1. Agreement to terms
These Terms & Conditions ("Terms") constitute a legally binding agreement between you ("User," "you," or "Customer") and AethelLayer ("AethelLayer," "we," "us," or "our") governing access to our website, applications, subscriptions, trials, Early Access program, APIs, Slack integrations, and related services (collectively, the "Services").
BY CLICKING "ACCEPT," "SUBSCRIBE," "START TRIAL," SUBMITTING AN APPLICATION, CREATING AN ACCOUNT, CONNECTING AN INTEGRATION, OR USING THE SERVICES IN ANY MANNER, YOU AGREE TO THESE TERMS AND OUR PRIVACY POLICY, COOKIE POLICY, SECURITY POLICY, AND CANCELLATION & REFUND POLICY, EACH INCORPORATED BY REFERENCE. IF YOU ARE ENTERING ON BEHALF OF AN ORGANIZATION, YOU REPRESENT AND WARRANT THAT YOU HAVE FULL LEGAL AUTHORITY TO BIND THAT ORGANIZATION AND THAT ALL USERS UNDER YOUR ACCOUNT ARE BOUND.
IF YOU DO NOT AGREE TO EVERY PROVISION OF THESE TERMS, YOU MUST NOT ACCESS OR USE THE SERVICES. YOUR SOLE REMEDY IF YOU DISAGREE IS TO DISCONTINUE USE IMMEDIATELY.
2. Eligibility and accounts
- You must be at least 18 years old, of legal capacity, and not barred from receiving services under applicable law (including export control and sanctions laws).
- You must provide accurate, complete, and current information and promptly update it. Misrepresentation is grounds for immediate termination without refund.
- You are solely responsible for all activity under your credentials, API keys, OAuth tokens, and workspace — including actions by employees, contractors, agents, and AI agents configured by you.
- You must implement reasonable access controls, revoke departed users promptly, and notify us immediately of unauthorized access at security@aethellayer.com.
- We may refuse, suspend, limit, or terminate any account or application at any time, with or without cause, notice, or liability, in our sole discretion.
- One person or legal entity may not maintain multiple free trials or accounts to evade fees or limits; we may merge or terminate duplicate accounts.
3. Services, trials, and early access
THE SERVICES ARE PROVIDED ON AN "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS" BASIS. WE MAKE NO COMMITMENT TO UPTIME, FEATURE AVAILABILITY, INTEGRATION CONTINUITY, OR ROADMAP DELIVERY.
Free trials, pilots, beta features, and Early Access are offered at our sole discretion, may be modified or withdrawn at any time, and confer no entitlement to future functionality or pricing.
Paid features, fees, service levels, and scope are defined solely in an Order Form, Statement of Work ("SOW"), or checkout flow we control. Website, demo, and marketing content is illustrative only and never constitutes a binding offer, warranty, or service-level commitment.
We may modify, deprecate, replace, or discontinue any feature (including AI agents, models, integrations, benchmarks, or data sources) without notice and without liability, credit, or refund.
You acknowledge that third-party platforms (Slack, Greenhouse, Stripe, etc.) may revoke API access independently; we are not responsible for third-party outages, policy changes, or discontinuation.
4. Artificial intelligence — no professional advice
THE SERVICES USE ARTIFICIAL INTELLIGENCE, MACHINE LEARNING, RETRIEVAL-AUGMENTED GENERATION, AND AUTOMATED AGENTS. OUTPUTS ARE PROBABILISTIC AND MAY BE WRONG, INCOMPLETE, OUTDATED, BIASED, OFFENSIVE, OR FABRICATED ("HALLUCINATED").
AETHELLAYER DOES NOT PROVIDE AND THE SERVICES DO NOT CONSTITUTE LEGAL, FINANCIAL, TAX, ACCOUNTING, INVESTMENT, HR, EMPLOYMENT, INSURANCE, MEDICAL, OR REGULATORY ADVICE. NO FIDUCIARY, AGENCY, OR ADVISORY RELATIONSHIP IS CREATED.
