Effective May 4, 2026
Terms of service
Ortelis Inc.
These Terms of Service (the “Terms”) form a binding agreement between Ortelis Inc., a Delaware corporation (“Ortelis,” “we,” “us,” or “our”), and the entity or person accessing or using the Otis platform made available at runotis.com (“you,” “your,” or “Customer”). The Otis platform, together with related software, application programming interfaces, integrations, and websites, is referred to as the “Service.”
By accessing or using the Service, by clicking “I agree” (or similar), or by signing into the Service directly or through Google Sign-In, you agree to be bound by these Terms. If you do not agree, do not use the Service.
If a separate written agreement signed by Ortelis (such as a Design Partner Agreement, Master Services Agreement, or Order Form) governs your access to the Service, that agreement controls to the extent of any conflict with these Terms.
1. Eligibility and authority
The Service is offered to businesses and their authorized personnel for internal business use only. By using the Service, you represent and warrant that:
- you are at least 18 years old;
- you are accessing the Service on behalf of a legal entity (the “Customer”) and have authority to bind that entity to these Terms; and
- your use of the Service complies with all applicable laws and regulations.
The Service is not intended for personal, household, or consumer use, and is not directed to children under the age of 16.
2. Description of the Service
Otis is an agentic product platform that helps software teams instrument applications and analyze telemetry with AI. The Service is provided on a software-as-a-service basis. Specific features, integrations, and capabilities may be added, modified, or removed from time to time in our sole discretion.
At the date of these Terms, the Service is offered exclusively to design partners and is not generally available. There is no self-service signup. Access is provisioned by Ortelis on an invite-only basis and may be revoked at any time.
3. Account registration and authentication
Access to the Service requires an authorized account (an “Account”). All Accounts are authenticated through Google Sign-In via our identity provider (Clerk). Ortelis does not store passwords. You agree to:
- provide accurate and current information when your Account is provisioned;
- use only your own Google credentials to sign in (no shared logins);
- keep your Google account credentials secure and notify Ortelis promptly at security@runotis.com of any suspected unauthorized access; and
- be responsible for all activity that occurs under your Account.
You must promptly remove or notify Ortelis to remove personnel who no longer require access.
4. Customer Data
“Customer Data” means any data, content, prompts, source code, telemetry, end-user information, or other materials that Customer or its authorized users submit to, or that the Service processes on behalf of, Customer in connection with the Service.
As between the parties, Customer retains all right, title, and interest in and to Customer Data. Customer hereby grants Ortelis a non-exclusive, worldwide, royalty-free license to host, copy, transmit, display, and process Customer Data solely as necessary to (a) provide and support the Service, (b) prevent or address technical or security issues, (c) comply with law or valid legal process, and (d) improve the Service in accordance with these Terms and our Privacy Policy.
Customer is solely responsible for the accuracy, quality, legality, and appropriateness of Customer Data, and for obtaining all rights, consents, and notices required for Ortelis to process Customer Data as contemplated by these Terms.
5. License and acceptable use
Subject to these Terms and Customer’s payment of any applicable fees, Ortelis grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service during the term solely for Customer’s internal business purposes.
You will not, and will not permit any third party to:
- access or use the Service in violation of applicable law or any third-party right;
- reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, models, or underlying ideas of the Service, except to the extent expressly permitted by applicable law;
- rent, lease, sell, resell, sublicense, time-share, or otherwise commercially exploit the Service, or use it to build or improve a competing product or service;
- upload or transmit malicious code, viruses, or other harmful components;
- use the Service to process “protected health information” as defined under HIPAA, payment card data subject to PCI-DSS, government-classified information, or any other regulated data not expressly supported by the Service;
- attempt to gain unauthorized access to the Service or any related systems, networks, or data;
- circumvent or disable any security or rate-limiting features;
- use the Service to develop, train, or evaluate any machine learning model, foundation model, or competing AI product; or
- remove or obscure any proprietary notices.
6. Third-party services and integrations
The Service may interoperate with third-party services, including Google Workspace, GitHub, Slack, and large-language-model providers (collectively, “Third-Party Services”). Your use of any Third-Party Service is governed by your separate agreement with that provider. Ortelis is not responsible for any Third-Party Service. Disabling a Third-Party Service may impair the Service’s functionality.
7. Intellectual property
Ortelis and its licensors retain all right, title, and interest in and to the Service, including all software, models, prompts, templates, documentation, designs, and all related intellectual property rights. Except for the limited license expressly granted to Customer in these Terms, no rights are granted to Customer by implication, estoppel, or otherwise.
If Customer or any of its users provides feedback, suggestions, ideas, or proposed improvements about the Service (“Feedback”), Customer hereby grants Ortelis a perpetual, irrevocable, royalty-free, worldwide license to use, modify, and exploit such Feedback for any purpose without restriction or compensation.
Ortelis may collect and use aggregated and de-identified data derived from operation of the Service to develop, improve, secure, and support its products and services, provided such data does not identify Customer, its users, or any individual.
8. Confidentiality
Each party (the “Receiving Party”) may receive confidential information of the other party (the “Disclosing Party”) in connection with the Service, including non-public business, technical, product, financial, and customer information (“Confidential Information”). Customer Data is the Confidential Information of Customer. The Service, its features, and pricing are the Confidential Information of Ortelis.
The Receiving Party will (a) use Confidential Information only as necessary to perform under these Terms, (b) protect it using at least the same care it uses to protect its own confidential information of similar sensitivity (and in any event no less than reasonable care), and (c) limit access to personnel and contractors with a need to know who are bound by confidentiality obligations no less protective than these Terms. Confidential Information does not include information that is or becomes public through no fault of the Receiving Party, was rightfully known prior to disclosure, is rightfully obtained from a third party without restriction, or is independently developed without use of the Disclosing Party’s Confidential Information.
9. Fees and payment
Access during the design-partner phase may be provided at no charge or at fees set forth in a separate Order Form or Design Partner Agreement. If fees apply, Customer will pay all undisputed amounts within thirty (30) days of receipt of invoice. All fees are exclusive of applicable taxes, which Customer is responsible for paying. Late amounts may accrue interest at the lower of 1.0% per month or the maximum rate permitted by law.
10. Term and termination
These Terms apply from your first access to the Service until terminated. Either party may terminate these Terms for convenience upon thirty (30) days’ written notice (email sufficient). Either party may terminate immediately upon written notice if the other materially breaches these Terms and fails to cure within fifteen (15) days of notice, or upon the other party’s insolvency, assignment for the benefit of creditors, or bankruptcy. Ortelis may suspend or terminate access immediately if Customer’s use poses a security or legal risk.
Upon termination: (a) Customer’s right to access the Service ceases; (b) each party will return or destroy the other party’s Confidential Information in its possession, except as required for legal, archival, or backup purposes; and (c) Sections 4 (Customer Data, with respect to outstanding obligations), 7 (Intellectual Property), 8 (Confidentiality), 11 (Disclaimer), 12 (Limitation of Liability), 13 (Indemnification), 15 (Governing Law), and 16 (Miscellaneous) survive.
11. Disclaimer of warranties
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. ORTELIS DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. ORTELIS DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF HARMFUL COMPONENTS, OR THAT OUTPUTS WILL BE ACCURATE OR COMPLETE. AI-GENERATED OUTPUTS MAY CONTAIN ERRORS; CUSTOMER IS SOLELY RESPONSIBLE FOR REVIEWING AND VALIDATING ALL OUTPUTS BEFORE RELYING ON THEM.
12. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUES, DATA, OR GOODWILL, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID OR PAYABLE BY CUSTOMER TO ORTELIS IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR (B) ONE THOUSAND U.S. DOLLARS (US$1,000). THESE LIMITATIONS DO NOT APPLY TO (i) BREACHES OF SECTION 5 (ACCEPTABLE USE) OR SECTION 8 (CONFIDENTIALITY), (ii) A PARTY’S INDEMNIFICATION OBLIGATIONS, OR (iii) AMOUNTS OWED FOR FEES.
13. Indemnification
Customer will defend, indemnify, and hold harmless Ortelis and its affiliates, officers, directors, employees, and agents from and against any third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to (a) Customer Data, including claims that Customer Data infringes, misappropriates, or violates any third-party right or applicable law; (b) Customer’s use of the Service in violation of these Terms; or (c) any breach by Customer of Section 5 (Acceptable Use).
14. Modifications to the Service or Terms
Ortelis may modify the Service from time to time. We may also update these Terms by posting a revised version at runotis.com/terms or by giving notice through the Service or by email. Material changes will take effect no earlier than thirty (30) days after posting or notice, except that changes required by law or addressing a security risk may take effect immediately. Continued use after the effective date constitutes acceptance.
15. Governing law and dispute resolution
These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles. The U.N. Convention on Contracts for the International Sale of Goods does not apply. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Wilmington, Delaware for any dispute not subject to arbitration, and waive any objection to such jurisdiction or venue.
16. Miscellaneous
These Terms, together with any signed agreement between the parties, constitute the entire agreement regarding the Service and supersede all prior or contemporaneous communications. The parties are independent contractors. Neither party may assign these Terms without the other party’s prior written consent, except Ortelis may assign to an affiliate or in connection with a merger, acquisition, or sale of substantially all of its assets. If any provision is held unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions will remain in effect. No waiver is effective unless in writing. Notices to Ortelis must be sent to legal@runotis.com.
17. Contact
Questions about these Terms may be directed to legal@runotis.com.
Ortelis Inc.
2261 Market Street STE 85186
San Francisco, CA 94114