Terms of service

These terms govern access to the RouteSpear website and use of RouteSpear Cloud, agents, APIs, documentation, and related software and services (together, the "Service"). They are between RouteSpear Inc., doing business as RouteSpear ("RouteSpear," "we," or "us"), at [Business mailing address to be confirmed], and the individual or organization accepting them ("Customer" or "you"). An "Order" is an order form, accepted online checkout, or other purchasing agreement that identifies the Service and commercial terms. A "Business Customer" uses the Service for trade, business, or professional purposes. A "Consumer" is an individual using it primarily for personal, family, or household purposes. Applicable law controls your legal status.

1. Agreement and consumer rights

You accept these terms by signing an Order incorporating them, completing a sign-up or purchase process that expressly presents them for acceptance, or otherwise expressly agreeing to them. A person accepting for an organization represents that they have authority to bind it. If you do not agree, do not register for or use the Service. Merely visiting a page does not create a paid subscription. The effective date for your agreement is the date of your acceptance, unless your Order states otherwise.

The agreement consists of these terms and the Order, together with any DPA, service-level agreement ("SLA"), or addendum expressly incorporated by the parties. A separately signed master agreement controls where it replaces these terms. For conflicts, the DPA controls personal-data processing; an applicable SLA controls its service-level subject matter; and the Order controls commercial details and any expressly identified variation of these terms. Otherwise these terms control. Purchase-order boilerplate does not amend the agreement. No Order or other contract document overrides a right that applicable law makes mandatory.

For individual consumers

The Service is available to Business Customers and Consumers. If you are a Consumer, these terms do not exclude or restrict mandatory protections in your place of residence, including applicable rights concerning clear pricing, renewal consent, cancellation, refunds, service quality, and fair contract terms. Where a consumer provision conflicts with another provision, the consumer provision controls. The business-only indemnity and liability provisions below do not apply to Consumers.

We will provide required pre-purchase information and an order confirmation you can retain. Where applicable law gives you a withdrawal or cooling-off right, its statutory period, refund rules, and exceptions apply. You may exercise it by sending a clear statement to our legal contact identifying your account and purchase, or through another legally permitted method. If beginning performance during that period requires a separate request, consent, or acknowledgment about loss of a withdrawal right, we will obtain it separately. Merely accepting these terms does not supply it. This is separate from ordinary nonrenewal in section 10.

The privacy policy explains our information practices; accepting these terms is not consent to processing that legally requires separate consent.

2. Eligibility and accounts

Users must be at least 18 and legally able to enter the relevant agreement. Provide accurate account, billing, and contact information and keep it current. You are responsible for your authorized users' compliance, permissions, and activity, and for actions of integrations and guests you authorize. Administrators may manage organizational membership and account resources according to their permissions. Do not share individual login credentials.

Protect passwords, enrollment secrets, API keys, model-provider credentials, tokens, and agent access. Apply least-privilege access, remove users who no longer need it, and promptly notify us of suspected unauthorized access at security@routespear.com. You are not responsible under this section for unauthorized activity to the extent caused by our breach of the agreement. We may reasonably verify organizational authority before granting or restoring access.

For a personal account, you act for yourself and need not have an employer or organization authorize your use. You are responsible for activity you authorize and for taking reasonable care of your account; these terms do not make a Consumer automatically liable for every unauthorized use or waive protections for unauthorized transactions under applicable law.

3. Service and license

During the agreed term and subject to compliance and payment, we grant you a limited, nonexclusive, nontransferable right to access the hosted Service and install and run the supplied agent or licensed software for your internal business purposes or personal, family, or household use within your Order. Contractors may use it on your behalf under your responsibility. Managed-service, reseller, or third-party hosting rights require an Order that expressly permits them.

You supply the connectivity, supported systems, permissions, and resources necessary for your deployment. Features, capacity, test types, public-agent access, ingestion limits, retention, and support depend on the agreed offering and configuration. A demonstration, roadmap, estimate, or proposed price is not a commitment to deliver a future feature or an entitlement to capacity. We may update the Service, subject to the commitments and change provisions below.

4. Monitoring authorization and safety

You must have the legal right and all necessary permissions to install agents, access systems, send configured traffic, run scripts, collect logs, and process resulting data. Permission must cover the kind and volume of testing involved, including real user browser-session and passive connection monitoring where enabled. Public reachability alone is not permission for intrusive testing, and access to shared public agents does not authorize attacks against third-party infrastructure. You are responsible for applicable notices to employees, users, system owners, and other affected people, and any required consents.

Configure sensible destinations, intervals, concurrency, privileges, credentials, and collection limits. Review code and browser walkthroughs before running them. Synthetic requests and browser interactions can create or delete records, submit forms, trigger purchases, send messages, or otherwise change a target system. Use dedicated test accounts and safe test data. Customer-hosted scripts and enabled host capabilities run with the permissions and constraints of that environment.

You decide what information to collect and whom to invite or publish it to. Review screenshots, URLs, logs, scripts, and assistant context for confidential or personal information. Redaction, masking, and other safeguards reduce exposure but cannot guarantee removal of every sensitive value. Do not use the Service as an emergency service, a safety-critical control, or the sole basis for decisions whose failure could cause death, injury, or substantial physical damage.

5. Acceptable use

You must not use the Service to:

• Violate law or another person's privacy, intellectual-property, contractual, or other rights, including through unlawful interception, surveillance, or access.
• Attack, overload, disrupt, exploit, or damage a system; distribute malware; or conduct unauthorized scanning, credential attacks, or denial-of-service activity.
• Bypass authentication, tenant boundaries, licensing, billing, usage limits, access restrictions, or agent safety controls, or intentionally conceal chargeable usage.
• Access another customer's information or test our Service for vulnerabilities without authorization, except where applicable law expressly protects the activity.
• Send spam or deceptive communications, impersonate someone, or submit fraudulent, unlawful, or deliberately harmful content.
• Resell, sublicense, redistribute, or provide the Service to others except as expressly allowed; copy or reverse-engineer proprietary software except to the extent applicable law or an applicable open-source license permits.
• Upload regulated health records, payment-card authentication data, government identifiers, or similarly sensitive datasets unless an applicable written agreement expressly permits the intended processing.

Both parties must comply with applicable export-control and sanctions laws. You may not use or provide access to the Service where prohibited by those laws. Report suspected abuse or security issues through our security contact. Our response may include proportionate limits or suspension as described in section 18.

6. Customer Data and privacy

"Customer Data" means configurations, monitoring results, scripts, files, messages, and other content submitted to or collected through the Service on your behalf. As between the parties, you retain your rights in Customer Data. You grant us the limited rights to receive, host, copy, transmit, process, and display it as necessary to provide, secure, maintain, and support the Service, carry out your instructions, and comply with law. These rights do not authorize selling Customer Data, unrelated advertising, or general-purpose AI model training.

You warrant that you have the rights and lawful authority necessary for that processing and for the recipients and integrations you select. We process personal information on your behalf under the applicable DPA and documented instructions. Where required, the parties must enter an appropriate DPA before that processing begins. These terms and a privacy policy alone do not replace the required processing agreement or international-transfer safeguards.

Authorized publication to an incident room, export, webhook, or external client directs us to disclose the selected content. You control the recipients and permissions you authorize; revoking access does not recall copies they already possess. Private assistant conversations are not automatically shared simply because an incident exists.

Eligible executions on public measurement infrastructure may serve more than one authorized customer. This does not give another customer access to your private configurations, credentials, or private-agent data. Private cross-account agent access requires the relevant explicit grant. Shared observations remain subject to authorization and measurement-window boundaries.

We may use service-administration, security, and usage information as described in the privacy policy. We may use statistics that have been de-identified so they cannot reasonably identify you or an individual, subject to applicable law and confidentiality obligations. Pseudonymous identifiers alone do not qualify. We do not acquire ownership of Customer Data by providing the Service. Retention and exit arrangements are described in section 19.

7. Confidentiality

"Confidential Information" is information disclosed by one party to the other that is marked confidential or should reasonably be understood to be confidential, including Customer Data, credentials, nonpublic security details, commercial terms, and proprietary technology. The receiving party will use it only to perform or exercise rights under this agreement, protect it with reasonable care, and disclose it only to people and service providers who need it and are subject to confidentiality obligations. Each party is responsible for those recipients' compliance with its confidentiality obligations.

These obligations do not cover information the recipient can demonstrate is publicly available without breach, already lawfully known without restriction, independently developed, or lawfully obtained from a third party without a confidentiality duty. If disclosure is required by law, the recipient will, where legally permitted, give prompt notice and reasonable assistance at the disclosing party's expense to seek protection, and disclose only what is required. A DPA or applicable law may impose additional obligations for personal information.

Confidentiality obligations continue for three years after termination, and for trade secrets and retained Customer Data for as long as they remain protected by law or in the recipient's possession, respectively. Neither party may use the other's name or logo in customer publicity without prior permission.

8. AI, integrations, and third parties

Spear Assistant may process prompts, conversation context, selected page content, and permitted tool results using the model provider configured for your account. You authorize those transfers when you enable and use the feature. You are responsible for the suitability, credentials, charges, terms, and privacy settings of providers you independently connect, including their retention and training practices. Provider functionality and availability may change.

AI output can be incomplete, inaccurate, nonunique, or unsuitable. Review explanations, queries, scripts, and proposed changes before relying on them. A model's answer, specialist agreement, or public web report is not independent evidence that a network is healthy or an incident has recovered. Approval of a proposed action authorizes the displayed action under your permissions; it does not establish that the action will succeed or be appropriate. Customer-approved actions can affect monitored systems and configuration.

As between you and RouteSpear, you may use output delivered for your account for your permitted business or personal purposes, subject to any underlying third-party rights. We do not promise that output is protectable, exclusive, or free of third-party rights. Our software and tool implementations remain ours. Public research, external MCP clients, webhooks, identity systems, and other integrations have their own terms. We remain responsible for our own contractual obligations when we use a provider to perform them.

Open-source and third-party software included with the Service remains subject to its applicable license and notices. Nothing in these terms limits rights those licenses grant. A third-party link or compatibility listing is not an endorsement or a separate availability guarantee.

9. Fees, usage, and payment

Your accepted Order controls fees, currency, payment dates, the subscription period, usage units, rates, included allowances, retention, and any agreed support or capacity. Published calculators and proposed launch prices are estimates, not an Order. A displayed budget is not a guarantee of final charges or an unlimited-capacity entitlement. A change in published pricing does not automatically migrate an existing account to new terms.

For consumer purchases, we disclose the fixed price, mandatory fees, applicable taxes or how they are calculated, any usage rates and calculation method, and recurring-payment frequency before you authorize the purchase, as required by law. Additional paid features require your agreement. A general reference to fees in these terms does not authorize an undisclosed charge.

Usage-based charges are determined under your agreed metering rules, including any rules for eligible shared executions and duplicates. Network transfer, canonical ingestion, compressed payload size, and stored bytes are different quantities; only the unit specified in your Order determines its corresponding charge. Enabling more checks, shorter intervals, additional capture, or longer retention may increase usage. You are responsible for agreed usage generated by your authorized configurations and users.

Payment is due as stated in the Order. Where you authorize a payment method, we may charge it for amounts due under that authorization. Keep billing details current. Taxes, duties, and similar charges are additional where applicable, excluding taxes on our net income. Any required withholding and supporting documentation will be handled under applicable law and the Order; no gross-up obligation is implied here.

Raise invoice concerns promptly with legal@routespear.com, identifying the disputed amount and reason. We will investigate in good faith. Pay undisputed amounts on time; we will not suspend solely for a reasonably disputed amount while you cooperate in resolving it. For undisputed overdue amounts, we may suspend paid features after at least 15 days' written notice and an opportunity to pay. Interest or collection charges apply only if agreed and lawful.

Fees are nonrefundable except as stated in this agreement, an Order, or mandatory law. Consumer rights to refunds, remedies for defective services, withdrawal, and disputed or unauthorized charges are preserved. Upgrades, downgrades, proration, credits, and overages follow the Order or an expressly accepted change. We will give at least 30 days' notice of a renewal price increase; it applies no earlier than the next renewal and must leave a reasonable opportunity to cancel. Fixed fees and rates for a committed term do not change during that term without agreement.

10. Renewal and cancellation

The subscription term is stated in your Order. Automatic renewal applies only if it was clearly disclosed and accepted in the Order or purchase flow, including the renewal period and cancellation deadline. Otherwise an additional term requires agreement. Any legally required renewal notices and cancellation rights apply. A trial does not become paid merely because time passes unless you expressly accepted that conversion and its charges in advance.

For a consumer subscription, we obtain your affirmative consent to recurring charges before charging you and provide a confirmation you can keep, stating the renewal terms and how to cancel. We provide trial-end, renewal, and price-change notices when and as required by the law that applies to you. A renewal reminder does not replace your initial consent, and an unaccepted trial cannot become a paid subscription.

You can give notice of nonrenewal using the available account cancellation control or by emailing our legal contact from an authorized account contact. Unless the Order specifies a different lawful deadline, notice received before the renewal date prevents renewal. We will acknowledge cancellation. Deleting an agent, disabling checks, or ceasing to sign in does not itself cancel a subscription. Nonrenewal takes effect at the end of the current term; fees and agreed usage through that term remain payable, subject to applicable refund rights.

Consumers may cancel recurring billing at any time. If you subscribed online, we provide an easy online cancellation method without requiring a telephone call. You may also email our legal contact if you need help or cannot access your account. You do not need to accept a retention offer, explain why you are leaving, or pay a cancellation fee. Reasonable account verification may be required to protect your account. Our acknowledgment is not a condition of an otherwise valid cancellation taking effect.

Ordinary cancellation stops the next renewal and leaves access through the paid period unless you request earlier closure. Charges properly incurred before cancellation remain payable; partial-period refunds apply where required by law or provided by your agreement. A statutory right to cancel immediately, obtain a refund, or challenge an unauthorized renewal takes precedence over this ordinary end-of-period process. We will honor any longer cancellation opportunity or other protection the law requires.

11. Availability and support

We will provide the paid Service with reasonable skill and care. Support hours, response targets, uptime commitments, credits, maintenance exclusions, and any recovery objectives exist only to the extent expressly stated in an applicable Order or SLA. These terms do not create a default 99.9% uptime commitment, 24-hour support service, or guaranteed recovery time.

We may carry out maintenance and security updates. We will give reasonable advance notice of planned material disruption where practicable; urgent security or legal changes may require faster action. We will not materially reduce the core functionality of a paid subscription during its committed term without providing a reasonable alternative or the termination remedy in section 15. Documented interface deprecations will receive reasonable advance notice where practicable, except when urgent security, legal, or provider changes prevent it.

Measurement coverage depends on agent reachability, target behavior, permissions, rate limits, schedules, quotas, and the deployment. Missing or unsent probes are not proof of packet loss or health. Alerts and messages may be delayed or fail, and estimates of location or cause may be wrong. You remain responsible for operational decisions, independent verification, and appropriate backups of information you need.

12. Free access, trials, and preview features

Any free, evaluation, beta, or preview feature is provided for evaluation on an as-available basis unless an Order says otherwise. It may have limited capacity, support, retention, or compatibility and may change or end. We will give reasonable notice of a planned withdrawal where practicable. Do not rely on a preview for critical operations or continued data access. Preview status does not remove our applicable privacy, confidentiality, or legal obligations.

13. Self-hosted software and agents

A self-hosted license permits use within the scope and term of its Order. You operate and secure the hosts, network, databases, certificates, backups, and recovery procedures, configure permissions and retention, and install supported updates. We provide software and any support expressly purchased; operating your environment is not included unless agreed. License restrictions do not override applicable open-source licenses or mandatory law.

Customer-hosted agents can send data to RouteSpear Cloud or another configured destination. Fully self-hosted processing does not automatically send all measurements to us, but support, public services, and enabled integrations can transmit information outside your environment. You are responsible for approving those connections and for third-party infrastructure costs. We may require a supported version to investigate an issue, but will not represent an unavailable agent capability as a successful measurement.

14. Intellectual property

RouteSpear and its licensors retain rights in the Service, software, documentation, designs, and trademarks, except for your rights in Customer Data. Rights not expressly granted are reserved. You may send suggestions voluntarily; you grant us a worldwide, perpetual, royalty-free right to use that feedback to improve our offerings without payment. This does not grant rights to disclose your Confidential Information or repurpose your Customer Data.

If you believe content in the Service infringes your rights, email our legal contact with the work or right concerned, the location of the content, your contact details, and a description of your authority and claim. We may restrict disputed content where reasonably necessary and notify the affected customer where lawful. This contact is not a representation that we have registered a statutory copyright agent in any jurisdiction.

15. Warranties and disclaimers

Each party warrants it has authority to enter this agreement. We warrant that the paid Service will materially conform to its applicable documentation and be provided with reasonable skill and care during the subscription term. Tell us promptly of a material failure with sufficient detail to investigate. We will use reasonable efforts to correct it. If we cannot correct a material failure within 30 days of written notice, you may terminate the affected Service and receive a prorated refund of prepaid fees for the unused portion after termination.

Except for express commitments in this agreement and rights that cannot lawfully be excluded, the Service and AI output are provided "as is" and "as available." To the extent permitted by law, we disclaim implied warranties of merchantability, fitness for a particular purpose, title, and noninfringement. We do not warrant uninterrupted or error-free operation, detection of every incident, complete data capture, or the accuracy of every measurement interpretation.

The correction and refund process is the contractual remedy for the express service warranty, subject to mandatory law and separate DPA, confidentiality, and indemnity obligations. It does not relieve either party of liability for matters that cannot be limited under section 17. Operational decisions remain yours; the Service does not replace professional judgment.

Consumer remedies are additional. The disclaimers and correction period above do not remove an applicable statutory guarantee, shorten a statutory warranty, or require you to wait 30 days where the law permits an earlier remedy. Depending on applicable law, you may be entitled to correction, a price reduction, cancellation, a refund, damages, or another remedy. The contractual correction/refund process is not your exclusive remedy.

16. Third-party claims

For paid subscriptions, we will defend you against a third-party claim that the Service as supplied by us and used as authorized infringes its patent, copyright, or trademark, or misappropriates its trade secret, and pay damages and reasonable settlement amounts finally awarded or approved by us. This does not cover claims arising from Customer Data, third-party services or AI output you select, unauthorized modifications or use, or combinations with items not supplied by us where the claim would not otherwise arise.

If such a claim is likely, we may obtain continued usage rights or modify or replace the affected Service with a materially equivalent alternative. If neither is reasonably available, we may terminate the affected Service and refund unused prepaid fees. This section states our contractual responsibility for those infringement claims, subject to nonexcludable rights.

Business Customers only: you will defend us against a third-party claim arising from Customer Data that infringes rights, your unlawful monitoring or lack of required authorization, or your material breach of section 5, and pay damages and reasonable settlement amounts finally awarded or approved by you. This obligation does not apply to the extent the claim results from our breach, negligence, or willful misconduct.

Consumers have no contractual duty under this section to defend or indemnify RouteSpear. Responsibility for a Consumer's own unlawful conduct is determined by applicable law. Our protection for paid customers described above remains available to eligible Consumers.

The party seeking protection must promptly notify the other, allow it control of the defense, and provide reasonable cooperation at its expense. Late notice reduces obligations only to the extent it materially prejudices the defense. No settlement may admit fault, impose nonmonetary obligations, or fail to fully release the protected party without its consent, which will not be unreasonably withheld. The protected party may participate with its own counsel at its own expense. These obligations are subject to section 17.

17. Limits of liability

Business Customers

The exclusions and monetary caps in the following three paragraphs apply only to Business Customers.

To the maximum extent permitted by law, neither party is liable under this agreement for indirect, incidental, special, punitive, or consequential damages, or lost profits, revenue, goodwill, or business opportunities, whether in contract, tort, or otherwise, even if advised of the possibility. Reasonable direct costs of restoring data are not excluded solely because the claim involves data loss, but remain subject to the applicable cap.

Except as stated below, each party's total aggregate liability arising from this agreement is limited to the fees paid or payable for the affected Service during the 12 months immediately before the first event giving rise to liability. For use solely of a free Service, the cap is US $100. Related claims do not create separate caps. Each party's obligations under section 16 and liability for breach of confidentiality or its contractual data-protection obligations are subject instead to a cap of twice that amount.

These exclusions and caps do not limit your obligation to pay fees properly due, either party's fraud or willful misconduct, death or personal injury caused by negligence, or any liability that law does not permit to be excluded or limited. They do not restrict statutory rights or remedies of individuals under data-protection law. A separately signed agreement may establish different caps. These allocations apply to the extent lawful even if a limited remedy fails of its essential purpose.

Consumers

The business exclusions and monetary caps above do not apply to Consumers. Subject to applicable law, we are responsible for loss or damage that is a reasonably foreseeable result of our breach or failure to use reasonable care and skill. Loss is foreseeable if it is an obvious consequence or was reasonably contemplated when the agreement was made. This does not exclude any additional liability imposed by law or limit mandatory remedies. We do not exclude liability for fraud, willful misconduct, death or personal injury caused by negligence, or any other matter that cannot lawfully be excluded. Your obligation to pay charges properly due remains.

18. Suspension and termination

We may suspend the affected users, checks, agents, or Service where reasonably necessary to address a material security risk, ongoing harm, unlawful activity, material violation, or undisputed nonpayment under section 9, or to comply with law. We will limit the scope and duration where reasonably possible, give advance notice and an opportunity to resolve the issue when practicable, and explain an urgent suspension promptly afterward unless prohibited by law. We will restore access when the basis is resolved. Suspension does not itself delete data.

Either party may terminate for material breach that remains uncured 30 days after written notice describing the breach. A breach that cannot lawfully or reasonably be cured may justify immediate termination. You may also terminate under an express remedy in these terms or an Order, and may stop using the Service at any time; stopping use alone does not waive committed fees. We may discontinue a free Service with reasonable notice where practicable.

A Consumer's statutory right to cancel, reject an unauthorized renewal, or obtain an earlier remedy is not delayed by the cure period. We will not impose remaining-term charges or a penalty on a Consumer for exercising those rights.

If we end a paid Service for convenience before the end of its committed term, we will provide at least 30 days' notice where practicable and refund unused prepaid fees. If you terminate for our uncured material breach, we will refund unused prepaid fees and you will not owe fees for the affected Service after termination. Other fees accrued before termination remain due; future committed charges after termination for your breach apply only if expressly agreed and lawful.

19. Data and obligations after termination

On termination, usage rights end and you must stop using the affected Service and uninstall or cease running proprietary software whose license has ended. Export information you need before access ends. Request any transition assistance before termination where possible; additional services and charges require agreement. Your Order or DPA should identify any post-termination export period, available formats, deletion schedule, and backup expiry. These terms do not guarantee a universal post-termination export window.

We will return or delete Customer Data as required by the applicable DPA, agreement, and law. Retention may differ for active measurements, summaries, captured content, conversations, shared publications, account records, usage-integrity identifiers, and recovery copies. The exact-identifier archive does not automatically expire with measurements and must be addressed separately in the agreed deletion process. Data required for legal obligations or valid claims may be retained with restricted use. Backup deletion follows the applicable recovery lifecycle; restored data remains subject to the original deletion obligations.

We cannot recall copies independently held by recipients you authorized. Self-hosted customers perform deletion in their own environments. Payment obligations already incurred and provisions concerning ownership, confidentiality, permitted retention, disclaimers, claims, liability, and dispute resolution survive to the extent needed to give them effect.

20. Disputes and governing law

Before filing a claim, each party will notify the other in writing and try in good faith to resolve it for 30 days. For Consumers, this informal process is voluntary and is not a prerequisite to bringing a claim. It does not prevent urgent relief, a regulatory complaint, or action necessary to preserve a right before a legal deadline. You may send a dispute notice to legal@routespear.com with your contact details and a description of the dispute and requested resolution.

Subject to mandatory law and any different provision in a signed agreement, the laws of Delaware, United States (proposed; subject to confirmation) govern, excluding conflict-of-law rules, together with applicable United States federal law. Business Customers submit to the exclusive jurisdiction of the state and federal courts located in Delaware, United States (proposed; subject to confirmation). The UN Convention on Contracts for the International Sale of Goods does not apply.

For Consumers, choosing Delaware law does not deprive you of mandatory protections under otherwise applicable law, including the law of your place of residence. The exclusive business forum provision does not apply to you: you may bring a claim in any court available under applicable law, including an eligible small-claims court. These terms do not impose mandatory arbitration, a class-action waiver, or a waiver of any nonwaivable jury-trial right.

21. Changes and notices

We may update these terms. Material changes affecting an existing paid subscription will be notified at least 30 days in advance and normally take effect at renewal. If a legal or security requirement requires an earlier change, we will explain the reason and give as much notice as reasonably possible. Changes do not apply retroactively to an existing dispute or alter fixed commercial commitments without agreement.

If a material adverse change must apply during your prepaid term and you do not accept it, you may notify us before it takes effect, terminate the affected Service, and receive a prorated refund for the unused portion. Where law requires affirmative acceptance, we will obtain it. Otherwise continued use after proper notice and the effective date constitutes acceptance to the extent lawful. If you decline terms that apply at renewal, do not renew.

For Consumers, a change to price, the service, or renewal terms remains subject to required notice, consent, and cancellation rights. We do not treat silence, an unused account, or an automatic charge alone as consent to a change that requires your affirmative agreement. Changes cannot retrospectively remove rights concerning a purchase or event that has already occurred.

We send contractual notices to the account's designated contact or another address specified in your Order; routine service notices may appear in the Service. Keep that contact current. Send legal notices to our legal email and mailing address below. Electronic notices are effective on receipt; this does not alter formal service-of-process requirements.

22. General terms and contact

Neither party may assign this agreement without the other's consent, not unreasonably withheld, except to an affiliate or a successor in a merger or sale of substantially all relevant assets that assumes the obligations, with notice to the other party. No assignment reduces existing data-protection commitments. The parties are independent contractors; this agreement creates no agency, partnership, employment, or third-party beneficiary rights except where law requires.

Neither party is responsible for delay caused by events beyond its reasonable control if it takes reasonable steps to mitigate and promptly informs the other. This does not excuse payment already due or data-protection duties that law does not permit to be excused. If such an event prevents the affected paid Service for more than 30 consecutive days, either party may terminate that Service and we will refund unused prepaid fees.

If a provision is unenforceable, it will be limited to the extent needed and the remaining provisions continue. Failure to enforce a provision is not a waiver. The agreement constitutes the parties' entire agreement on its subject, superseding prior discussions, while preserving separately signed agreements according to section 1. Amendments require agreement except for updates made under section 21. Electronic signatures and counterparts may be used where lawful.

Legal notices and questions: legal@routespear.com. Mailing address: RouteSpear Inc., [Business mailing address to be confirmed]. For privacy requests, use privacy@routespear.com; for service inquiries, use the contact form.