FlashIQ - Terms of Service

Last Updated: 03.08.2025

This Customer Terms of Service ("Agreement") is entered into by and between Sinni Solutions Oy (a company registered under the laws of Finland and with business registration number 3441131-8) and using a product name hereinafter "FlashIQ," "we," "us," or "our") and the entity or person accessing or placing an order for any Services ("Customer" or "you"). If you are accessing or using the Services on behalf of your company, you represent that you are authorized to accept this Agreement on behalf of your company, and all references to "you" or "Customer" herein refer to your company.

This Agreement permits Customer to purchase subscriptions to online software-as-a-service products and other services from FlashIQ pursuant to any FlashIQ ordering documents, online registration, or order confirmations referencing this Agreement ("Order Form(s)"), and sets forth the basic terms and conditions under which those products and services will be delivered.

The "Effective Date" of this Agreement is the earlier of (a) Customer's initial access to the Services (as defined below) through any online provisioning, registration, or order process or (b) the effective date of the first Order Form referencing this Agreement.

PLEASE NOTE: IF YOU SUBSCRIBE TO THE SERVICES FOR A SUBSCRIPTION TERM, YOUR SUBSCRIPTION AND THIS AGREEMENT WILL BE AUTOMATICALLY RENEWED FOR SUCCESSIVE BILLING PERIODS AT OUR THEN-CURRENT PRICING FOR SUCH SERVICES UNLESS YOU OPT OUT OF THE AUTO-RENEWAL IN ACCORDANCE WITH SECTION 7.1 BELOW.

PLEASE NOTE: SECTION 10.9 OF THIS AGREEMENT CONTAINS AN ARBITRATION AGREEMENT THAT GENERALLY REQUIRES MOST DISPUTES BETWEEN US TO BE RESOLVED ON AN INDIVIDUAL, NON-CLASS ACTION BASIS THROUGH BINDING AND FINAL ARBITRATION INSTEAD OF IN COURT. SEE SECTION 10.9 FOR MORE INFORMATION REGARDING THIS ARBITRATION CLAUSE AND HOW TO OPT OUT.

BY INDICATING YOUR ACCEPTANCE OF THIS AGREEMENT OR ACCESSING OR USING ANY SERVICES, YOU ARE AGREEING TO BE BOUND BY ALL TERMS, CONDITIONS, AND NOTICES CONTAINED OR REFERENCED IN THIS AGREEMENT. IF YOU DO NOT AGREE TO THIS AGREEMENT, PLEASE DO NOT USE ANY SERVICES. EACH PARTY EXPRESSLY AGREES THAT THIS AGREEMENT IS LEGALLY BINDING UPON IT.

1. Definitions

• Affiliate: An entity that Controls, is Controlled by, or is under common Control with a party.
• Agreement: This Terms of Service, any Order Forms, and any attachments, linked policies, or documents referenced herein.
• Beta Services: Services or features identified as "alpha," "beta," "preview," "early access," "evaluation," or similar.
• Control: Ownership of 50% or more of the voting power, or otherwise having the power to direct financial and operational policies or appoint management.
• Customer Data: Any data in electronic form that Customer or Users make available through the Services or that FlashIQ collects on behalf of Customer or its Users.
• Documentation: FlashIQ's user guides and other end-user documentation for the Services.
• Fees: Any fees payable for the Services under an Order Form.
• FlashIQ Materials: All software, specifications, documentation, systems, information, data, materials, works, content, devices, methods, processes, hardware, technologies, inventions, and technical descriptions provided or used by FlashIQ in connection with the Services or comprising the Services or Platform, excluding Customer Data.
• Force Majeure Event: An unforeseeable event beyond a party's reasonable control that cannot be remedied by reasonable diligence, including acts of God, government acts, natural disasters, civil unrest, acts of terror, strikes, and failures/delays of IT infrastructure not within FlashIQ's control.
• Free Services: The Services FlashIQ makes available free of charge (Trial Plan).
• Order Form(s): FlashIQ ordering documents, online registrations, order descriptions, or confirmations referencing this Agreement.
• Services: The services that FlashIQ provides to Customer under this Agreement as described in the applicable Order Form and Documentation.
• Software: Any downloadable or installable software provided as part of the Services.
• Subscription Period: The period during which Customer is authorized to use the Services.
• Third-Party Products: A product, service, application, or content provided by a third-party or by Customer that Customer chooses to interoperate with the Services.
• Usage Data: Diagnostic and usage-related information and data concerning the use, performance, and operation of the Services, including usage patterns and user engagement, but excluding Customer Data.
• Users: Employees, agents, consultants, or other representatives authorized by Customer to access or use the Services.

2. The Services

2.1 Provision of Services. Subject to the terms and conditions herein and the applicable Order Form, FlashIQ grants Customer a limited, non-transferable, non-exclusive right to access and use the Services during the Subscription Period for its lawful internal business purposes, solely in the form provided by FlashIQ and as permitted by the functionalities therein.

2.2 Software. FlashIQ may make Software available as part of the Services. FlashIQ grants Customer and its Users a limited, non-exclusive, non-transferable, non-sublicensable license to download and install the Software to the extent necessary to use the Services. Software may update automatically. Open source software components are governed by their respective open source licenses.

2.3 FlashIQ Ownership. All rights, title, and interest in and to the Services, Software, Usage Data, FlashIQ Materials, and Documentation, including all enhancements, derivatives, and improvements and all Intellectual Property Rights inherent therein, belong exclusively to FlashIQ and its licensors. No rights are granted to Customer other than as expressly set forth herein. FlashIQ may use Usage Data for its business operations, provided it does not identify Customer or any individual.

2.4 Third-Party Products. The Services may contain features designed to interoperate with Third-Party Products. Such Third-Party Products are not under FlashIQ's control, and FlashIQ makes no representations or warranties concerning them, is not responsible or liable for them, and does not endorse them. Your use of such Third-Party Products is at your own risk. Any exchange of Customer Data with a Third-Party Product provider is solely between you and that provider. FlashIQ is not responsible for any disclosure, modification, or deletion of Customer Data resulting from access by a Third-Party Product. You are responsible for having all necessary licenses and rights to use Third-Party Products.

2.5 Free Services (Trial Plan). Use of Free Services is subject to this Agreement's terms. Free Services are provided without charge up to certain limits. FlashIQ may, at its sole discretion and for any reason, terminate your access to Free Services without prior notice or liability. NOTWITHSTANDING SECTION 6 ("WARRANTIES & DISCLAIMERS") AND SECTION 9 ("INDEMNIFICATION"), FREE SERVICES ARE PROVIDED "AS-IS" WITHOUT ANY WARRANTY, AND FLASHIQ SHALL HAVE NO INDEMNIFICATION OBLIGATIONS NOR LIABILITY OF ANY TYPE WITH RESPECT TO FREE SERVICES, EXCEPT WHERE SUCH EXCLUSION IS UNENFORCEABLE UNDER APPLICABLE LAW, IN WHICH CASE FLASHIQ'S LIABILITY SHALL NOT EXCEED €100.00.

2.6 Service Levels. FlashIQ will use commercially reasonable efforts to make the Services available in accordance with the service levels described in the Documentation or a separate Service Level Agreement (if applicable).

3. Customer Data

3.1 Customer Ownership. Except for the limited rights expressly granted to FlashIQ, Customer retains all rights, title, and interest in and to all Customer Data, including all related intellectual property rights. You are solely responsible for the accuracy, quality, legality, reliability, and appropriateness of all Customer Data. You must ensure you are entitled to transfer the relevant Customer Data to FlashIQ for lawful use and processing.

3.2 Authorization. You grant FlashIQ a non-exclusive, worldwide, royalty-free right to reproduce, display, adapt, modify, transmit, distribute, and otherwise use Customer Data: (a) to provide, maintain, and improve the Services; (b) to prevent or address technical or security issues and resolve support requests; (c) at your direction or request (including User-initiated processing); and (d) as otherwise required by applicable law. No other rights to Customer Data are granted to FlashIQ.

3.3 AI Model Training.

FlashIQ shall not use any Customer Data to train any FlashIQ or third-party artificial intelligence or machine learning model, except as explicitly set forth in an applicable Order Form.

3.4 Aggregated Data. FlashIQ may use Customer Data to create aggregated, de-identified, and/or anonymized data sets that do not permit identification of Customer, its customers, or Users ("Aggregated De-Identified Data"). FlashIQ may use Aggregated De-Identified Data for its lawful business purposes, including to improve, develop, and enhance the Services and other FlashIQ offerings.

3.5 Security. FlashIQ shall implement commercially reasonable technical and organizational measures to maintain the security and integrity of the Services and Customer Data, safeguarding against unauthorized access, use, destruction, disclosure, or alteration.

3.6 Data Processing. You shall not provide FlashIQ with any sensitive categories of data (e.g., protected health information, payment card data) unless expressly permitted and governed by a separate agreement. FlashIQ shall have no responsibility or liability for such data if provided in violation of this section. Our use of personal data in connection with the Service is governed by our Data Processing Agreement, which is incorporated by reference into these Terms and can be viewed here: https://www.flashiq.ai/legal/data-processing-agreement

4. Restrictions, Responsibilities & AI Features

4.1 Customer Restrictions. You shall not:

• Modify, copy, display, republish, or create derivative works based on the Services or FlashIQ Materials.
• Resell, distribute, or act as a service bureau for the Services.
• Access or use the Services if you are a direct competitor of FlashIQ without our prior written consent.
• Share access or information about the Services with a direct competitor of FlashIQ.
• Use the Services to post or send infringing, obscene, threatening, libelous, or otherwise unlawful material.
• Use automated means to "crawl," "spider," "scrape," "data mine," or gather information from the Services in an unauthorized manner.
• Intentionally interfere with or disrupt the integrity or performance of the Services.
• Remove or alter any trademark, logo, copyright, or other proprietary notices from the Services.
• Use the Services from any embargoed nation or in violation of applicable export control laws.
• Use the Services in non-compliance with all applicable local, state, national, and foreign laws, treaties, and regulations (including those related to data privacy, international communications, and call recording laws in your jurisdiction).

4.2 Customer Responsibilities. You shall provide FlashIQ with complete and accurate account, billing, and payment information and keep it up to date. You agree not to provide unauthorized access to your account credentials and shall prevent Users from sharing their FlashIQ login information. You are responsible for maintaining the security and confidentiality of all passwords. You must immediately notify FlashIQ of any unauthorized or illegal use of your account.

4.3 Artificial Intelligence Features. The Services may include features that leverage artificial intelligence technology ("AI Features"). You are solely responsible for your use of AI Features. You acknowledge that Customer Data will be transmitted to and processed by such AI Features, and in response, AI Features may generate Output (suggested text, information, etc.). Due to the probabilistic nature of AI, the Output may be inaccurate or inappropriate. Accordingly, all Output is provided "as is" and with "all faults." FlashIQ makes no representations or warranties of any kind regarding AI Features or Output, including accuracy, completeness, or suitability. All decisions made in reliance on any Output are at your sole risk, and FlashIQ shall have no responsibility or liability arising therefrom.

5. Fees & Payment Terms

5.1 Fees. You shall pay FlashIQ the applicable Fees for your chosen Service Plan(s) and any undisputed Fees, as set forth in an Order Form or on the Pricing Page. If you fail to pay undisputed Fees within the agreed period, FlashIQ reserves the right to suspend your access and use of the Services until such Fees are paid, as provided in Section 5.4. If you reasonably and in good faith dispute any billed Fees, you must contact FlashIQ no later than thirty (30) days after the invoice date. All Fees are non-refundable and non-creditable, except as expressly set forth in this Agreement.

5.2 Taxes. All Fees are exclusive of taxes and similar assessments. You are responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges imposed by any governmental authority on amounts payable by you, other than taxes imposed on FlashIQ's income.

5.3 Payment. Unless otherwise provided in an Order Form, you shall pay all Fees within thirty (30) days after the invoice date. All payments hereunder shall be in U.S. dollars. If paying by credit card or supported digital payment method, you authorize FlashIQ to charge your account. You must keep your billing information current.

5.4 Late Payment. If you fail to make any payment when due, FlashIQ may charge interest on the past due amount at 1.5% per month or the highest rate permitted by applicable law. If such failure continues for five (5) days following written notice, FlashIQ may suspend performance of the Services until all past due amounts and interest are paid, without liability for such suspension.

6. Warranties & Disclaimers

6.1 Mutual Warranty. Each party represents and warrants that it has the legal power and authority to enter into this Agreement.

6.2 FlashIQ Warranties. FlashIQ warrants that: (a) the Services will perform materially in accordance with the Documentation; and (b) FlashIQ will not materially decrease the overall security of the Services during a Subscription Period. For any breach of an express warranty, your exclusive remedy and FlashIQ's sole liability will be as set forth in Section 7.2 (Termination for Material Breach).

6.3 Disclaimer of Warranties. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH HEREIN, (A) ALL SERVICES ARE PROVIDED ON AN "AS IS" BASIS WITHOUT ANY WARRANTY WHATSOEVER; (B) FLASHIQ EXPRESSLY DISCLAIMS, TO THE MAXIMUM EXTENT PERMISSIBLE UNDER APPLICABLE LAW, ALL WARRANTIES, EXPRESS, IMPLIED, AND STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, NONINFRINGEMENT, OR ARISING FROM COURSE OF PERFORMANCE, DEALING, USAGE OR TRADE; AND (C) FLASHIQ MAKES NO WARRANTY REGARDING NON-INTERRUPTION OF USE OR FREEDOM FROM BUGS, AND MAKES NO WARRANTY THAT SERVICES WILL BE ERROR-FREE. FREE SERVICES AND PROFESSIONAL TIER SERVICES ARE PROVIDED "AS IS" AND AS AVAILABLE EXCLUSIVE OF ANY WARRANTY WHATSOEVER.

6.4 Beta Services Disclaimer. You may use Beta Services in your sole discretion. Notwithstanding anything to the contrary: (a) Beta Services may not be supported and may be changed or terminated at any time without notice; (b) Beta Services may not be as reliable or available as the Services; (c) Beta Services have not been subjected to the same security requirements, measures, and auditing; (d) Beta Services constitute FlashIQ's Confidential Information; and (e) BETA SERVICES ARE PROVIDED "AS IS" WITHOUT ANY WARRANTY, INDEMNITY, OR SUPPORT, AND FLASHIQ'S LIABILITY FOR BETA SERVICES WILL NOT EXCEED FIFTY EUROS (€50.00).

7. Term and Termination

7.1 Automatic Renewal; Cancellation. The term of this Agreement commences on the Effective Date and continues until all Order Forms have expired or been terminated. Unless otherwise set forth in the applicable Order Form, each Subscription Term will automatically renew for successive billing periods, unless either party provides written notice of non-renewal to the other party at least thirty (30) days prior to the then-current Subscription Term's expiration. FlashIQ reserves the right to increase fees for any renewal terms. You authorize FlashIQ to charge your payment method or invoice you for each renewal until you cancel your subscription.

7.2 Termination for Material Breach. Either party may terminate this Agreement if the other party materially breaches any terms herein and does not cure such breach within thirty (30) days of receiving written notice. Either party may also terminate if the other becomes the subject of bankruptcy, insolvency, or similar proceedings. Notwithstanding the foregoing, FlashIQ may immediately terminate this Agreement and any Order Form if you breach any obligation in Section 4.1 (Customer Restrictions) and, in FlashIQ's determination, that breach cannot be adequately cured.

7.3 Effect of Termination. Upon expiration or termination of this Agreement for any reason, all rights and licenses granted to Customer shall terminate immediately. Following the termination or expiration of your contract, FlashIQ will retain Customer Data for a period of six (6) months. After this period, FlashIQ will permanently delete all Customer Data, unless otherwise agreed upon in writing by both parties. Notwithstanding the foregoing, the Customer may submit a written request for the deletion of their data at any time before the six-month period concludes. Upon receiving such a request, FlashIQ will delete the Customer Data within fourteen (14) days.

7.4 Survival. Sections 1 (Definitions), 2.3 (FlashIQ Ownership), 2.5 (Free Services Disclaimer), 3.1 (Customer Ownership), 3.3 (Aggregated Data), 3.4 (Security), 4.1 (Customer Restrictions), 4.3 (AI Features), 5 (Fees; Payment Terms) as it relates to accrued but unpaid fees, 6 (Warranties & Disclaimers), 7.3 (Effect of Termination), 7.4 (Survival), 8 (Confidential Information), 9 (Indemnification), 10 (Limitation of Liability), and 11 (General Provisions) shall survive any termination or expiration of this Agreement.

8. Confidential Information

8.1 Definition. "Confidential Information" means all confidential and proprietary information of a party ("Disclosing Party") disclosed to the other party ("Receiving Party"), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information or the circumstances of disclosure. This includes the terms of this Agreement (including pricing), Customer Data, FlashIQ Materials, Services, Documentation, and each party's business and marketing plans, technology, product designs, and business processes.

8.2 Confidentiality Obligations. The Receiving Party shall not disclose or use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, except with the Disclosing Party's prior written permission. Either party may disclose Confidential Information to its personnel and agents who are subject to confidentiality obligations at least as restrictive as those of this Agreement. Receiving Party will use at least the same level of care to prevent unauthorized use of the Confidential Information as it uses for its own confidential and proprietary information of like kind, but in no event less than a reasonable standard of care.

9. Indemnification

9.1 FlashIQ Indemnification. FlashIQ will indemnify and hold Customer harmless from and against any third-party claim against Customer alleging that Customer's use of the Services as permitted hereunder infringes or misappropriates a third party's valid patent, copyright, trademark, or trade secret. FlashIQ shall, at its expense, defend such claim and pay damages finally awarded against Customer in connection therewith, including the reasonable fees and expenses of the attorneys engaged by FlashIQ for such defense. FlashIQ's indemnification obligation is conditioned on Customer: (a) promptly notifying FlashIQ in writing of the claim; (b) granting FlashIQ sole control of the defense and settlement of the claim; and (c) providing FlashIQ with all reasonable assistance, information, and authority required for the defense and settlement of the claim.

