BeaconHQ — Terms of Service

Operated by: Aitronyx Ltd (company number 16965157), trading as BeaconHQ Registered office: Grove House, Lutyens Close, Chineham Court, Basingstoke, Hampshire RG24 8AG Effective from: 1 June 2026 Last updated: 4 June 2026 Version: 1.4

These Terms of Service govern your access to and use of the BeaconHQ platform. Please read them carefully. By registering for or using the Service, you agree to be bound by these Terms.

1. Definitions and interpretation

1.1 In these Terms, the following definitions apply:

• "Account" — the registered customer account through which the Customer accesses the Service, including all User accounts associated with the Customer's Organisation.
• "Acceptable Use Policy" — the BeaconHQ Acceptable Use Policy, incorporated by reference into these Terms and available on our website, as amended from time to time.
• "Aitronyx", "we", "us" or "our" — Aitronyx Ltd, a company incorporated in England and Wales with company number 16965157, whose registered office is at Grove House, Lutyens Close, Chineham Court, Basingstoke, Hampshire RG24 8AG.
• "Allowance" — the number of Reviews included in the Subscription Fee for a given Billing Period under the Customer's chosen Subscription Tier, as set out in clause 6.
• "Beta Customer" — a Customer accepted onto the Beta Tier under clause 8.
• "Beta Tier" — the limited founding-member subscription option described in clause 8, available to no more than ten (10) Customers.
• "Billing Period" — a calendar month, commencing on the day of the month corresponding to the Customer's Subscription Start Date and ending on the day immediately preceding the same day in the following month.
• "BeaconHQ Risk" or "the Module" — the contract risk analysis software-as-a-service module forming part of the Service, as described at https://usebeaconhq.com.
• "Commitment Period" — the initial twelve (12) month committed term of the Customer's subscription under clause 9, applicable to all Subscription Tiers (Production and Beta).
• "Customer" or "you" — the Organisation that has entered into these Terms by completing the registration process and agreeing to be bound by these Terms.
• "Customer Data" — any data, content, contracts, documents or other materials uploaded to, generated within, or otherwise submitted to the Service by the Customer or its Users.
• "Data Processing Agreement" or "DPA" — the BeaconHQ Data Processing Agreement, incorporated by reference into these Terms and available on our website, which governs our processing of personal data on the Customer's behalf.
• "Effective Date" — the date on which the Customer first accepts these Terms by completing registration and providing payment details.
• "Free Trial" — the fourteen (14) day evaluation period described in clause 7.
• "Hybrid Billing Mode" — the optional overage billing configuration described in clause 12.4, under which Reviews requested in excess of the Allowance require explicit Customer approval before processing.
• "Organisation" — the business entity (typically a limited company, partnership or sole trader) on whose behalf the Customer is registering, and which is the legal party to these Terms.
• "Output" — the contract risk analysis reports, identified clauses, suggested negotiation language, classifications, and any other content produced by the Service in response to Customer Data.
• "Overage" — any Review processed in a Billing Period that exceeds the Customer's Allowance for that Billing Period.
• "Overage Rate" — the per-Review charge applicable to Overage Reviews under the Customer's Subscription Tier, as set out in clause 6.
• "Privacy Policy" — the BeaconHQ Privacy Policy, incorporated by reference into these Terms and available on our website.
• "Production Tier" — any of the Starter, Professional or Enterprise tiers described in clause 6, as distinct from the Beta Tier.
• "Renewal Term" — each successive twelve (12) month committed term for which the Subscription renews automatically at the end of the Commitment Period, or at the end of the preceding Renewal Term, in accordance with clause 9.4.
• "Review" — a single execution of the contract risk analysis pipeline by the Service in response to a Customer instruction, regardless of the number of Users who view, share or re-open the resulting Output. Each separate instruction to analyse a contract document constitutes one Review, including re-runs of previously analysed documents.
• "Service" — the BeaconHQ Software-as-a-Service platform operated by Aitronyx, including the BeaconHQ Risk Module and any future modules made available to the Customer under their Subscription.
• "Subscription" — the Customer's right to access and use the Service under these Terms, in accordance with the Subscription Tier selected and Subscription Fee paid.
• "Subscription Fee" — the monthly fee payable by the Customer for access to the Service at the Customer's chosen Subscription Tier, as set out in clause 6.
• "Subscription Start Date" — the date on which the Customer's Free Trial converts to a paid Subscription, or, where no Free Trial applies, the Effective Date.
• "Subscription Tier" — the level of Service to which the Customer has subscribed (Starter, Professional, Enterprise, or Beta), as set out in clauses 6 and 8.
• "Terms" — these Terms of Service, together with any documents expressly incorporated by reference, including the Privacy Policy, AI Output Disclaimer, Acceptable Use Policy and Data Processing Agreement, as amended from time to time.
• "User" — an individual authorised by the Customer to access and use the Service under the Customer's Account, subject to any user-count limits applicable to the Customer's Subscription Tier.
• "VAT" — United Kingdom Value Added Tax. At the Effective Date, Aitronyx is not registered for VAT and does not charge VAT on the Service. If Aitronyx becomes VAT-registered during the Subscription, VAT will be added to invoices from the date of registration onwards at the prevailing rate, in accordance with applicable law.

1.2 Headings are for convenience only and do not affect interpretation. 1.3 References to clauses are to clauses of these Terms unless otherwise indicated. 1.4 The words "including", "includes", "such as" and similar expressions are illustrative and do not limit the meaning of the words preceding them. 1.5 Words in the singular include the plural and vice versa. 1.6 References to legislation include any subordinate legislation made under it and any subsequent re-enactment of it.

2. About these Terms

2.1 These Terms constitute a binding agreement between Aitronyx and the Customer governing the Customer's use of the Service. By completing registration, providing payment details, or otherwise accessing the Service, the Customer agrees to be bound by these Terms.

2.2 The person completing registration on behalf of an Organisation warrants that they have authority to bind that Organisation to these Terms. The Customer (being the Organisation, not the individual registrant) is the legal party to these Terms.

2.3 These Terms incorporate by reference the BeaconHQ Privacy Policy, the AI Output Disclaimer, the Acceptable Use Policy and the Data Processing Agreement. Each is available on our website and may be updated by Aitronyx in accordance with clause 23.

2.4 These Terms supersede any prior representations, communications or agreements between the parties relating to the Service, except where such prior representations have been expressly incorporated into these Terms in writing.

3. Eligibility and acceptance

3.1 The Service is offered to Organisations established and operating in the United Kingdom only. The Customer warrants that:

• the Organisation is a legal business entity (limited company, partnership, sole trader or equivalent) established in the United Kingdom;
• the Organisation operates principally in or in connection with the United Kingdom construction industry, including but not limited to specialist subcontracting, main contracting, and related professional services;
• the individual registering on behalf of the Organisation is at least 18 years old; and
• the Customer is not a competitor of Aitronyx, and is not registering for the purpose of monitoring the Service's features, performance, or pricing for competitive purposes.

3.2 Aitronyx reserves the right to refuse registration, suspend, or terminate any Customer Account where it has reasonable grounds to believe the Customer does not meet the eligibility criteria in clause 3.1, including for the purpose of preventing fraud or misuse.

4. The Service

4.1 The Service is a software-as-a-service platform that provides automated contract risk analysis using artificial intelligence (AI) techniques. The Service analyses contract documents uploaded by the Customer and produces Output identifying potential commercial, legal, and operational risks, along with suggested negotiation positions.

4.2 The current scope of the Service is the BeaconHQ Risk Module. Aitronyx may, at its discretion, make additional modules available within the BeaconHQ platform over time. Access to any future modules will require a separate subscription or upgrade as notified by Aitronyx.

4.3 The Service is provided as-a-service, hosted and operated by Aitronyx using third-party cloud service providers. The Customer is not granted any rights to download, install, modify, or otherwise replicate the Service software.

4.4 The Customer acknowledges that the Service uses third-party AI models, including large language models supplied by Anthropic, PBC. Aitronyx may change the AI models or model providers it uses from time to time, provided the change does not materially diminish the Service's analytical capability. Any change involving a new sub-processor that processes personal data will be handled in accordance with the sub-processor change provisions of the Data Processing Agreement.

5. Account creation and access

5.1 To use the Service, the Customer must create an Account by providing the information requested at registration, including a valid email address, Organisation name, and payment details.

5.2 The Customer is responsible for maintaining the confidentiality of Account credentials and for all activities that occur under the Account. The Customer must notify Aitronyx immediately of any unauthorised access or use of the Account.

5.3 The Customer's Subscription Tier determines the maximum number of Users who may access the Account, as set out in clause 6. The Customer is responsible for ensuring its Users comply with these Terms.

5.4 All Reviews initiated by any User count against the Organisation's monthly Allowance, regardless of which User initiated the Review.

5.5 Aitronyx may, from time to time, suspend access to the Account where it has reasonable grounds to believe the Account is being used in breach of these Terms, for fraudulent purposes, or in a manner that threatens the security or integrity of the Service. Where practicable, Aitronyx will notify the Customer in advance of any suspension.

6. Pricing, subscription tiers and review allowances

6.1 The Service is offered under three Production Tiers and one Beta Tier. The Subscription Fee, Allowance, User cap, and Overage Rate for each Production Tier are as follows:

6.2 All prices set out in clause 6.1 are stated exclusive of VAT. At the Effective Date, Aitronyx is not registered for VAT and does not charge VAT on the Subscription Fee, Overage charges, or any other amount payable under these Terms. Aitronyx intends to register for VAT in due course. From the effective date of VAT registration, VAT at the prevailing UK rate will be added to all invoices issued by Aitronyx, and Aitronyx will issue VAT invoices in accordance with HMRC requirements. All other taxes, duties, or levies applicable to the Customer's use of the Service are the Customer's responsibility.

6.3 The Subscription Fee is payable monthly in advance, in accordance with clause 11. The first Subscription Fee is charged on the Subscription Start Date and on the corresponding day of each subsequent calendar month.

6.4 Overage Reviews are billed in arrears at the end of each Billing Period, in accordance with clause 12.

6.5 The Customer may upgrade to a higher Subscription Tier at any time during the Commitment Period. Upgrades take effect immediately, with the Subscription Fee adjusted on a prorated basis for the remainder of the current Billing Period.

6.6 The Customer may not downgrade to a lower Subscription Tier during the Commitment Period. Downgrades may take effect from the start of any Renewal Term under clause 9.4, on no less than thirty (30) days' written notice.

6.7 Aitronyx may adjust Subscription Fees, Allowances and Overage Rates from time to time. Any such adjustment will not apply to the Customer until the start of the next Renewal Term, and Aitronyx will provide no less than sixty (60) days' written notice of the adjustment before it takes effect. The Customer's right to terminate in response to such an adjustment is set out in clause 10.

7. Free trial

7.1 A Free Trial is available to new Customers registering for the Starter or Professional tier only. The Free Trial is not available for the Enterprise tier or the Beta Tier.

7.2 The Free Trial period is fourteen (14) days from the Effective Date, during which the Customer may use the Service up to a maximum of ten (10) Reviews. The Free Trial ends automatically at the earlier of the expiry of the fourteen (14) day period or the Customer reaching the ten (10) Review limit.

7.3 Valid payment details are required to register for the Free Trial. No Subscription Fee is charged during the Free Trial.

7.4 At the end of the Free Trial, the Customer's Subscription automatically converts to a paid Subscription at the chosen Subscription Tier, and the first Subscription Fee is charged. The Commitment Period commences on the Subscription Start Date.

7.5 The Customer may cancel at any time during the Free Trial by sending written notice of cancellation to support@usebeaconhq.com, or by such other cancellation method as Aitronyx may make available from time to time (including any in-Service cancellation facility Aitronyx may introduce). Cancellation takes effect on Aitronyx's actual receipt of the notice, including where the notice is received outside business hours. Aitronyx will acknowledge the cancellation by reply email, but the cancellation is effective on receipt whether or not an acknowledgement has been sent. Where Aitronyx receives the cancellation before the Subscription Start Date, no Subscription Fee is charged and no Commitment Period arises.

7.6 The Customer is entitled to one Free Trial per Organisation. Aitronyx may, in its discretion, refuse to grant a Free Trial to any Organisation that has previously used a Free Trial under a different Account or registration.

8. Beta tier — founding member terms

8.1 The Beta Tier is a limited founding-member subscription option available to no more than ten (10) Customers in total. Acceptance onto the Beta Tier is subject to application and manual approval by Aitronyx in its sole discretion.

8.2 Beta Customers receive a lifetime discount of forty per cent (40%) off the Subscription Fee for the Production Tier they select, calculated against the Subscription Fee in effect at the time of each Billing Period. The 40% discount also applies to the Overage Rate for the Beta Customer's selected tier.

8.3 The 40% lifetime discount continues for as long as the Beta Customer maintains an uninterrupted Subscription. Subject to clause 8.3A, if the Beta Customer's Subscription terminates for any reason (including non-payment, voluntary cancellation, or termination by Aitronyx under clause 10), the 40% discount is forfeited, and any re-subscription by the same Customer will be at the then-current standard Subscription Fee with no entitlement to founding-member pricing.

8.3A Where a Beta Customer voluntarily upgrades to a Production Tier (Starter, Professional, or Enterprise) while their Subscription is in good standing, the 40% lifetime discount earned under the Beta programme will carry over and apply to the new Production Tier, subject to continuous Subscription. For the avoidance of doubt:

(a) the discount applies to the Subscription Fee and Overage Rate of the new Production Tier, calculated at 40% off the standard published rates for that Tier; (b) the twelve (12) month minimum Commitment Period of the new Production Tier applies from the date of upgrade, replacing any remaining Commitment Period; (c) the discount remains subject to the forfeiture provisions in clause 8.3; and (d) the discount is personal to the original Beta subscriber and does not transfer to a different Customer entity in the event of a sale, merger, acquisition, or restructuring of the Customer's business.

8.4 The Beta Tier is subject to the same twelve (12) month Commitment Period as the Production Tiers. After the Commitment Period expires, the Subscription renews automatically for successive Renewal Terms in accordance with clause 9.4, unless renewal is prevented in accordance with clause 9.5.

8.5 Beta Customers receive one (1) free month of Overage charges, calculated as the first calendar month in which the Beta Customer exceeds their Allowance. Any subsequent months in which the Beta Customer exceeds their Allowance are billed at the Beta Customer's discounted Overage Rate in accordance with clause 12.

8.6 The Beta Tier is not available with a Free Trial. The Beta Customer's Subscription begins on the Effective Date, and the first Subscription Fee is charged on that date.

8.7 In consideration of the favourable terms offered under the Beta Tier, the Beta Customer agrees to:

• provide reasonable feedback on the Service, including by participating in periodic feedback discussions of no more than thirty (30) minutes each, no more than four (4) times per calendar year;
• permit Aitronyx to identify the Customer as a founding member in marketing materials, in a manner reasonably approved by the Customer;
• respond to reasonable requests to act as a reference for prospective customers, subject to the Customer's reasonable scheduling preferences and not more than four (4) reference requests per calendar year; and
• report any material defects, errors, or risks identified in the Service or its Output to Aitronyx within a reasonable time of discovery.

8.8 The Beta Tier is offered on a first-approved basis. Once the maximum of ten (10) Beta Customers has been reached, no further Beta Tier subscriptions will be granted. Aitronyx may, in its discretion, reopen the Beta Tier to admit replacement Customers if existing Beta Customers terminate their Subscriptions; such replacement places are offered on the same terms set out in this clause 8.

9. Commitment period and renewal

9.1 By subscribing to the Service, the Customer commits to an initial Commitment Period of twelve (12) months beginning on the Subscription Start Date, applicable to all Subscription Tiers.

9.2 The Subscription Fee is charged monthly in advance throughout the Commitment Period. The Customer may not terminate the Subscription before the expiry of the Commitment Period except as set out in clause 10.

9.3 If the Customer terminates the Subscription before the expiry of the Commitment Period or the then-current Renewal Term in circumstances not permitted by clause 10, the Customer remains liable for the Subscription Fees that would otherwise have been payable for the remainder of the Commitment Period or that Renewal Term (as applicable) at the Customer's then-current Subscription Tier. This clause survives termination of the Subscription.

9.4 Unless the Subscription is terminated under clause 10, or either party gives notice of non-renewal under clause 9.5, the Subscription renews automatically for a further committed term of twelve (12) months (a "Renewal Term") at the end of the Commitment Period, and again at the end of each subsequent Renewal Term. Each Renewal Term commences immediately on the expiry of the Commitment Period or the preceding Renewal Term, at the same Subscription Tier (or such other tier as the Customer has changed to in accordance with clause 6), and at the Subscription Fee applicable to that Renewal Term in accordance with clause 6.7.

9.5 Either party may prevent the Subscription from renewing for a further Renewal Term by giving the other no less than thirty (30) days' written notice before the end of the then-current Commitment Period or Renewal Term. Where valid notice of non-renewal is given, the Subscription ends on the expiry of the then-current Commitment Period or Renewal Term, and no further Renewal Term arises.

9.6 No less than sixty (60) days before the end of the Commitment Period, and no less than sixty (60) days before the end of each Renewal Term, Aitronyx will send the Customer a renewal reminder by email identifying: (a) the date on which the then-current term ends and the next Renewal Term would begin; (b) the Subscription Fee that will apply during the next Renewal Term; and (c) the date by which the Customer must give notice under clause 9.5 to prevent the Subscription renewing. Once a Renewal Term has begun, the Customer is committed for its full duration on the same basis as the Commitment Period, and clause 9.3 applies equally to early termination during a Renewal Term.

10. Cancellation and termination

10.1 The Customer may terminate the Subscription:

• at any time during the Free Trial, in accordance with clause 7.5, without charge;
• with effect from the end of the Commitment Period or the then-current Renewal Term, by giving notice of non-renewal in accordance with clause 9.5; or
• during the Commitment Period or a Renewal Term, only in the limited circumstances set out in clause 10.2.

10.2 The Customer may terminate the Subscription during the Commitment Period or a Renewal Term without liability for the remainder of that term if:

• Aitronyx is in material breach of these Terms and has failed to remedy the breach within thirty (30) days of receiving written notice from the Customer specifying the breach;
• Aitronyx becomes insolvent, enters administration, or has a winding-up petition filed against it;
• Aitronyx makes a change to these Terms or the Subscription Fee under clause 23 that materially and adversely affects the Customer, provided the Customer terminates within thirty (30) days of being notified of the change; or
• the parties otherwise agree in writing.

10.3 Aitronyx may terminate the Subscription with immediate effect, by written notice to the Customer, if:

• the Customer fails to pay any Subscription Fee or Overage charge when due, and the failure continues for more than fourteen (14) days after Aitronyx has notified the Customer of the failure;
• the Customer materially breaches these Terms and the breach is not capable of remedy, or the Customer has failed to remedy a remediable breach within thirty (30) days of receiving written notice;
• the Customer becomes insolvent, enters administration, or has a winding-up petition filed against it;
• the Customer breaches the Acceptable Use Policy in a manner that Aitronyx, acting reasonably, considers serious or repeated; or
• Aitronyx ceases to offer the Service generally, in which case Aitronyx will provide no less than ninety (90) days' written notice and refund any Subscription Fees paid in advance for periods after termination.

10.4 On termination of the Subscription for any reason:

• the Customer's right to access and use the Service ends immediately;
• any outstanding Subscription Fees and Overage charges (including early-termination charges under clause 9.3) become immediately due and payable;
• Aitronyx will make Customer Data available for export by the Customer for a period of thirty (30) days following termination, after which Customer Data is retained and deleted in accordance with the Privacy Policy;
• each party retains its rights and obligations that have accrued before termination; and
• any provisions of these Terms that by their nature should survive termination, including clauses 9.3, 14, 15, 16, 17, 19, 20, 21 and 26, will continue in force.

11. Payment terms

11.1 All Subscription Fees and Overage charges are payable in advance by recurring card payment or Bacs Direct Debit, as configured by the Customer at registration through the Service's payment processor, Stripe Payments UK Limited.

11.2 The Customer authorises Aitronyx (and Stripe acting on Aitronyx's behalf) to charge the Customer's chosen payment method for the Subscription Fee on each Billing Period's due date, and for any Overage charges in arrears in accordance with clause 12.

11.3 If a payment fails, Aitronyx may retry the payment in accordance with Stripe's standard retry schedule; notify the Customer and request updated payment details; suspend access to the Service after fourteen (14) days of continued payment failure; and terminate the Subscription under clause 10.3 if the failure continues thereafter.

11.4 All Subscription Fees and Overage charges are stated exclusive of VAT. VAT is not currently charged on invoices issued by Aitronyx, in accordance with clause 6.2. Should Aitronyx become VAT-registered during the Subscription, VAT will be added to invoices from the date of registration onwards.

11.5 Aitronyx will provide invoices through the Service or by email at the end of each Billing Period. Invoices will conform to applicable UK invoicing requirements. Once Aitronyx becomes VAT-registered, invoices will additionally satisfy UK VAT invoicing requirements (including showing Aitronyx's VAT registration number, the VAT rate applied, and the VAT amount charged).

11.6 Subscription Fees and Overage charges, once paid, are non-refundable except where expressly stated in these Terms or required by law.

11.7 All amounts are payable in pounds sterling (£GBP).

12. Usage metering and overage

12.1 Each Review counted against the Customer's Allowance is a single execution of the contract risk analysis pipeline. Each separate instruction to analyse a contract document constitutes one Review, regardless of which User initiates it; re-running an analysis on the same or a substantially similar document counts as a separate Review; Users within the same Customer Organisation share a single Allowance; and Aitronyx reserves the right to apply reasonable measures to identify and prevent abuse of the Review-counting mechanism.

12.2 Reviews are counted within each Billing Period. Unused Reviews do not roll over into the next Billing Period.

12.3 Where the Customer requests Reviews in excess of the Allowance during a Billing Period (an "Overage"), each Overage Review is charged at the applicable Overage Rate for the Customer's Subscription Tier; Overage charges are aggregated across the Billing Period and invoiced in arrears at the end of the Billing Period; and the Customer is liable for all Overage charges incurred under their Account.

12.4 Aitronyx may, at its discretion or at the Customer's request, place the Customer's Account into Hybrid Billing Mode. When Hybrid Billing Mode is active, Reviews requested after the Allowance is exhausted will not be processed automatically; the Service will notify the Customer that the Allowance has been exhausted; further Reviews will only proceed once the Customer has explicitly approved the resumption of processing; and once approved, further Reviews are billed at the Overage Rate in accordance with clause 12.3.

12.5 Aitronyx may switch a Customer's Account into Hybrid Billing Mode without prior consent where the Customer's Overage charges in a single Billing Period have exceeded an amount equal to three times the Customer's monthly Subscription Fee, in order to protect the Customer from unexpectedly large charges. Aitronyx will notify the Customer when this occurs, and the Customer may request reversion to standard metered billing at any time.

12.6 Beta Customers receive one (1) free month of Overage charges as set out in clause 8.5. All subsequent Overage is billed in accordance with this clause 12.

13. Acceptable use and customer obligations

13.1 The Customer agrees to use the Service only for legitimate business purposes connected with the Customer's construction-industry activities, and in accordance with the Acceptable Use Policy incorporated by reference into these Terms.

13.2 The Customer must not, and must not permit any User or third party to, use the Service in breach of the Acceptable Use Policy. A serious or repeated breach of the Acceptable Use Policy entitles Aitronyx to suspend or terminate the Subscription under clauses 5.5 and 10.3.

13.3 The Customer is solely responsible for the accuracy and lawfulness of all Customer Data uploaded to the Service, and warrants that it has all necessary rights, permissions, and consents to upload such Customer Data, including in respect of any personal data relating to third parties contained within it.

14. AI output disclaimer

14.1 The Customer acknowledges and agrees that the Service uses artificial intelligence (AI) techniques to produce Output, and that AI-generated content is inherently subject to limitations, including the possibility of inaccurate, incomplete, or misleading analysis; the mis-identification or omission of contract clauses, risks, or commercial implications; the inability to take into account context not present in the uploaded document; and variation in Output quality between different contract types, formats, and drafting styles.

14.2 The Output is provided to assist the Customer's own commercial decision-making and is not, and does not constitute, legal advice, contractual advice, professional advice, or a substitute for the Customer's independent professional judgement.

14.3 The Customer must exercise its own independent judgement before acting on any Output, and is encouraged to seek qualified legal, commercial, or technical advice as appropriate. The Customer remains solely responsible for all commercial decisions taken in respect of any contract or document analysed by the Service.

14.4 Aitronyx makes no warranty that the Output is complete, accurate, current, fit for any particular purpose, or appropriate for any specific contract or factual matrix.

14.5 The full terms governing reliance on Output are set out in the BeaconHQ AI Output Disclaimer, incorporated by reference into these Terms.

15. Intellectual property

15.1 All intellectual property rights in the Service, the BeaconHQ platform, the AI models and processing pipelines (other than third-party AI models used under licence), the documentation, and any improvements or modifications, are and shall remain the property of Aitronyx or its licensors.

15.2 The Customer is granted a limited, non-exclusive, non-transferable, revocable licence to access and use the Service for the duration of the Subscription, solely for the Customer's own internal business purposes. This licence does not include any right to sublicense, sell, or resell the Service; to use the Service to provide services to third parties on a service-bureau basis; to modify, adapt, or create derivative works of the Service; or to remove or alter any proprietary notices.

15.3 The Customer retains all intellectual property rights in Customer Data. The Customer grants Aitronyx a non-exclusive, royalty-free licence to:

• use, store, process, and transmit Customer Data solely for the purpose of providing the Service to the Customer;
• use anonymised, aggregated, or de-identified data derived from Customer Data to monitor, secure, analyse and improve the Service, provided such use does not identify the Customer or any individual; and
• such other purposes as are expressly set out in the Privacy Policy and Data Processing Agreement.

For the avoidance of doubt, Customer Data submitted for analysis is not used by Aitronyx's third-party AI model provider to train its models, in accordance with that provider's applicable terms.

15.4 Output produced by the Service is licensed to the Customer for the Customer's internal business purposes, on the same terms as the Service licence in clause 15.2. The Customer may share Output with its own advisors and clients in the ordinary course of business, provided that the Customer does not misrepresent the Output as anything other than AI-generated content produced by the BeaconHQ Service.

16. Customer data and data protection

16.1 The processing of personal data by Aitronyx on behalf of the Customer is governed by the BeaconHQ Privacy Policy and the Data Processing Agreement. In respect of any personal data relating to third parties contained within Customer Data, the Customer is the data controller and Aitronyx is the data processor. In respect of the Customer's own account and billing data, Aitronyx is the data controller, as described in the Privacy Policy.

16.2 Aitronyx will store Customer Data in accordance with the data retention provisions of the Privacy Policy. Standard retention is for the duration of the Subscription and for up to twelve (12) months following termination, after which Customer Data is permanently deleted, unless the Customer has separately agreed indefinite retention or a different period is required by law.

16.3 On termination of the Subscription, the Customer may request export of Customer Data for a period of thirty (30) days, which Aitronyx will provide in a commonly readable format, free of charge.

16.4 Aitronyx employs appropriate technical and organisational measures to protect Customer Data, including encryption at rest and in transit, role-based access controls, and regular reviews of its security measures. These measures are described in the Privacy Policy and the Data Processing Agreement.

17. Confidentiality

17.1 Each party ("Receiving Party") agrees to hold in confidence all confidential information of the other party ("Disclosing Party") provided in connection with these Terms; to use it only for the purpose of performing its obligations or exercising its rights under these Terms; not to disclose it to any third party except to its employees, advisors, or contractors who have a need to know and are bound by confidentiality obligations no less stringent than those in this clause; and to protect it using at least the same degree of care as it uses for its own confidential information of like importance, and in no event less than reasonable care.

17.2 The obligations in clause 17.1 do not apply to information that is or becomes publicly available through no fault of the Receiving Party; was known to the Receiving Party before disclosure without obligation of confidence; is rightfully received from a third party without obligation of confidence; is independently developed without use of the Disclosing Party's confidential information; or is required to be disclosed by law, court order, or regulatory authority, provided the Receiving Party gives prompt notice where lawfully permitted.

17.3 The confidentiality obligations in this clause 17 continue for three (3) years following the termination of the Subscription.

18. Service availability and support

18.1 Aitronyx will use commercially reasonable efforts to make the Service available 24 hours a day, 7 days a week, but does not warrant that the Service will be uninterrupted, error-free, or available at all times. Service-level commitments, where offered, are set out in the BeaconHQ Service Level Agreement (if applicable to the Customer's tier).

18.2 Aitronyx may from time to time perform scheduled maintenance, during which the Service may be unavailable in whole or in part. Aitronyx will use commercially reasonable efforts to schedule such maintenance during periods of low usage and to provide advance notice where practicable.

18.3 Aitronyx provides customer support by email at support@usebeaconhq.com during normal UK business hours (09:00–17:00 GMT/BST, Monday to Friday excluding UK public holidays). Aitronyx targets a first response within one (1) business day for non-urgent enquiries but does not warrant any specific response time.

18.4 Aitronyx may introduce, modify, or remove features of the Service from time to time. Aitronyx will not make material reductions to the Service's functionality without reasonable notice to affected Customers.

19. Warranties and disclaimers

19.1 Aitronyx warrants that it has the right and authority to enter into these Terms and to provide the Service; that the Service will be provided with reasonable skill and care; and that the Service will substantially conform to the description made available on the BeaconHQ website at the time of the Customer's registration.

19.2 Except as expressly set out in clause 19.1 and to the maximum extent permitted by law, Aitronyx disclaims all other warranties, conditions, and representations, whether express or implied, statutory or otherwise, including any warranty of merchantability, satisfactory quality, fitness for a particular purpose, or non-infringement; any warranty that the Service will meet the Customer's specific requirements; any warranty that the Output will be accurate, complete, current, or fit for any particular purpose; any warranty that the Service will be uninterrupted, secure, free from viruses, or error-free; and any warranty arising from course of dealing, course of performance, or usage of trade.

19.3 Nothing in these Terms excludes or limits any warranty or condition implied by law that cannot lawfully be excluded or limited.

20. Limitation of liability

20.1 Nothing in these Terms excludes or limits either party's liability for death or personal injury caused by negligence; fraud or fraudulent misrepresentation; or any other liability that cannot lawfully be excluded or limited.

20.2 Subject to clause 20.1, neither party is liable to the other under or in connection with these Terms for any loss of profits, revenue, or anticipated savings; loss of business, contracts, opportunities, or goodwill; loss of, damage to, or corruption of data; losses arising from reliance on the Output (subject to clause 20.3); or any indirect, consequential, special, or punitive losses.

20.3 Subject to clause 20.1, Aitronyx's total aggregate liability to the Customer under or in connection with these Terms, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, in any twelve (12) month period, is capped at an amount equal to the total Subscription Fees and Overage charges paid by the Customer to Aitronyx in the twelve (12) months immediately preceding the event giving rise to the liability.

20.4 The Customer acknowledges that the limitations and exclusions in this clause 20, together with the AI Output Disclaimer, are a fundamental basis on which Aitronyx has agreed to provide the Service at the price set out in clause 6, and that without these provisions Aitronyx would not provide the Service at that price.

21. Indemnification

21.1 The Customer shall indemnify and hold harmless Aitronyx against all losses, damages, costs, and expenses (including reasonable legal fees) suffered or incurred by Aitronyx in connection with any third-party claim arising out of the Customer's breach of these Terms, including the Acceptable Use Policy; the Customer's upload of any Customer Data that infringes the rights of, or is unlawful as against, any third party; the Customer's use of the Output, including any reliance on the Output by the Customer or by third parties to whom the Customer provides the Output; and any breach of warranty given by the Customer under these Terms.

21.2 Aitronyx shall indemnify the Customer against all reasonable losses, damages, costs, and expenses (including reasonable legal fees) suffered by the Customer in connection with any third-party claim that the Customer's use of the Service in accordance with these Terms infringes any UK-registered intellectual property right of that third party, provided that the Customer notifies Aitronyx in writing promptly upon becoming aware of the claim; allows Aitronyx exclusive control over the defence and settlement; does not make any admission, settlement, or compromise without Aitronyx's prior written consent; and provides reasonable cooperation.

21.3 Aitronyx's indemnity under clause 21.2 does not apply to any claim arising out of use of the Service in combination with any third-party product, service, or data not provided or approved by Aitronyx; modification of the Service or Output by the Customer or any third party; use of the Service in a manner not contemplated by these Terms; or any Customer Data.

21.4 The indemnity in clause 21.2 represents the Customer's sole and exclusive remedy in respect of any intellectual property infringement claim relating to the Service.

22. Force majeure

22.1 Neither party is liable for any failure or delay in performing its obligations under these Terms (other than the obligation to pay) to the extent caused by circumstances beyond its reasonable control, including acts of God, war, terrorism, civil unrest, governmental action, pandemic, epidemic, fire, flood, earthquake, failure of public utilities or telecommunications infrastructure, failure of a third-party cloud service provider, or failure of any third-party AI model provider.

22.2 The affected party will notify the other promptly and use reasonable efforts to mitigate the effects of the event.

22.3 If a force majeure event continues for more than thirty (30) consecutive days, either party may terminate the Subscription on written notice, without further liability except in respect of amounts already due.

23. Changes to the Service and these Terms

23.1 Aitronyx may change these Terms from time to time. The Customer will be notified of any change by email at least thirty (30) days before it takes effect, except where the change is to comply with a legal or regulatory requirement, in which case it may take effect on shorter notice.

23.2 Changes to the Subscription Fee, Allowance, or Overage Rate are governed by clause 6.7, which requires sixty (60) days' notice and takes effect only at the start of the next Renewal Term.

23.3 If the Customer does not agree to a change to these Terms, the Customer's sole remedy is to terminate the Subscription in accordance with clause 10.2 (within thirty (30) days of being notified of the change), and the Customer is not liable for the remainder of the Commitment Period in that scenario.

23.4 Continued use of the Service after the effective date of a change constitutes acceptance of the change.

24. Notices and communications

24.1 Any notice required under these Terms shall be in writing and shall be sent: to Aitronyx, by email to legal@aitronyx.com, or by post to Grove House, Lutyens Close, Chineham Court, Basingstoke, Hampshire RG24 8AG; and to the Customer, to the email address registered on the Customer's Account, or by other in-Service notification.

24.2 Notices are deemed received twenty-four (24) hours after sending by email (provided no automated bounce-back is received) or three (3) business days after posting by first-class post.

25. General provisions

25.1 Entire agreement. These Terms, together with the Privacy Policy, AI Output Disclaimer, Acceptable Use Policy and Data Processing Agreement, constitute the entire agreement between the parties in respect of the Service and supersede all prior agreements, representations, and understandings.

25.2 Severability. If any provision of these Terms is held to be unenforceable, the remaining provisions will continue in full force, and the unenforceable provision will be replaced by an enforceable provision that most closely reflects the parties' original intention.

25.3 Waiver. The failure of either party to enforce any provision does not constitute a waiver of that provision or any future enforcement right.

25.4 Assignment. The Customer may not assign or transfer its rights or obligations under these Terms without Aitronyx's prior written consent. Aitronyx may assign or transfer its rights or obligations to a successor in business or as part of a corporate reorganisation.

25.5 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 term.

25.6 No partnership or agency. Nothing in these Terms creates any partnership, joint venture, employment, or agency relationship between the parties.

25.7 Counterparts. These Terms may be accepted electronically through the Service's registration process, and such electronic acceptance has the same legal effect as a signed written agreement.

26. Governing law and jurisdiction

26.1 These Terms and any dispute arising out of or in connection with them (including non-contractual disputes) are governed by the laws of England and Wales.

26.2 Each party irrevocably submits to the exclusive jurisdiction of the courts of England and Wales in respect of any such dispute.

Version history: v1.4 supersedes v1.3 (effective 1 June 2026). Changes in v1.4: Free Trial extended to fourteen (14) days (clauses 1.1, 7.2); the Subscription now renews automatically for successive twelve (12) month Renewal Terms, with thirty (30) days' non-renewal notice and a sixty (60) day renewal reminder (clauses 1.1, 6.6, 6.7, 9.3–9.6, 10.1, 10.2, 23.2); Free Trial cancellation is by written notice to support@usebeaconhq.com (clause 7.5); the Beta Tier Commitment Period is aligned to twelve (12) months (clauses 1.1, 8.3A, 8.4, 9.1). Effective date of v1.4: 1 June 2026.

Aitronyx Ltd, trading as BeaconHQ. Company number 16965157. Registered office: Grove House, Lutyens Close, Chineham Court, Basingstoke, Hampshire RG24 8AG. Contact: hello@usebeaconhq.com.