Terms of Service

About these terms

In these terms, “we”, “us”, and “Zantise” mean ZANTISE LTD. “You” means the business, and any person acting on its behalf, using this website or engaging our services.

We provide services to businesses. By using this website or engaging us, you confirm you are acting for purposes relating to your trade, business, or profession, and that you have authority to bind the organisation you represent.

Our services

We provide AI consulting and engineering, AI agent development, agentic workflow automation, custom software development, and access to our Meridian platform. The specific services, deliverables, timelines, and fees for any engagement are set out in a written statement of work or order form.

Information on this website — including capabilities, timeframes, and performance figures — is provided for general guidance. It is not an offer, a warranty, or a commitment to any particular outcome, and it does not form part of any contract unless expressly incorporated into a signed agreement.

Engagements and order of precedence

Most engagements are governed by a Master Services Agreement (MSA) together with one or more statements of work. Where an MSA is in place, it takes precedence over these terms to the extent of any conflict, followed by the applicable statement of work, then these terms.

No engagement begins until we have issued a written statement of work or order form and you have accepted it in writing. Quotes and estimates are valid for 30 days unless stated otherwise.

Your responsibilities

Our delivery depends on your cooperation. You agree to:

• Provide timely access to the systems, data, environments, and people the engagement requires.
• Ensure you hold the rights and permissions necessary for us to process any data or materials you supply to us.
• Nominate a decision-maker empowered to approve scope, review deliverables, and sign off milestones.
• Maintain your own backups and disaster-recovery arrangements for your systems and data.
• Comply with all laws applicable to your use of the services and of any system we build for you.

Fees, invoicing, and payment

Fees are set out in the applicable statement of work. Unless agreed otherwise, we invoice on milestone completion or monthly in arrears, and payment is due within 30 days of the invoice date.

All fees are exclusive of VAT and any other applicable taxes, which are added where they apply. Third-party costs incurred on your behalf — cloud infrastructure, model API usage, licences — are recharged at cost unless the statement of work says otherwise.

We may charge statutory interest on late payment under the Late Payment of Commercial Debts (Interest) Act 1998, and may suspend services on written notice while an undisputed invoice remains unpaid.

Intellectual property

On full payment of the fees for the relevant work, you own the bespoke deliverables we create specifically for you under a statement of work.

We retain ownership of everything we bring to the engagement or develop independently of it: our pre-existing materials, the Meridian platform, our tooling, frameworks, methodologies, and generic know-how. Where these are embedded in a deliverable, we grant you a non-exclusive, perpetual, worldwide licence to use them as part of that deliverable.

Nothing in an engagement restricts our right to use the general skills, experience, and knowledge our people acquire, provided we do so without disclosing your confidential information.

We will not name you as a client or describe your project publicly without your prior written consent.

Confidentiality

Each party will keep the other's confidential information confidential, use it only for the engagement, and protect it with at least the care it applies to its own confidential information. These obligations continue for five years after the engagement ends, and indefinitely for trade secrets.

This does not apply to information that is or becomes public through no breach of these terms, was already lawfully known, is independently developed, or must be disclosed by law or a regulator — in which case we will tell you first where we are legally able to.

Data protection

Where we process personal data on your behalf, you are the controller and we are the processor. We will process that data only on your documented instructions, under a data processing agreement that meets the requirements of Article 28 of the UK GDPR.

We do not use client data to train third-party models. Our handling of personal data collected through this website is described in our Privacy Policy.

Warranties and disclaimers

We warrant that we will provide the services with reasonable skill and care, in accordance with good industry practice, using suitably qualified personnel.

AI systems are probabilistic. We do not warrant that any model, agent, or automated workflow will be error-free, uninterrupted, or produce a particular result, and you remain responsible for the human oversight, approval gates, and controls appropriate to your use case. We design and recommend those controls; we do not replace your accountability for decisions taken in your business.

Except as expressly stated in these terms or a signed agreement, all other warranties, conditions, and terms implied by statute or common law are excluded to the fullest extent permitted by law.

Limitation of liability

Nothing in these terms limits or excludes either party's liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited or excluded.

Subject to that, neither party is liable for loss of profit, loss of revenue, loss of anticipated savings, loss of business or goodwill, or any indirect or consequential loss, however arising.

Subject to the above, our total aggregate liability arising out of or in connection with an engagement is limited to the total fees paid by you under the applicable statement of work in the twelve months preceding the event giving rise to the claim. Our total aggregate liability in connection with use of this website, where no engagement exists, is limited to £100.

Term, suspension, and termination

Either party may terminate an engagement on 30 days' written notice unless the statement of work provides otherwise. Either party may terminate immediately if the other commits a material breach that is not remedied within 14 days of written notice, or becomes insolvent.

On termination you will pay for all work performed and all commitments properly incurred up to the termination date. Clauses that by their nature should survive — including intellectual property, confidentiality, liability, and governing law — will do so.

Non-solicitation

During an engagement and for six months afterwards, neither party will directly solicit for employment any individual of the other who was materially involved in the engagement. This does not restrict general recruitment advertising not targeted at those individuals.

Events outside our control

Neither party is liable for failure or delay in performance caused by events beyond its reasonable control, including infrastructure or third-party service outages, cyber attacks, industrial action, or acts of government. The affected party will notify the other promptly and use reasonable efforts to mitigate the impact.

General

If any provision is found unenforceable, the remainder stays in force. A failure to enforce a right is not a waiver of it. You may not assign an engagement without our written consent, which we will not unreasonably withhold. A person who is not a party has no rights under the Contracts (Rights of Third Parties) Act 1999.

Governing law and jurisdiction

These terms, and any dispute arising out of or in connection with them, are governed by the laws of England and Wales. The parties submit to the exclusive jurisdiction of the courts of England and Wales.

Changes to these terms

We may update these terms from time to time. The version published on this page at the time you engage us applies to that engagement. Changes do not affect an engagement already underway under a signed agreement.

Contact us

Questions about these terms: contact@zantise.com, or write to ZANTISE LTD, 84 Conyngham Road, Manchester M14 5EA, United Kingdom.