1. Parties and Definitions
1.1 The Provider
Aitronyx Ltd, company number 16965157, registered at Gibson House, Old Chapel Lane, Charter Alley, Hampshire RG26 5PX ("we", "us", "our", "Aitronyx").
1.2 The Customer
Any organisation or sole trader acting in the course of business that registers for the Platform, and each Authorised User accessing the Platform under that registration ("you", "your", "Customer").
1.3 Defined Terms
- AI Output: any content generated by the Platform artificial intelligence systems, including risk reports, clause analyses, negotiation letters and other automatically generated documents.
- Authorised User: an individual within the Customer organisation who is granted access credentials to the Platform under the Customer subscription.
- Customer Content: documents, text and other material uploaded to, entered into or generated by the Customer on the Platform.
- Documentation: the Platform published user guides, help materials and specifications.
- Fees: the subscription charges and any usage-based charges payable for the Platform as shown on the website or in an order.
- Platform: the Beacon HQ software-as-a-service product operated by Aitronyx Ltd.
- Subscription Term: the period during which the Customer is entitled to access the Platform in exchange for the Fees.
2. Business Use Only
The Platform is a business-to-business service provided to UK specialist subcontractors and other construction professionals. It is not intended for, offered to, or suitable for use by consumers within the meaning of the Consumer Rights Act 2015. By registering you warrant that you are acting wholly in the course of a business, trade, craft or profession.
Sole traders may use the Platform provided that they use it only for business purposes related to their trade.
3. The Platform
3.1 What the Platform Does
The Platform provides AI-assisted analysis of construction subcontracts, generates risk reports and negotiation correspondence, and supports related commercial workflows. Additional modules may be introduced from time to time.
3.2 Nature of AI Output
AI Output is generated automatically by large language models. It is not reviewed by a human before delivery. It may fail to identify relevant clauses, may misinterpret contract terms, and may suggest amendments that are unsuitable for your particular circumstances. AI Output is not a substitute for review by a suitably qualified professional. Our AI Output Disclaimer, available at usebeaconhq.com/disclaimer, is incorporated into these Terms by reference and forms part of the agreement between us.
3.3 Health and Safety Documentation
Any health and safety document generated by the Platform must be reviewed and formally approved by a competent person within your organisation before it is issued, displayed on site or otherwise put into use. The organisation issuing such a document remains solely responsible for compliance with the Health and Safety at Work etc. Act 1974, the Management of Health and Safety at Work Regulations 1999, the Construction (Design and Management) Regulations 2015, COSHH and all other applicable health, safety and welfare legislation.
3.4 Changes to the Platform
We may enhance, modify or discontinue features of the Platform. We will not materially reduce the core functionality of a module you have subscribed to during your Subscription Term without reasonable notice and the option of a pro-rata refund of Fees paid for the unexpired portion of the Subscription Term.
4. Accounts, Subscription Term and Free Trial
4.1 Account Creation
You must register using a valid business email address and provide accurate and current information. You are responsible for keeping your login credentials confidential and for all activity under your account.
4.2 Authorised Users
You may create Authorised Users up to the limit stated in your subscription plan. You are responsible for the acts and omissions of each Authorised User. Access is on an individual named-user basis; sharing of credentials is not permitted.
4.3 Free Trial
We offer a 14-day free trial. A valid payment method (card or Bacs Direct Debit) must be registered before the trial begins. No charge is taken during the trial period. At the end of the trial, unless you have cancelled, your subscription will automatically convert to a paid subscription and the first payment will be collected. We will send you an email reminder at least three days before the trial ends. You may cancel at any time during the trial from the billing settings within the Platform.
4.4 Subscription Term
Paid subscriptions are rolling monthly (or annual where offered) and renew automatically. You may cancel at any time from your billing settings. On cancellation, your access continues to the end of the paid period. No refund is given for any unused portion of a paid period.
5. Fees, Billing and Taxes
5.1 Fees
Fees are as shown on the Platform website at the point of purchase and are exclusive of VAT, which will be added where applicable.
5.2 Payment
Payment is processed by Stripe Payments UK Ltd. Fees are collected in advance by card or Bacs Direct Debit. By providing a payment method you authorise us and Stripe to collect recurring Fees in accordance with your subscription plan.
5.3 Price Changes
We may change Fees on 30 days notice. Price changes take effect at your next renewal. If you do not accept a price change you may cancel your subscription before it takes effect.
5.4 Late Payment
If a payment fails, we will retry and notify you. If the payment remains unpaid after 14 days we may suspend access to the Platform. We reserve the right to charge interest on overdue amounts at the statutory rate under the Late Payment of Commercial Debts (Interest) Act 1998.
5.5 Refunds
Fees are non-refundable except where these Terms or applicable law expressly provide otherwise.
6. Acceptable Use
You must not:
- use the Platform unlawfully or in breach of these Terms;
- upload malware, infringing content, or special category personal data;
- use the Platform to provide a competing service or benchmark against competing products;
- reverse engineer, decompile, disassemble or otherwise attempt to derive source code;
- scrape, crawl, mass-download or otherwise extract data beyond normal use;
- circumvent access controls, usage limits or other Platform controls;
- impersonate another person or organisation;
- interfere with or disrupt the Platform, its security, or other users.
We may suspend access immediately for breach of this clause.
7. Intellectual Property
7.1 Platform IP
We own, or are licensed to use, all intellectual property rights in the Platform, the Documentation, our AI prompts, workflows, templates and branding.
7.2 Customer Content
You retain all intellectual property rights in your Customer Content. You grant us a non-exclusive, worldwide, royalty-free licence to host, process and display Customer Content solely to provide the Platform to you.
7.3 No AI Training
We do not use Customer Content or AI Output to train or fine-tune any artificial intelligence model. We do not use Customer Content or AI Output for product demonstrations, marketing, benchmarking or any purpose other than providing the Platform to you.
7.4 AI Output Ownership
You are free to use AI Output within your business. Because AI Output is generated by general-purpose models, similar output may be generated for other customers; you do not acquire any exclusive right in AI Output.
7.5 Feedback
If you provide feedback or suggestions about the Platform you grant us a perpetual, irrevocable, royalty-free licence to use that feedback without restriction.
8. Data Protection
Our Privacy Policy, available at usebeaconhq.com/privacy, is incorporated into these Terms by reference. Where we process personal data on your behalf, the Data Processing Addendum in Annex 1 of the Privacy Policy applies. You warrant that you have a lawful basis to upload any personal data contained in Customer Content.
9. Service Availability and Support
9.1 Availability
We will use commercially reasonable efforts to keep the Platform available. We do not guarantee any particular level of uptime. Planned maintenance will be notified in advance where reasonably practicable. Unscheduled maintenance may occur where necessary to address security or stability issues.
9.2 Support
Support is provided by email at legal@aitronyx.com during UK business hours. We will respond within a reasonable time based on the nature of the enquiry.
10. Warranties
10.1 Authority
Each party warrants that it has authority to enter into these Terms.
10.2 Reasonable Care and Skill
We warrant that the Platform will be provided with reasonable care and skill. If we breach this warranty, your sole remedy is for us to re-perform the defective service or, at our option, to refund the Fees attributable to the defective service.
10.3 No Other Warranties
Except as expressly set out in these Terms, we give no warranties, express or implied. In particular, we do not warrant that AI Output is accurate, complete or suitable for any particular purpose, or that the Platform will be uninterrupted or error-free.
11. Limitation of Liability
11.1 Liabilities Not Excluded
Nothing in these Terms excludes or limits liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) liability under the Consumer Protection Act 1987; or (d) any other liability that cannot lawfully be excluded.
11.2 Excluded Losses
Subject to clause 11.1, we are not liable for:
- loss of profit, revenue, business, anticipated savings or goodwill;
- loss or corruption of data;
- losses arising from commercial, contractual, legal or operational decisions made on the basis of AI Output;
- losses arising from reliance on AI Output without independent professional review;
- losses arising from the use of unapproved health and safety documents on site or in operations;
- indirect, special or consequential losses.
11.3 Overall Cap
Subject to clause 11.1, our total aggregate liability arising out of or in connection with these Terms is capped at the greater of (a) £100 or (b) the total Fees paid or payable by you to us in the 12 months preceding the event giving rise to liability. Where liability arises during the free trial period, the cap is £100.
11.4 Reasonableness
You acknowledge that the limitations in this clause 11 are reasonable given the nature of the Platform and the Fees payable.
12. Indemnity
You indemnify us against all losses, damages, costs and expenses (including reasonable legal fees) arising from: (a) Customer Content that infringes third-party rights or is unlawful; (b) your breach of the Acceptable Use clause; or (c) any prohibited use of AI Output.
13. Suspension and Termination
13.1 Termination for Convenience
You may cancel renewal at any time from your billing settings; termination is effective at the end of the current paid period. We may terminate on 30 days written notice and will refund a pro-rata portion of prepaid Fees covering the unused period.
13.2 Termination for Cause
Either party may terminate immediately for material breach that is not cured within 14 days of written notice, or on the other party becoming insolvent, entering administration or ceasing to trade.
13.3 Consequences
On termination: your access to the Platform ends; we will retain your data for 30 days to allow export; after 30 days we will delete your data in accordance with our Privacy Policy; clauses that by their nature should survive termination (including clauses 7, 11, 12, 14 and 15) will survive.
14. Confidentiality
Each party will keep the other party non-public information confidential and will disclose it only to personnel who need to know for the purposes of these Terms, and as required by law, regulator or court order. This obligation does not apply to information that is or becomes public through no fault of the receiving party, or that was lawfully known to the receiving party without obligation of confidence.
15. General
15.1 Entire Agreement
These Terms, together with the Privacy Policy and AI Output Disclaimer, constitute the entire agreement between the parties and supersede prior discussions.
15.2 Variation
We may vary these Terms on 30 days notice. If you do not accept a variation you may cancel your subscription before it takes effect.
15.3 Assignment
You may not assign these Terms without our consent. We may assign these Terms in connection with a corporate transaction.
15.4 No Third-Party Rights
A person who is not a party to these Terms has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms.
15.5 Notices
Notices to us must be sent to legal@aitronyx.com. Notices to you will be sent to the email address registered on your account.
15.6 Force Majeure
Neither party is liable for failure or delay caused by events beyond its reasonable control. If such events continue for more than 60 days, either party may terminate on written notice.
15.7 Severability
If any provision is found unenforceable, the remainder will continue in full force.
15.8 No Waiver
Failure or delay in enforcing a right is not a waiver of that right.
15.9 Governing Law and Jurisdiction
These Terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction over any disputes.
Contact
Aitronyx Ltd (company number 16965157)
Gibson House, Old Chapel Lane, Charter Alley, Hampshire RG26 5PX
legal@aitronyx.com • usebeaconhq.com