9.2 Customer Indemnification. Customer will indemnify and hold FlashIQ harmless from and against any third-party claim against FlashIQ arising from or related to (i) Customer's breach of Section 4.1 (Customer Restrictions) of this Agreement or (ii) any Customer Data or Customer's use of any Output from AI Features. Customer's indemnification obligation is conditioned on FlashIQ: (a) promptly notifying Customer in writing of the claim; (b) granting Customer sole control of the defense and settlement of the claim; and (c) providing Customer with all reasonable assistance, information, and authority required for the defense and settlement of the claim.

10. Limitation of Liability

EXCEPT FOR THE PARTIES' INDEMNIFICATION OBLIGATIONS UNDER SECTION 9, CUSTOMER'S BREACH OF SECTION 4.1 (CUSTOMER RESTRICTIONS), OR FRAUDULENT MISREPRESENTATION, IN NO EVENT SHALL EITHER PARTY, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SUBJECT MATTER OF THIS AGREEMENT FOR ANY LOST PROFITS, LOST REVENUE, LOSS OF GOODWILL, LOSS OF DATA, BREACH OF DATA OR SYSTEM SECURITY, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (HOWEVER ARISING), IN EACH CASE REGARDLESS OF WHETHER A PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE.

EXCEPT FOR THE FOREGOING EXCLUSIONS, IN NO EVENT WILL FLASHIQ'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED (IN THE AGGREGATE) THE FEES PAID (OR PAYABLE) BY CUSTOMER TO FLASHIQ UNDER THE APPLICABLE ORDER FORM IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO A CLAIM HEREUNDER.

11. General Provisions

11.1 Relationship of the Parties. The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between the parties.

11.2 Notices. FlashIQ may give general notices related to the Services that are applicable to all customers by email or through the Platform. All other notices required to be sent hereunder will be in writing and will be effective upon delivery to legal@flashiq.ai , if to Customer, to Customer's address on record in FlashIQ's account information, or to such other address or individual as the parties may specify from time to time by written notice.

11.3 Waiver and Cumulative Remedies. No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity.

11.4 Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in full force and effect.

11.5 Assignment. Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, either party may assign this Agreement in its entirety (including any Order Forms), without the consent of the other party, to (i) an Affiliate; or (ii) in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Any attempt by a party to assign its rights or obligations under this Agreement in breach of this Section shall be void and of no effect. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns.

11.6 Subcontractors. FlashIQ may use third-party subcontractors to perform Services, provided that such subcontractors are subject to contractual obligations no less protective than those of this Agreement, as applicable. FlashIQ will remain responsible for their acts, omissions, and any subcontracted obligations.

11.7 Publicity. FlashIQ may include Customer's name and logo on its website or in other marketing materials or channels solely to reference Customer as a FlashIQ customer, subject to any trademark usage instructions provided to FlashIQ. All other uses of each other's name and any publicity shall require the prior written approval and consent of the other party.

11.8 Force Majeure. Neither party shall be liable for any failure or delay in performance under this Agreement (other than for obligations to pay money) for causes beyond that party's reasonable control and occurring without that party's fault or negligence, including, but not limited to, a Force Majeure Event.

11.9 Governing Law. This Agreement and any disputes arising out of or related hereto shall be governed by and construed in accordance with the laws of Finland, without giving effect to its conflicts of laws rules.

11.10 Arbitration Agreement. The parties shall use their best efforts to settle any dispute, claim, question, or disagreement arising out of or relating to the subject matter of this Agreement directly through good-faith negotiations, which shall be a precondition to either party initiating arbitration. If such negotiations do not resolve the dispute, it shall be finally settled by binding arbitration in Helsinki, Finland. The arbitration will proceed in the English language, in accordance with the Rules of the Arbitration Institute of the Finland Chamber of Commerce (the "Rules") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes. The arbitrator shall be selected from the appropriate list of arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. The Rules will govern payment of all arbitration fees.

You shall have the right to opt out of the provisions of this Section by sending written notice of the decision to opt out to the email address listed in Section 11.2 (Notices) within thirty (30) days of first accepting this Agreement. Customer must include (i) its name and residence address, (ii) the email address and/or telephone number associated with its account, and (iii) a clear statement that it wants to opt out of this arbitration agreement.

THE PARTIES WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL.