Terms of Service

These Terms of Service ("Agreement") govern your access to and use of the Routina platform and services provided by Warp Speed Solutions Inc., a Flexio Holding Inc company ("Routina", "we", "us", or "our"). By creating an account or using the Service, you agree to be bound by this Agreement. This Agreement applies to every Service Domain, as defined in Section 1 — whichever environment you sign in to, these are the terms that govern it.

1. Definitions

• Account: The legal relationship between a user and Routina governing access to the Service.
• Agent: An automated or autonomous process configured within the Service that performs actions in connected systems on a user's behalf.
• Agreement: These Terms of Service together with all incorporated policies and procedures.
• AI Features: Features of the Service that use large language models or other machine learning systems, including chat assistants, Agents, and automated classification, extraction, or drafting.
• CCPA: The California Consumer Privacy Act.
• Customer-Provided Key: An API key or credential for a Model Provider that a user supplies to the Service so that AI Features run under the user's own account with that provider.
• GDPR: The General Data Protection Regulation (EU) 2016/679.
• HIPAA: The Health Insurance Portability and Accountability Act of 1996, as amended.
• Integrations: Third-party systems, APIs, and data sources connected to the Service by a user.
• Model Provider: A third party that provides model inference used by AI Features, whether engaged by Routina or accessed through a Customer-Provided Key.
• Output: Content generated by AI Features in response to inputs submitted through the Service.
• PHI: Protected Health Information as defined under HIPAA.
• Routina: Warp Speed Solutions Inc., a Flexio Holding Inc company and its affiliates, subsidiaries, officers, employees, and agents.
• Service: The Routina platform, applications, APIs, and related products provided by Warp Speed Solutions Inc., a Flexio Holding Inc company, accessed through any Service Domain.
• Service Domains: The domains and subdomains through which the Service and its website are provided. These currently include getroutina.com and its subdomains (the marketing website), app.routina.tech (the standard platform environment), and partners.routina.tech (the partner environment), together with any other domain, subdomain, dedicated environment, or regional deployment Routina operates for the Service from time to time. Routina may add, retire, or rename Service Domains; this Agreement applies to all of them, and the environment you use does not change your rights or obligations under it except where a term expressly says otherwise.
• User Data: Any data submitted to or processed through the Service by a user or on a user's behalf.

2. Your Account

2.1 Eligibility

The Service is offered and available only to individuals who are 18 years or older, or the applicable age of majority in your country, whichever is greater. By using the Service, you represent and warrant that you meet this requirement. Routina does not offer accounts to, and does not knowingly collect personal information from, anyone under 18.

2.2 Account Requirements

You must provide accurate and complete information when creating your account and keep it current. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify Routina immediately of any unauthorized access or security breach.

2.3 Authority

If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to this Agreement.

3. Payments

3.1 Paid Service

Routina offers free limited access and paid subscription plans. Details of current plans and pricing are available at getroutina.com/pricing or as presented during sign-up.

3.2 Payment Method

We accept credit cards, debit cards, and third-party payment processors. You are responsible for maintaining current and valid payment information on file.

3.3 Billing Authorization

By subscribing to a paid plan, you authorize Routina to automatically charge your payment method on a monthly or annual basis for the applicable subscription fee plus any applicable taxes. Subscriptions auto-renew unless cancelled before the end of the current billing period.

3.4 Usage-Based Fees

Certain features or usage beyond your subscription limits may incur additional fees, billed monthly based on actual usage. Usage-based pricing is disclosed before you enable the relevant feature, and current usage, balance, and charge history are visible at any time in your account's Billing section. You may set daily, weekly, and monthly spending limits in Billing Settings; where a limit is configured, Routina will apply it as described in the in-product documentation for that feature. AI usage is metered and reported separately as described in Section 6.9.

3.5 Trials

Free trials may be offered at Routina's discretion to new subscribers. Billing begins automatically at the end of the trial period unless you cancel before it ends.

3.6 Price Changes

Routina reserves the right to change pricing with advance written notice. Continued use of the Service after a price change takes effect constitutes acceptance of the new pricing. You may cancel before the new pricing takes effect.

3.7 Cancellation

You may cancel your subscription at any time through your account's Billing Settings. Cancellation takes effect at the end of the current billing cycle, and you retain access through that date.

3.8 No Refunds

All payments are non-refundable unless otherwise stated in writing or required by applicable law. If Routina permanently discontinues a paid service before the end of your prepaid period, you will receive a prorated refund for the unused portion.

3.9 Late Payment and Suspension

If a charge fails or an invoice remains unpaid past its due date, Routina will notify the registered account holder and billing contact. If the amount owed is not paid within ten (10) days of that notice, Routina may suspend your access to the Service, in whole or in part, until the balance is settled. Suspension does not relieve you of the obligation to pay amounts already incurred, and fees continue to accrue for any subscription that has not been cancelled. Routina may terminate a suspended account under Section 15 if the balance remains unpaid for thirty (30) days. Where permitted by law, Routina may charge interest on overdue amounts at 1.5% per month or the maximum rate allowed, whichever is lower, plus reasonable costs of collection.

4. Acceptable Use

4.1 Compliance with Applicable Law

You must use the Service in compliance with all applicable laws and regulations, including copyright, export control, and data privacy laws.

4.2 Content Restrictions

You may not submit, transmit, or use the Service to process content that is:

• Unlawful or promotes illegal activity
• Obscene, pornographic, or sexually explicit
• Defamatory, libelous, or fraudulent
• Abusive, harassing, threatening, or violent
• Discriminatory on the basis of race, gender, religion, national origin, disability, or other protected characteristics
• Containing malware, exploits, or malicious code
• Infringing on any intellectual property right
• Misleading, deceptive, or constituting unauthorized spam

4.3 Conduct Restrictions

You may not:

• Attempt to disrupt, degrade, or interfere with the Service's availability or stability
• Engage in excessive automated activity or denial-of-service attacks
• Attempt unauthorized access to Routina systems or other users' accounts
• Impersonate any person or entity, or misrepresent your affiliation
• Reverse-engineer, decompile, or attempt to extract source code from the Service
• Use automated scraping, monitoring bots, or data harvesting tools except as expressly permitted
• Reproduce, resell, or exploit the Service for competitive evaluation without written consent
• Introduce viruses, worms, or other malicious software into the Service
• Test vulnerabilities outside of a formally authorized security assessment program

4.4 Healthcare and PHI Compliance

If you use the Service to create, receive, maintain, or transmit Protected Health Information (PHI), you must execute a Business Associate Agreement (BAA) with Routina before any PHI reaches the Service. Contact legal@getroutina.com to request a BAA. You are responsible for ensuring your use of the Service complies with HIPAA and all other applicable healthcare regulations.

Transmitting PHI without a signed BAA in place is a material breach of this Agreement. Routina may suspend the affected account or Integration immediately and without prior notice, may require you to certify remediation before access is restored, and may terminate the account under Section 15. No BAA is created by conduct, by course of dealing, or by Routina's awareness of your use — only by a written agreement signed by both parties. You are solely responsible for any consequences of transmitting PHI outside an executed BAA, including any resulting regulatory exposure, and Section 13 applies to any claim arising from it.

5. User Obligations

5.1 Storage and Processing of User Data

The Service acts as an orchestration layer for User Data, allowing users to read from connected source systems and write actions back to destination systems. Routina may temporarily store or cache data as necessary to enable service features. User Data may be processed in the United States or other jurisdictions where Routina or its subprocessors maintain infrastructure. Routina's current subprocessors are listed at getroutina.com/subprocessors.

5.2 Data Collection and Configuration

You configure which data elements to connect and process through the Service, and which Integrations to authorize. You are responsible for the accuracy and completeness of your integration configurations, for the scope of the credentials and permissions you grant, and for any data transmitted through those connections.

5.3 Rights in User Data

You represent and warrant that you have all necessary rights, permissions, and consents to collect, process, and use the data you submit through the Service, and that doing so does not violate any third-party rights or applicable laws.

6. AI Features and Autonomous Agents

6.1 An Evolving Technology

AI Features are built on a technology that is new, changing quickly, and not fully predictable. Models, prompts, tool definitions, safety filters, and Model Providers may change over time, and identical inputs may not produce identical results. Routina may add, modify, retire, or substitute models and AI Features, including for reasons of cost, availability, safety, or provider policy. Routina will give reasonable notice of changes that materially reduce functionality you rely on, but does not warrant that any specific model, provider, or behavior will remain available.

6.2 Model Providers

AI Features send inputs — which may include User Data you have configured an Agent or assistant to access — to Model Providers for inference. Model Providers engaged by Routina are listed as subprocessors at getroutina.com/subprocessors and are bound by written agreements as described in the DPA. Where you select a Model Provider yourself, that selection determines where your inputs are sent.

6.3 Customer-Provided Keys

The Service allows you to run AI Features under your own account with a Model Provider by supplying a Customer-Provided Key. If you do:

• This Agreement continues to apply in full to your use of the Service, including Sections 4, 11, 12, and 13.
• Your relationship with that Model Provider is governed by your agreement with them, in addition to this Agreement. You are responsible for complying with their terms, acceptable use policies, and data handling practices, and for any fees they charge you.
• That Model Provider is not a Routina subprocessor for those requests. Routina transmits your inputs to the provider at your instruction and does not control, and is not responsible or liable for, that provider's availability, output, pricing, security practices, retention, or use of the data it receives.
• You are responsible for the scope, safeguarding, and rotation of the key you supply, and for any usage incurred on it, including usage resulting from your own misconfiguration.
• If you are subject to HIPAA, you are responsible for having whatever agreement that provider requires — a BAA with Routina does not extend to a provider you engage directly.

6.4 Training and Provider Data Use

Routina does not use your User Data, inputs, or Outputs to train, fine-tune, or otherwise develop machine learning models — neither our own nor anyone else's. Where Routina engages a Model Provider on your behalf, Routina contracts for the provider's zero-retention or no-training handling where that provider offers it, and identifies each such provider on the subprocessor page.

Routina cannot, however, control what a Model Provider does with data it receives. Providers set their own retention, abuse-monitoring, and model-improvement policies, and those policies can change. This is especially true where you use a Customer-Provided Key, because the applicable policy is the one attached to your account with that provider, not ours. You are responsible for reviewing your Model Provider's terms and for confirming that they meet your own compliance obligations. To the maximum extent permitted by law, Routina is not liable for a Model Provider's use, retention, or disclosure of data, or for any change in that provider's policies.

6.5 Accuracy and Human Oversight

AI Features can produce Output that is inaccurate, incomplete, outdated, biased, or entirely fabricated, and can misread the data they are given. Output is not professional advice of any kind. You must not rely on Output as the sole basis for any medical, clinical, legal, financial, employment, insurance, credit, housing, or safety-critical decision, or for any decision producing legal or similarly significant effects on a person, without meaningful human review by someone qualified to make that decision. You are responsible for evaluating Output before acting on it, and for the consequences of acting on it. Routina makes no warranty of any kind regarding the accuracy, reliability, or fitness of any Output.

6.6 Agents and Granted Permissions

Agents take real actions in the systems you connect — reading records, writing records, sending messages, calling third-party APIs, and triggering workflows. Agents act on your instruction and within the permissions, credential scopes, tool allowlists, and triggers you configure. You are responsible for configuring those controls appropriately, for reviewing them as your use changes, and for the actions Agents take within them, including actions that turn out to be mistaken or unintended. Routina provides audit logging of Agent actions so you can review what was done; you are responsible for monitoring it. Where an action is consequential or irreversible, you should require human approval rather than granting an Agent unattended authority.

6.7 Ownership of Output

As between you and Routina, and to the extent permitted by applicable law, you own the Output generated from your inputs, subject to your compliance with this Agreement and with your Model Provider's terms. Output is generated statistically: similar inputs from different users may produce similar or identical Output, Routina makes no claim that Output is unique or original to you, and Routina does not warrant that Output does not infringe the rights of any third party. You are responsible for confirming that your use of Output is lawful and does not infringe.

6.8 Restrictions on AI Use

In addition to Section 4, you may not use AI Features to: process PHI without an executed BAA; make automated decisions with legal or similarly significant effects on an individual without human review; generate content that impersonates a real person or organization in a misleading way; develop, train, or benchmark a competing model or service; circumvent a Model Provider's safety systems or usage policies; or evade rate limits, metering, or spending controls.

6.9 AI Usage and Metering

Token consumption and associated cost are metered per team and visible in your account. Where Routina supplies the Model Provider, AI usage is billed under your plan's AI terms and reported on a monthly statement. Where you use a Customer-Provided Key, inference is billed to you by that provider directly and Routina meters usage for reporting purposes only. Spending limits configured for AI usage are advisory warnings unless the in-product documentation for that control states otherwise, and you remain responsible for usage incurred above them.

7. Routina's Processing of User Data

7.1 Service Provider / Processor Role

When processing User Data on behalf of customers, Routina acts as a "Service Provider" as defined under the CCPA and a "Processor" as defined under the GDPR. Routina will not use User Data in ways inconsistent with its processor role or beyond what is necessary to provide the Service.

7.2 Where Routina Acts as Controller

Routina acts as a controller (or "business" under the CCPA) for a narrower set of data it determines the purposes of: account registration and administration data, billing and payment records, support correspondence, security and audit logs, and information collected from visitors to the Website. That processing is described in the Privacy Policy.

7.3 Data Processing Agreement

The terms of Routina's Data Processing Agreement (DPA) are incorporated into this Agreement and apply to all processing of personal data. The DPA is available at getroutina.com/dpa.

8. Copyright Infringement and DMCA Policy

Routina respects intellectual property rights and expects users to do the same. If you believe content on the Service infringes your copyright, please send a written notice to legal@getroutina.com including:

• The signature (electronic or physical) of the authorized copyright owner or agent
• A description of the copyrighted work claimed to be infringed
• The location of the allegedly infringing material on the Service
• Your contact information
• A good-faith statement that the use is not authorized
• A statement made under penalty of perjury that the information is accurate

Routina may terminate accounts of users who are repeat infringers.

9. Intellectual Property

9.1 Routina's Rights

Routina and its licensors retain all intellectual property rights in and to the Service, including software, documentation, trademarks, and all related materials. Routina grants you a limited, revocable, non-exclusive, non-transferable license to use the Service solely in accordance with this Agreement and applicable documentation.

9.2 User Data Ownership

You retain all right, title, and interest in and to your User Data. Nothing in this Agreement transfers ownership of your data to Routina.

9.3 License to User Data

You grant Routina a non-exclusive, worldwide, royalty-free right to access, use, copy, store, transmit, and process your User Data solely as necessary to provide, maintain, secure, and support the Service for you, as described in this Agreement, the DPA, and our Privacy Policy. For the avoidance of doubt, this license does not permit Routina to use User Data, inputs, or Outputs to train, fine-tune, or otherwise develop machine learning models, and does not permit any use of User Data for Routina's independent commercial purposes.

9.4 Feedback

If you provide feedback, suggestions, or ideas about the Service, you grant Routina an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, and sublicense that feedback without any obligation of confidentiality or compensation to you. You should not include User Data or confidential information in feedback.

9.5 Aggregated Anonymous Data

Routina may generate aggregated statistics about Service usage — such as performance metrics, error rates, and feature adoption — that do not identify, and cannot reasonably be used to identify, any individual, customer, or data subject. Routina owns such aggregated data and may use it to operate, secure, and improve the Service.

Where the underlying data includes PHI, Routina will only create such aggregated data from information de-identified in accordance with 45 C.F.R. § 164.514(b) — by expert determination or by the Safe Harbor method — and will not attempt to re-identify it. Where the underlying data is personal data subject to the GDPR, Routina will only use it in aggregated form once anonymized such that data subjects are no longer identifiable. This Section does not permit Routina to use any User Data for model training, which is prohibited under Sections 6.4 and 9.3.

10. Communications with Routina

10.1 Electronic Communication

By using the Service, you consent to receive communications from Routina electronically, including via email and in-platform notifications. You agree that such electronic communications satisfy any legal requirement that communications be in writing.

10.2 Legal Notice Requirements

Legal notices to Routina must be submitted in writing to legal@getroutina.com. Email communications for support or general inquiries do not constitute legal notice.

10.3 Support

Routina provides customer support via email and in-platform messaging. Support availability and response times vary by plan.

11. Disclaimer of Warranties

The carve-out above is deliberate: Routina's data protection and security obligations in the DPA and in any executed BAA are binding commitments and are not disclaimed by this Section. Everything else is provided as-is.

Routina does not warrant that the Service will meet your specific requirements, will be uninterrupted, error-free, or available at any particular time or location. Section 6.5 governs Output specifically: no warranty is made as to the accuracy or reliability of anything produced by AI Features. You assume full responsibility for your use of the Service and any content you download or access through it.

12. Limitation of Liability

Routina's total aggregate liability for all claims arising out of or related to this Agreement shall not exceed the greater of: (1) the amount you paid to Routina in the three (3) months immediately preceding the date on which you first assert the claim, or (2) one hundred dollars (USD $100).

This cap is the single aggregate cap across this Agreement, the DPA, any executed BAA, and any other document incorporated into this Agreement. Multiple claims do not expand it. In the event of any conflict between this Section and a liability provision in an incorporated document, this Section controls, except where applicable data protection law does not permit the limitation.

Any cause of action you may have arising out of or related to this Agreement or the Service must be commenced within one (1) year after it accrues; otherwise, such cause of action is permanently barred, except where applicable law does not permit a shortened limitations period.

13. Indemnification

You agree to release, indemnify, defend, and hold harmless Routina and its officers, directors, employees, contractors, and agents from and against any and all claims, costs, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising out of or in connection with:

• Your use of or access to the Service, including actions taken by Agents you configure;
• Your violation of any term of this Agreement, including Section 4.4;
• Your violation of any third-party right, including intellectual property or privacy rights;
• Any claim that your User Data, or your use of Output, caused damage to a third party;
• Your use of a Customer-Provided Key, including any claim arising from your relationship with that Model Provider.

Routina will notify you of any claim subject to this Section and may participate in its defense with counsel of its own choosing at its own expense. You may not settle any claim in a way that imposes an obligation or admission on Routina without Routina's written consent.

14. Changes to Agreement and Service

Routina may amend this Agreement at any time. Material changes will be communicated via notice on the Website or by email to the registered account holder, and will take effect no sooner than thirty (30) days after that notice unless the change is required by law or addresses a security risk. Continued use of the Service after the effective date of changes constitutes acceptance. If you do not agree to the changes, you must discontinue use and delete your account before they take effect.

Routina reserves the right to modify, suspend, or discontinue any aspect of the Service at any time. We will provide reasonable advance notice of significant discontinuations.

15. Termination

15.1 Termination by You

You may terminate your account at any time through your Account Settings. Termination takes effect at the end of the current billing cycle, and Section 3.8 governs refunds.

15.2 Termination or Suspension by Routina

Routina may suspend or terminate your access if you violate this Agreement, engage in fraudulent activity, fail to pay amounts owed as described in Section 3.9, or where required by applicable law. Except for suspensions necessary to address a security risk, a legal requirement, or a material breach such as the one described in Section 4.4, Routina will provide notice and, where the breach is curable, a reasonable opportunity to cure.

15.3 Data Export and Deletion

For ninety (90) days following termination, Routina will retain your User Data and, on written request to privacy@getroutina.com, will make it available for export in a structured, machine-readable format, or will delete it at your election. During this window Routina may restrict access to export functions only. After ninety (90) days, Routina will delete or anonymize User Data in accordance with Section 13 of the DPA, except where retention is required by law. If your account was terminated for non-payment, Routina may condition export on settlement of the outstanding balance, but will not delete User Data during the ninety-day window on that basis.

15.4 Survival

Provisions that by their nature should survive termination — including Sections 6.4, 9, 11, 12, 13, 16, and 17 — will remain in effect.

16. Dispute Resolution and Arbitration

16.1 Informal Resolution First

Before starting an arbitration, the party with a dispute must send a written notice describing it to the other — to legal@getroutina.com in Routina's case, or to the registered account holder's email in yours. The parties will attempt in good faith to resolve the dispute for thirty (30) days from that notice. This step is a precondition to arbitration.

16.2 Binding Arbitration

Any dispute arising out of or relating to this Agreement or the Service that is not resolved informally will be settled by final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules (or, for individual consumers, its Consumer Arbitration Rules where those apply), before a single arbitrator. The seat of arbitration is San Juan, Puerto Rico, and the proceedings will be in English. The arbitrator may hold hearings by videoconference or decide on written submissions where the amount in dispute allows. Judgment on the award may be entered in any court of competent jurisdiction. The arbitrator, and not any court, decides questions of arbitrability, except as to Section 16.4.

16.3 Exceptions

Either party may bring an individual action in small claims court, and either party may seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property, confidential information, or to address unauthorized access to systems or data. Seeking such relief is not a waiver of this Section.

16.4 Class Action Waiver

Disputes must be brought in an individual capacity only. Neither party may bring a claim as a plaintiff or class member in a class, collective, consolidated, or representative proceeding, and the arbitrator may not consolidate claims or preside over any representative action. If this Section 16.4 is found unenforceable as to a particular claim, that claim — and only that claim — will proceed in court under Section 17.1, and the remainder of this Section 16 stays in effect.

16.5 Costs

Each party bears its own attorneys' fees and costs unless the arbitrator awards them under applicable law. Filing and administrative fees are allocated under the applicable AAA rules; where you are an individual consumer and the fees would be prohibitive, Routina will pay the portion the rules assign to you.

16.6 Your Right to Opt Out

You may opt out of this Section 16 by emailing legal@getroutina.com with the subject line "Arbitration Opt-Out" within thirty (30) days of first accepting this Agreement, stating your account name and that you decline arbitration. Opting out affects nothing else in this Agreement, and Routina will not treat it as a reason to refuse or terminate service. If you opt out, Section 17.1 governs.

17. Miscellaneous

17.1 Governing Law and Venue

This Agreement is governed by the laws of the Commonwealth of Puerto Rico and the federal laws of the United States, without regard to conflict of law principles. Subject to Section 16, any dispute not resolved by arbitration shall be subject to the exclusive jurisdiction of the courts located in Puerto Rico, and both parties consent to that jurisdiction and venue.

17.2 Force Majeure

Neither party is liable for any delay or failure to perform — other than an obligation to pay amounts owed — caused by circumstances beyond its reasonable control, including natural disaster, hurricane, earthquake, flood, fire, epidemic or pandemic, war, terrorism, civil unrest, labor dispute, governmental action or embargo, failure or degradation of the public internet, power or telecommunications failure, or the failure, degradation, or discontinuation of a third-party service on which the Service depends, including a Model Provider or cloud infrastructure provider. The affected party will notify the other and use reasonable efforts to resume performance. If such a condition prevents performance for more than sixty (60) consecutive days, either party may terminate the affected services on written notice, and Routina will refund prepaid fees for the unused period.

17.3 Assignment

Neither party may assign this Agreement without the other's written consent, except in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all assets. Any unauthorized assignment is void.

17.4 Severability

If any provision of this Agreement is found to be unenforceable, the remaining provisions will remain in full force and effect, and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable.

17.5 No Waiver

A party's failure to enforce any provision of this Agreement is not a waiver of its right to enforce it later, and no waiver is effective unless in writing.

17.6 Entire Agreement

This Agreement, together with the Privacy Policy, the Data Processing Agreement, the subprocessor list, and any executed Business Associate Agreement, constitutes the entire agreement between you and Routina with respect to the Service and supersedes all prior proposals, representations, or communications on this subject. In the event of a conflict between this Agreement and any separate confidentiality agreement executed between the parties, the confidentiality agreement shall control as to confidentiality. In the event of a conflict as to limitation of liability, Section 12 controls.

17.7 Contact