YOU ALONE ARE RESPONSIBLE FOR ALL BUSINESS, OPERATIONAL, HIRING, FINANCIAL, COMPLIANCE, AND LEGAL DECISIONS. YOU MUST INDEPENDENTLY VERIFY ALL MATERIAL OUTPUTS BEFORE ACTING, INCLUDING BEFORE TERMINATING EMPLOYEES, ISSUING OFFERS, FILING REGULATORY DOCUMENTS, OR MAKING PAYMENTS.
HUMAN-IN-THE-LOOP APPROVALS ARE A WORKFLOW TOOL ONLY. WE DO NOT GUARANTEE THAT YOU OR YOUR TEAM WILL REVIEW OUTPUTS, THAT APPROVALS PREVENT HARM, OR THAT AGENTS WILL HALT WITHOUT APPROVAL IN ALL CASES. YOU ASSUME ALL RISK OF AUTOMATED OR SEMI-AUTOMATED ACTIONS.
WE EXPRESSLY DISCLAIM ALL LIABILITY FOR ANY DECISION, LOSS, REGULATORY ACTION, LAWSUIT, OR DAMAGE ARISING FROM OR RELATED TO RELIANCE ON AI-GENERATED CONTENT, SCORES, BRIEFINGS, OR RECOMMENDATIONS.
5. Acceptable use
Violation may result in immediate suspension, termination, deletion of data, and referral to authorities. We may investigate and preserve evidence. You waive any claim arising from enforcement actions we take in good faith.
- No unlawful, harmful, fraudulent, deceptive, harassing, discriminatory, or infringing activity.
- No reverse engineering, decompiling, scraping, crawling, load testing, or penetration testing without our prior written consent.
- No circumvention of rate limits, authentication, billing, approval gates, or security controls.
- No transmission of malware, spam, or automated requests that degrade the Services or third-party systems.
- No use to build, train, or improve competing products, models, datasets, or benchmarks using our Services or outputs.
- No processing of special category or sensitive personal data (health, biometrics, children, etc.) without lawful basis, appropriate safeguards, and our prior written approval.
- No misrepresentation of AI outputs as human-authored where prohibited; no use in high-risk regulated contexts (credit, housing, employment decisions without human review) unless you accept full legal responsibility.
- No use that violates export control, sanctions, anti-bribery, or anti-money-laundering laws.
6. Customer data, integrations, and license
You retain ownership of data you submit or connect ("Customer Data"). You grant us and our subprocessors a worldwide, perpetual (for backup/audit retention periods), irrevocable, non-exclusive, royalty-free license to host, copy, process, transmit, display, anonymize, aggregate, and use Customer Data solely to provide, secure, improve, and support the Services, comply with law, enforce these Terms, and as described in our Privacy Policy.
You represent, warrant, and covenant that: (a) you have all rights, consents, and legal bases to provide Customer Data; (b) our processing as described is lawful; (c) Customer Data does not infringe third-party rights; and (d) you have provided all required notices to data subjects.
YOU ARE SOLELY RESPONSIBLE FOR BACKUPS, EXPORTS, ARCHIVAL, AND BUSINESS CONTINUITY OF CUSTOMER DATA. EXCEPT AS EXPRESSLY STATED IN A SIGNED SOW, WE HAVE NO OBLIGATION TO RETAIN DATA AFTER TERMINATION BEYOND OUR STANDARD RETENTION PERIOD.
Integrations you authorize may sync data bidirectionally. We are not liable for sync errors, duplicates, deletions, or actions taken in connected systems.
7. Intellectual property
We and our licensors own all right, title, and interest in the Services, software, source code, models, prompts, workflows, documentation, trademarks, service marks, logos, and all aggregated, anonymized, or de-identified insights derived from Service usage (excluding the substantive content of Customer Data itself).
No rights are granted except the limited, revocable, non-transferable, non-sublicensable right to use the Services during an active subscription or authorized trial, subject to these Terms.
Any feedback, suggestions, or ideas you provide may be used by us without restriction, attribution, or compensation. You assign to us all rights in feedback to the extent assignment is not automatic.
You may not use our name, logo, or marks without prior written consent. We may identify you as a customer only with your consent or as permitted in an SOW.
8. Confidentiality
Each party may receive non-public information. The receiving party will protect it with at least the same care it uses for its own confidential information (and no less than reasonable care), and use it only for the permitted purpose.
