These Terms of Service ("Terms") form a binding agreement between you and FreightPlus, Inc., a Delaware corporation ("FreightPlus," "we," "us," or "our"), and govern your access to and use of freightplus.io, the FreightPlus One platform, and any related content, tools, or services (collectively, the "Services").
PLEASE READ THESE TERMS CAREFULLY. By accessing or using the Services, you agree to these Terms. If you are using the Services on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and "you" and "your" refer to that entity. If you do not agree, do not use the Services.
Section 15 contains a binding arbitration clause and class action waiver that affect your legal rights. Please read it carefully.
1. About FreightPlus
FreightPlus is a managed transportation provider for middle-market shippers. We operate freight programs on behalf of our customers, combining dedicated teams with purpose-built technology. Specific services provided to customers are governed by a separate written customer agreement ("Customer Agreement"). In the event of any conflict between these Terms and a Customer Agreement, the Customer Agreement controls for the matters it covers.
2. Eligibility and Acceptable Use
The Services are intended for business use by persons who are at least 18 years old and have authority to enter into these Terms. You may use the Services only for lawful business purposes and in accordance with these Terms. You agree not to:
- Use the Services in any way that violates applicable law or regulation
- Scrape, spider, data-mine, or otherwise extract data from the Services without our prior written permission
- Attempt to gain unauthorized access to any portion of the Services, our systems, or accounts of other users
- Interfere with, disrupt, degrade, or impose unreasonable load on the Services or their infrastructure
- Transmit any malware, virus, worm, or malicious code
- Reverse engineer, decompile, disassemble, or attempt to derive source code from the Services, except to the extent permitted by applicable law
- Use the Services to send spam or unsolicited communications
- Impersonate any person or entity, or misrepresent your affiliation
- Use the Services to compete with FreightPlus or develop a competing product
- Remove, alter, or obscure any proprietary notices on or within the Services
3. Accounts
Access to certain parts of the Services, such as FreightPlus One, requires an account. You agree to:
- Provide accurate, current, and complete information
- Maintain and promptly update your account information
- