1. Definitions

Routix: the provider of the Routix Platform. Customer: any natural person or legal entity acting in the course of their trade, business, craft or profession and subscribing to the Platform. Platform: the Routix Transport Management System (SaaS). User: a natural person who uses the Platform on behalf of the Customer. Personal Data: as defined in the General Data Protection Regulation (GDPR). Data Processing Agreement (DPA): Annex 1 to these terms.

2. Applicability and Acceptance

These Terms of Service apply to every offer, use and agreement regarding the Platform. By registering or using the Platform, the Customer accepts these Terms of Service including the Data Processing Agreement (Annex 1). Deviations are only valid if agreed in writing.

3. Description of Service

Routix provides a cloud-based Transport Management System (TMS) including, but not limited to: order and trip management, planning and optimization, fleet and equipment management, reporting and AI support. AI support is advisory in nature; the Customer remains fully responsible at all times for operational, commercial and legal decisions. Routix reserves the right to modify, expand or discontinue functionalities, provided that the core functionality is reasonably maintained.

4. Users and Accounts

The Customer is responsible for all activities within the account. User accounts are personal and may not be shared. The Customer is responsible for securing login credentials. Routix is not liable for damage resulting from unauthorized use via the Customer's account.

5. Subscriptions, Payment and Invoicing

Services are provided on a subscription basis. All prices are exclusive of VAT unless otherwise stated. Invoicing takes place in advance. Routix may suspend access in case of non-payment. No refund for early termination, unless legally required.

6. Data Protection and Privacy

The Customer is the data controller within the meaning of the GDPR. Routix is the processor and processes Personal Data exclusively: for the provision of the Service, in accordance with written instructions from the Customer, in accordance with the Data Processing Agreement (Annex 1). More information is included in the Privacy Policy.

7. Intellectual Property

All intellectual property rights to the Platform belong to Routix or its licensors. The Customer only obtains a non-exclusive, non-transferable and revocable right to use.

8. Availability and Maintenance

Routix strives for high availability, but does not guarantee error-free or uninterrupted service. Maintenance and updates may cause temporary interruptions.

9. Liability

To the extent permitted by law: Routix is not liable for indirect damage, consequential damage or lost profits. Routix is not liable for data loss, except in case of intent or gross negligence. Routix's total liability is limited to the amount the Customer paid in the 12 months preceding the damage event. Routix is not liable for damage resulting from: (a) decisions made based on AI-generated insights, (b) incorrect or incomplete data provided by the Customer, (c) failures or errors in third-party systems, including but not limited to cloud providers, integrations, APIs and telematics systems. Routix is not liable for failures due to force majeure, including but not limited to failures in internet connections, data centers, cloud infrastructure, government measures or failures of engaged third parties.

10. Indemnification

The Customer indemnifies Routix against all third-party claims arising from: unlawful content or data from the Customer, violation of laws and regulations by the Customer, incorrect instructions to Routix.

11. Termination and Data Retention

After termination of the agreement, access to the Platform is terminated and data is retained for a maximum of 24 months for: account reactivation, legal obligations, disputes or audits. After this period, data is deleted or anonymized, unless longer retention periods are legally required. Routix does not guarantee that data will remain available at all times during this retention period and is not liable for loss of data after termination of the agreement.

12. Changes

Routix may modify these terms. Changes take effect 30 days after announcement via the Platform or email.

13. Applicable Law

Dutch law exclusively applies to these Terms of Service. Disputes are submitted to the competent court in the Netherlands. The Vienna Sales Convention is excluded.

14. Contact

Routix, Email: info@routix.nl

Annex 1 – Data Processing Agreement (GDPR)

1. Roles

Customer: data controller. Routix: processor.

2. Subject and Duration

Processing of Personal Data for as long as the Service is provided and during the retention period as described in Article 11 of the Terms of Service.

3. Types of Data and Data Subjects

User data, Contact and account data, Operational transport data, Log and audit data.

4. Routix Obligations

Routix processes data only on instructions from the Customer, takes appropriate technical and organizational measures, ensures confidentiality, reports data breaches within 72 hours, and supports the Customer with GDPR requests.

5. Sub-processors

Routix may use sub-processors (such as cloud and infrastructure providers), provided: equivalent level of protection and contractual GDPR obligations. If Personal Data is processed outside the European Economic Area (EEA), Routix ensures appropriate safeguards in accordance with Chapter V GDPR, including Standard Contractual Clauses (SCCs) or an adequacy decision by the European Commission.

6. Audit and Supervision

The Customer may request an audit once a year, at their own expense, with reasonable notice.

7. Liability

Liability under this Data Processing Agreement follows the limitations from the Terms of Service.

8. End of Processing

After the retention period expires, Personal Data is deleted or anonymized, unless legal retention obligations require otherwise. Routix does not guarantee that data will remain available at all times during this retention period and is not liable for loss of data after termination of the agreement.