Confidentiality obligations do not apply to information that is public without breach, independently developed, rightfully received from a third party, or required to be disclosed by law (with notice where permitted).
Upon termination, we may delete Customer Data per our retention policy. You are responsible for export before termination. We are not liable for data loss after termination.
9. Fees, billing, and taxes
Fees are as stated at checkout, in invoices, or in an applicable SOW. Unless we state otherwise in writing, all fees are non-refundable, non-creditable, and exclusive of taxes.
Subscriptions may auto-renew until cancelled per our Cancellation & Refund Policy. You authorize us and our payment processor to charge payment methods on file.
Late payments accrue interest at 1.5% per month (or the maximum legal rate) from the due date. We may suspend Services without notice until paid in full. You reimburse collection costs, chargeback fees, and reasonable attorneys' fees.
We may change pricing, packaging, or metering for renewals or new purchases upon notice. Continued use after the effective date constitutes acceptance.
10. Disclaimer of warranties
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, COMPLETENESS, RELIABILITY, AVAILABILITY, SECURITY, AND THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, OR ERROR-FREE.
WE DO NOT WARRANT THAT INTEGRATIONS, THIRD-PARTY APIS, OR DATA SOURCES WILL REMAIN AVAILABLE, ACCURATE, OR COMPATIBLE. WE DO NOT WARRANT ANY PARTICULAR BUSINESS OUTCOME, ROI, RUNWAY ACCURACY, COMPLIANCE POSTURE, OR OPERATIONAL SCORE.
ANY BETA, TRIAL, OR EARLY ACCESS FEATURE IS EXCLUDED FROM ANY WARRANTY. YOU USE SUCH FEATURES AT YOUR SOLE RISK.
11. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, AETHELLAYER, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, LICENSORS, AND SUPPLIERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS; COST OF SUBSTITUTE SERVICES; REGULATORY FINES; OR BUSINESS INTERRUPTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY.
OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICES OR THESE TERMS IN ANY TWELVE (12) MONTH PERIOD SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES ACTUALLY PAID BY YOU TO US FOR THE SERVICES IN THAT PERIOD; OR (B) ONE HUNDRED POUNDS STERLING (£100). IF YOU HAVE NOT PAID FEES, OUR AGGREGATE LIABILITY SHALL NOT EXCEED £100.
MULTIPLE CLAIMS SHALL NOT ENLARGE THE CAP. THE CAP APPLIES PER CUSTOMER AND AGGREGATES ALL CLAIMS BY YOU AND YOUR AFFILIATES, USERS, AND SUCCESSORS.
SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS. IN SUCH CASES, OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. NOTHING EXCLUDES LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE, FRAUD, OR OTHER LIABILITY THAT CANNOT BE EXCLUDED BY LAW.
12. Indemnification
YOU WILL DEFEND, INDEMNIFY, AND HOLD HARMLESS AethelLayer, ITS AFFILIATES, AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND CONTRACTORS FROM AND AGAINST ANY AND ALL THIRD-PARTY CLAIMS, DEMANDS, ACTIONS, DAMAGES, LOSSES, LIABILITIES, SETTLEMENTS, PENALTIES, FINES, COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES AND DISBURSEMENTS) ARISING FROM OR RELATED TO:
- Your access to or use of the Services, including actions by your users and configured agents.
- Customer Data, including alleged unlawful collection, processing, or disclosure.
- Your breach of these Terms, an SOW, or applicable law.
- Your integrations, OAuth grants, or instructions to third-party systems.
- Employment, hiring, termination, compensation, discrimination, or vendor disputes involving your organization.
- Reliance on AI outputs, briefings, scores, or recommendations, whether or not approved through our workflow.
- Your violation of third-party rights (IP, privacy, publicity, contract).
- Tax, regulatory, or licensing obligations in your jurisdiction.
We may assume exclusive control of the defense and settlement of any indemnified claim at your expense; you will cooperate fully. You may not settle any claim implicating us without our prior written consent. This Section survives termination.
13. Termination
We may suspend or terminate your access immediately, without notice or liability, for any reason, including breach, non-payment, security risk, excessive use, legal requirement, or convenience.
Upon termination, your license ends immediately. We may delete or deactivate Customer Data per our policies. You remain liable for all accrued fees and obligations incurred before termination.
Sections intended to survive (including fees owed, IP, confidentiality, disclaimers, limitation of liability, indemnity, dispute resolution, and general provisions) survive indefinitely or for the maximum period permitted by law.
Refunds, if any, are governed exclusively by our Cancellation & Refund Policy. Termination does not entitle you to a refund except as expressly stated there or in an SOW.
14. Dispute resolution and governing law
These Terms are governed by the laws of England and Wales, without regard to conflict-of-law rules that would apply another jurisdiction's laws.
THE PARTIES IRREVOCABLY SUBMIT TO THE EXCLUSIVE JURISDICTION OF THE COURTS OF ENGLAND AND WALES. YOU WAIVE ANY OBJECTION TO VENUE OR FORUM NON CONVENIENS IN THOSE COURTS.
TO THE FULLEST EXTENT PERMITTED BY LAW, YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR REPRESENTATIVE PROCEEDING AGAINST US, WHETHER IN COURT OR ARBITRATION.
YOU AND WE EACH WAIVE ANY RIGHT TO A JURY TRIAL IN ANY DISPUTE ARISING FROM THESE TERMS OR THE SERVICES, TO THE EXTENT PERMITTED BY APPLICABLE LAW.
BEFORE INITIATING LEGAL PROCEEDINGS, YOU MUST SEND WRITTEN NOTICE DESCRIBING THE DISPUTE TO legal@aethellayer.com AND ALLOW THIRTY (30) DAYS FOR GOOD-FAITH NEGOTIATION. THIS REQUIREMENT DOES NOT LIMIT OUR RIGHT TO SEEK IMMEDIATE INJUNCTIVE OR EQUITABLE RELIEF FOR IP, SECURITY, OR CONFIDENTIALITY VIOLATIONS IN ANY COMPETENT FORUM.
15. Time limit on claims
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY CLAIM OR CAUSE OF ACTION ARISING FROM OR RELATED TO THE SERVICES OR THESE TERMS MUST BE FILED WITHIN ONE (1) YEAR AFTER THE CLAIM ACCRUED, OR BE PERMANENTLY BARRED, REGARDLESS OF ANY STATUTE OF LIMITATIONS TO THE CONTRARY.
YOU ACKNOWLEDGE THAT THIS LIMITATIONS PERIOD IS A MATERIAL INDUCEMENT FOR US TO PROVIDE THE SERVICES.
16. Assumption of risk and release
YOU VOLUNTARILY ASSUME ALL RISKS ASSOCIATED WITH USE OF AI, AUTOMATION, AND CLOUD SERVICES, INCLUDING ERRORS, DATA LOSS, SECURITY INCIDENTS, AND REGULATORY EXPOSURE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU RELEASE AETHELLAYER AND ITS AFFILIATES FROM ANY AND ALL CLAIMS, DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND, KNOWN AND UNKNOWN, ARISING FROM USE OF THE SERVICES, EXCEPT WHERE SUCH RELEASE IS PROHIBITED BY LAW.
17. General
Legal notices: legal@aethellayer.com | AethelLayer, [Registered Office Address , update before publication]
BY USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS.
- Entire agreement: These Terms, incorporated policies, and applicable SOW constitute the entire agreement and supersede all prior proposals and communications.
- Order of precedence: Signed SOW controls over these Terms for that order only; these Terms control over marketing materials.
- Assignment: We may assign these Terms freely (including in connection with a merger or sale). You may not assign without our prior written consent; unauthorized assignment is void.
- Force majeure: We are not liable for delay or failure due to events beyond our reasonable control (including internet failures, third-party outages, war, pandemic, labor disputes, or government action).
- Severability: If any provision is unenforceable, it is modified to the minimum extent necessary or severed; the remainder remains in effect.
- No waiver: Failure or delay in enforcing a right is not a waiver. Waivers must be in writing.
- Independent contractors: No partnership, joint venture, employment, or agency relationship is created.
- Export: You may not use the Services in embargoed countries or in violation of export laws.
- Notices: We may provide notice via email to your account address, in-product notification, or website posting; such notice is effective when sent or posted.
- Language: These Terms are drafted in English; translations are for convenience only.