Last Updated: June 2026
Company Details
Zeus AI Ltd (formerly OpenFi Ltd)
Registered in England and Wales
Company Number: 14908132
Registered Office: 71–75 Shelton Street, Covent Garden, London, England, WC2H 9JQ
These Terms and Conditions (the “Terms”) apply to any Service Agreement entered into by Zeus AI Ltd (“Zeus”) and a Client for the provision of products and/or services by Zeus. They form the entire agreement between the parties, save for any additional terms set out in the signed Service Agreement.
In these Terms, the following words and phrases shall have the meanings below:
Agreement: These Terms and the related Service Agreement.
Business Day: Monday to Friday (excluding UK bank holidays) when banks in London are open.
Client: The customer entering into a Service Agreement with Zeus for products and/or services.
Client Data: Any data, information, or materials provided by the Client for use or processing by Zeus in connection with the Services, including any personal data and any contact lists, leads, or other records uploaded by the Client..
Confidential Information: Information in any form (whether marked confidential or not) regarding a party’s business, affairs, operations, processes, trade secrets, or similar, disclosed in connection with this Agreement.
Data Protection Legislation: All applicable data protection and privacy legislation in force from time to time in the UK, including the UK GDPR, the Data Protection Act 2018, and the Privacy and Electronic Communications Regulations 2003 (PECR), as amended, extended, re-enacted, or replaced from time to time.
End User: A customer of the Client, or any individual contacted via the Services on the Client’s instruction.
Fees: The sums payable by the Client to Zeus for Services and/or Products under a Service Agreement
Initial Term: The initial duration of a Service Agreement, as specified in the relevant Service Agreement.
Intellectual Property Rights: All intellectual property rights, including patents, trademarks, service marks, trade names, domain names, rights in designs, copyrights, database rights, and all similar rights worldwide.
Normal Business Hours: 9:00 AM to 5:00 PM UK time on Business Days.
Party: Each of Zeus or the Client (together, the “Parties”).
Product: The product(s) used by or provided by Zeus to deliver Services.
Service Agreement: An agreement between Zeus and the Client incorporating these Terms, for the supply of Products and/or Services.
Service Level Agreement (SLA): The Zeus Service Level Agreement published at www.get-zeus.com/service-level-agreement, as updated from time to time, which is incorporated into and forms part of the Agreement.
Services: The AI-enabled messaging, engagement, and related services provided by Zeus, as specified in the applicable Service Agreement.
Subprocessor: Any third-party provider engaged by Zeus to process Client Data or otherwise support delivery of the Services, as described in Clause 9 (Security & Subprocessors).
Term: The total duration of this Agreement (including any Initial Term and any renewal period).
VAT: Value-added tax, or any similar or replacement tax in any jurisdiction.
Zeus shall provide the Services and (where relevant) Products to the Client under these Terms and the applicable Service Agreement. Unless otherwise stated, Services will be provided on a continuous basis, 24/7, except during necessary maintenance, in accordance with the SLA.
Any Service Agreement refers to and incorporates these Terms and the SLA. In case of conflict, the specific provisions of the Service Agreement take precedence over these Terms only to the extent of such conflict.
The Service Agreement commences on the date stated in the Service Agreement or on such other date as agreed. The Initial Term will be as stated in the Service Agreement. Unless terminated earlier in accordance with these Terms, the Service Agreement will continue for the Initial Term, and shall thereafter automatically renew for successive 12-month periods (each an “Extended Term”), unless either Party gives the other no less than 30 days’ written notice prior to the end of the then-current Term, or such other notice period as is expressly stated in the Service Agreement.
The Client may terminate or withdraw specific Services at the end of the Initial Term or Extended Term, by giving proper written notice as set out in Clause 2.3 or the Service Agreement.
Where the Client has given valid and timely notice of termination under Clause 2.3 or Clause 13.3, that notice shall remain effective notwithstanding any subsequent payment dispute or alleged breach, save that Zeus may continue to pursue payment of any undisputed sums properly due for Services delivered prior to the termination date.
Fees are detailed in the Service Agreement. Unless stated otherwise, the first invoice is issued on the date the Service Agreement is signed, and is due for payment within 7 days of the invoice date. Where Fees are payable on a recurring basis, subsequent invoices will be issued monthly thereafter, each due for payment within 7 days of the invoice date.
Unless different billing dates or frequencies are set out in the Service Agreement, each invoice is due for payment within 7 days of the invoice date.
All sums are exclusive of VAT (or equivalent), which will be added where applicable.
Zeus may charge interest on overdue amounts at 4% above the base rate of National Westminster Bank PLC (or the highest rate allowed by law if lower).
Zeus may also suspend or terminate the provision of Services if any undisputed invoice remains unpaid beyond the stated due date after notice to the Client.
All Fees must be paid by the Client in full, without any deduction or set-off (unless required by law).
Zeus may adjust Fees at the end of the Initial Term or any Extended Term by giving the Client at least 30 days’ written notice, and the new Fees shall take effect at the commencement of the next renewal period, unless otherwise stated in the Service Agreement.
The Client must:
Provide all necessary cooperation and information required by Zeus to deliver the Services and (where applicable) Products.
Obtain and maintain any licences, consents, or permissions needed to use the Services.
Comply with all laws, regulations, and codes of practice applicable to the use of the Services or Products.
Ensure all access and network connections are suitable and secure for using the Services.
The Client and its End Users have a non-exclusive right to use the Services for business purposes, subject to payment of Fees and compliance with these Terms.
The Client shall not misuse the Services or otherwise cause any disruption or violate the intellectual property rights of Zeus or any third party.
Use of the Services is further subject to the Acceptable Use Policy set out in Clause 8.
The Client shall ensure all Client Data is accurate and lawful to process and that it obtains any necessary consents from End Users or other data subjects, including all consents required for the Client to lawfully instruct Zeus to contact such individuals via WhatsApp or other messaging channels.
Each Party shall comply with all applicable Data Protection Legislation, including the Data Protection Act 2018 and the UK GDPR, with respect to any personal data processed in the performance of this Agreement.
Where Zeus processes personal data on behalf of the Client, the Client is the Controller and Zeus is the Processor under Data Protection Legislation.
Zeus shall:
Process personal data only on the Client’s documented instructions, and only to the extent necessary to perform its obligations under this Agreement.
Implement appropriate technical and organisational measures to safeguard personal data, as further described in Clause 9 (Security & Subprocessors).
Notify the Client without undue delay after becoming aware of any confirmed personal data breach affecting Client Data.
Assist the Client (where possible) in fulfilling the Client’s data protection obligations, including responding to data subject access requests and supporting regulatory audits.
Not transfer personal data outside the United Kingdom except:
(i) to a Subprocessor disclosed to the Client under this Clause 5 or Clause 9, where the transfer is protected by Standard Contractual Clauses, an International Data Transfer Agreement, or another transfer mechanism recognised under UK Data Protection Legislation; or
(ii) with the Client's prior written consent.
Zeus may engage Subprocessors in accordance with Clause 9 (Security & Subprocessors) and shall ensure that any such Subprocessor is bound by written data protection obligations no less protective than those set out in this Clause 5.
On the Client's reasonable written request, and no more than once in any twelve (12) month period (save where an audit is required by a regulatory authority or arises from a suspected breach of this Agreement), Zeus shall provide reasonable evidence of compliance with this Clause 5. Where the Client reasonably requires a further audit, such audit shall:
a) be conducted during Zeus's normal business hours;
b) be requested on no less than thirty (30) days' prior written notice;
c) be carried out at the Client's cost and expense;
d) be subject to appropriate confidentiality obligations;
e) not unreasonably interfere with Zeus's business operations; and
f) not provide access to Zeus's source code, security testing tools, proprietary systems, or any information relating to other clients of Zeus.
On termination of the Agreement, Zeus shall delete or return any personal data in its possession (unless retention is required by law or for lawful business reasons).
Zeus shall exercise reasonable skill and care in providing the Services.
Zeus does not guarantee uninterrupted or error-free Services, and minor interruptions or scheduled maintenance may occur, in each case as further described in the SLA.
Zeus shall not be liable for failure to provide the Services caused by the Client’s acts or omissions, or issues arising from the Client’s network, equipment, or third-party services not under Zeus’s control.
Zeus warrants that it has and will maintain any licences and consents necessary to provide the Services under this Agreement.
The Services make use of artificial intelligence, including large language models, to generate conversational responses, summarise information, and identify or qualify potential leads. The Client acknowledges and agrees that:
AI-generated responses are produced algorithmically and, notwithstanding Zeus’s reasonable skill and care in configuring and operating the Services, may on occasion be inaccurate, incomplete, out of date, or inappropriate to the context in which they are presented.
Zeus does not warrant that AI-generated content will be error-free, and the Client remains solely responsible for reviewing, validating, and deciding whether and how to act upon any output, lead, recommendation, or other information generated by the Services.
Any decisions made by the Client or its End Users in reliance on AI-generated output, including commercial, sales, or follow-up decisions, are made at the Client’s own discretion and risk.
Zeus does not provide financial, legal, medical, tax, or other regulated or professional advice of any kind, whether through the Services or otherwise. Nothing generated by the Services constitutes such advice, and it should not be relied upon as a substitute for advice from an appropriately qualified professional. The Client is responsible for ensuring that its own use of the Services, and any communications sent to End Users, comply with any regulatory requirements applicable to the Client’s industry or activities.
The Client shall not, and shall ensure its End Users and any individuals acting on its behalf do not, use the Services to:
Engage in any unlawful, fraudulent, defamatory, or malicious activity.
Send unsolicited, spam, or bulk messaging in breach of applicable law, including PECR, or in breach of the Client’s own End User consents.
Upload, process, or transmit Client Data that the Client is not lawfully entitled to use, including contact lists or leads obtained without appropriate consent or lawful basis.
Breach the policies, acceptable use terms, or commerce/messaging policies of any third-party platform used to deliver the Services, including Meta and WhatsApp.
Breach any applicable Data Protection Legislation, including the UK GDPR and PECR.
Interfere with, disrupt, or attempt to gain unauthorised access to the Services, Zeus’s systems, or any other client’s data.
The Client is solely responsible for ensuring that it has obtained valid, lawful consent (or otherwise has a lawful basis) to contact each individual on any contact list or lead data uploaded to the Services, and for managing and honouring opt-out or unsubscribe requests from those individuals in accordance with applicable law. Zeus shall be entitled to rely on the Client’s confirmation that such consent has been obtained and is not responsible for verifying the lawful basis behind any Client Data provided to it.
Without prejudice to its other rights under this Agreement, Zeus may suspend the Client’s access to all or part of the Services, without liability, where Zeus reasonably believes the Client or its End Users are in breach of this Acceptable Use Policy, including where such breach risks Zeus’s relationship with Meta, WhatsApp, or any other third-party platform provider, or exposes Zeus or the Client to regulatory risk. Zeus shall, where reasonably practicable, provide the Client with notice of the suspension and the reason for it, and shall restore the Services promptly once Zeus is reasonably satisfied the breach has been remedied.
Zeus shall implement and maintain industry-standard technical and organisational security measures designed to protect the confidentiality, integrity, and availability of Client Data, appropriate to the nature and sensitivity of the data processed and the risks presented by such processing.
The Client acknowledges and agrees that Zeus uses third-party providers ("Subprocessors") to deliver the Services. A current list of Subprocessors is maintained in Zeus's Privacy Policy and is available on request. Zeus remains responsible for the acts and omissions of its Subprocessors in connection with the processing of Client Data to the same extent as if such acts or omissions were its own.
Zeus may update or change its Subprocessors from time to time in the ordinary course of business. Where a change is reasonably likely to materially increase risk to Client Data, Zeus will use reasonable endeavours to notify the Client in advance.
Each Party shall keep the other’s Confidential Information confidential and shall not disclose it to any third party (other than to those of its employees, agents, or sub-contractors who need to know for the performance of the Party’s obligations) without the other Party’s written consent.
Confidential Information does not include information that:
is or becomes public other than by a breach of this Agreement;
was lawfully in a Party’s possession before disclosure;
is lawfully disclosed by a third party without restriction;
is independently developed without use of the other Party’s information.
All Intellectual Property Rights in the Products, Services, software, and associated materials (excluding Client Data) remain vested in Zeus or its licensors.
Zeus grants the Client a limited, non-exclusive, non-transferable licence to use any such Intellectual Property solely to receive and use the Services under this Agreement.
The Client retains all rights in Client Data and any of its own Intellectual Property provided to Zeus.
The Client grants Zeus a non-exclusive licence to use such materials for the limited purpose of performing the Services.
Zeus shall defend the Client against any third-party claim that the Services, when used by the Client in accordance with this Agreement and the applicable documentation, infringe any third party's Intellectual Property Rights, and shall indemnify the Client against any damages, costs, and reasonable legal fees finally awarded by a court of competent jurisdiction or agreed in settlement by Zeus, provided that the Client:
a) promptly notifies Zeus of the claim;
b) gives Zeus sole control of the defence and settlement of the claim; and
c) provides all reasonable assistance requested by Zeus.
This indemnity shall not apply to the extent that any claim arises from:
(i) Client Data, content, materials, or information supplied by the Client;
(ii) any modification of the Services by or on behalf of the Client;
(iii) any combination of the Services with products, software, services, or systems not supplied or approved by Zeus;
(iv) use of the Services other than in accordance with this Agreement, applicable documentation, or Zeus's instructions; or
(v) the Client's breach of this Agreement.
Neither Party excludes or limits liability for:
Death or personal injury caused by negligence, or
Fraud or fraudulent misrepresentation, or
Any matter for which liability cannot be limited or excluded as a matter of law.
Subject to Clause 12.1, neither Party shall be liable for indirect, incidental, special, or consequential damages, including loss of profits, loss of revenue, loss of data, business interruption, or loss of goodwill arising out of or in connection with this Agreement.
Subject to Clauses 12.1, 12.2, and 12.4, each Party’s total aggregate liability to the other for any claims arising under or in connection with this Agreement (in any 12-month period) shall be limited to the total Fees actually paid or payable by the Client in such 12-month period.
Subject to Clauses 12.1 and 12.2, Zeus's total aggregate liability to the Client in respect of any breach of Clause 5 (Data Protection), Clause 9 (Security & Subprocessors), Clause 10 (Confidentiality), or Clause 11.3 (Infringement) shall not exceed two (2) times the total Fees paid or payable by the Client under this Agreement during the twelve (12) months immediately preceding the event giving rise to the claim.
Either Party may terminate the Agreement immediately upon written notice if the other Party:
Fails to pay an undisputed sum within 15 days of a written demand.
Commits a material breach which remains unremedied after 30 days’ written notice specifying the breach.
Becomes insolvent, enters administration, ceases to trade, or is otherwise unable to pay its debts as they fall due.
Upon termination:
The Client shall immediately pay all outstanding sums for Services delivered up to the date of termination.
Any rights or licences granted under this Agreement end. The Client must cease using the Services and any associated software.
Each Party shall return or destroy the other’s Confidential Information in its possession (subject to Clause 5.3 regarding data retention).
The Client may terminate this Agreement for convenience before expiry of the Initial Term or an Extended Term by giving Zeus written notice. Unless a different notice period is specified in the Service Agreement, no less than one (1) month's written notice is required. The Client remains liable for all Fees payable up to the end of the applicable notice period.
Neither Party shall be in breach for failure or delay in performing obligations (excluding payment obligations) if caused by events beyond reasonable control, such as natural disasters, war, riot, strikes, or governmental action. The affected Party must promptly notify the other Party and take reasonable steps to minimise the impact.
Each Party agrees to comply with all applicable anti-bribery and anti-corruption laws, including the Bribery Act 2010, maintaining appropriate policies and promptly reporting any request or demand for undue financial or other advantages connected with the performance of this Agreement.
If you have a complaint about the Services received, please contact us in one of the following ways:
In writing: Zeus AI Ltd, 71–75 Shelton Street, Covent Garden, London, England, WC2H 9JQ
Email: contact@get-zeus.com
We value all feedback to improve our products and services.
These Terms, the SLA, and any relevant Service Agreement constitute the entire agreement between the Parties with respect to its subject matter and supersede all prior agreements or understandings.
Nothing in this Agreement creates a partnership, joint venture, or agency relationship between the Parties.
A person who is not a Party to this Agreement has no right to enforce any term of this Agreement.
The Client shall not assign, transfer, or deal with this Agreement without Zeus’s prior written consent (not to be unreasonably withheld).
Zeus may assign or subcontract its obligations, provided it remains liable for its subcontractors and Subprocessors.
All notices required under this Agreement must be sent by email to contact@get-zeus.com.
If any provision is found invalid or unenforceable by a competent authority, it shall be deemed removed, and the remaining provisions shall remain in full force, preserving, if possible, the parties’ original intentions.
No modification of these Terms is valid unless in writing and signed by authorised representatives of both Parties, except Zeus may update these Terms (including the AUP and AI Services Disclaimer) if changes are required by law, by a third-party platform provider such as Meta/WhatsApp, or do not materially affect the Services or Fees. Zeus will publish the updated Terms and, where the change is material, use reasonable endeavours to notify the Client.
Delay or failure by a Party to enforce any term or exercise a right does not waive that right or prevent future enforcement.
These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) are governed by and construed in accordance with the laws of England and Wales.
Each Party irrevocably agrees that the courts of England and Wales have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter.