the access permissions and restrictions in its own system as the Software shall sync with any access permissions. Athena shall have no liability for any damage caused by Customer's employees having access to restricted Customer Data via the Software where the Customer has granted such permissions.

7.3. Subject to clause 7.1:

  • 7.3.1. Athena shall have no liability for any: loss of profits, loss of business, wasted expenditure, depletion of goodwill, loss or corruption of data, or any special, indirect or consequential loss; and
  • 7.3.2. Athena's total aggregate liability to the Customer arising from or in connection with these Terms shall not exceed the total Subscription Fees paid in the 12 months preceding Athena's act or omission creating such liability.

8Intellectual Property Rights

8.1. The Customer acknowledges that all Intellectual Property Rights in the Software and the Services belong and shall belong to Athena or the relevant third-party owners. The Customer shall have no rights in or to the Software other than the right to use it in accordance with these Terms.

9Data Protection

9.1. Each party shall comply with all Applicable Data Protection Laws in its processing of personal data under or in connection with these Terms.

9.2. Athena shall process personal data relating to the Customer's employees and/or clients which may include names, contact details, residential address, and financial details. Athena shall process personal data for the purposes of providing the Software and the Services.

9.3. To the extent that Athena processes personal data on behalf of the Customer, Athena shall:

  • 9.3.1. Process that personal data only on the documented instructions of the Customer;
  • 9.3.2. Ensure that it has in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of personal data (including utilizing SOC2 compliant infrastructure);
  • 9.3.3. Notify the Customer without undue delay on becoming aware of a personal data breach;
  • 9.3.4. Delete or return to the Customer all personal data on termination or expiry of these Terms.

9.4. The Customer provides its prior, general authorisation for Athena to appoint sub-processors (including but not limited to Supabase, OpenAI, Anthropic) to process the Customer Personal Data, provided that Athena ensures that the terms on which it appoints any processor comply with Applicable Data Protection Laws.

9.5. The Customer acknowledges that Athena may transfer Customer Personal Data outside of the UK as required for the provision of the Services (e.g. to US-based AI providers), provided that Athena ensures that all transfers are effected in accordance with Applicable Data Protection Laws (using Standard Contractual Clauses or Data Privacy Frameworks where applicable).

10Termination

10.1. The Customer may cancel any or all User Subscriptions at any time by serving no less than 7 days' notice prior to the next Subscription Fees falling due.

10.2. Athena may terminate these Terms with immediate effect by giving written notice to the Customer, at any time.

10.3. Either party may terminate these Terms with immediate effect if the other party commits a material breach of any term of these Terms and fails to remedy that breach within 14 days.

10.4. On termination for any reason:

  • 10.4.1. All licences granted under these Terms shall immediately terminate;
  • 10.4.2. The Customer shall immediately pay to Athena any sums due;
  • 10.4.3. Athena shall delete Customer Data in accordance with its Data Retention Policy.

11General

11.1. Waiver. A waiver of any right or remedy is only effective if given in writing.

11.2. Entire Agreement. These Terms contain the whole agreement between the parties relating to the subject matter hereof.

11.3. Variation. No variation of these Terms shall be effective unless it is in writing and signed by the parties.

11.4. Severance. If any provision of these Terms is invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity of the rest of these Terms.

11.5. Third-party Rights. These Terms do not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999.

11.6. Force Majeure. Neither party shall be liable for any delay or failure in the performance of its obligations resulting from events beyond its reasonable control.

11.7. Notices. Any notice given to a party under or in connection with these Terms shall be in writing and sent by email to lee@zeus-ai.co.uk (for Athena) or the Customer's registered email address.

11.8. Governing Law and Jurisdiction. These Terms and any dispute or claim arising out of or in connection with it shall be governed by and construed in accordance with the law of England and Wales. The courts of England and Wales shall have exclusive jurisdiction.

If you have any questions about these Terms, please contact:

Athena Support Team

Email: lee@zeus-ai.co.uk

Website: www.askathena-ai.co.uk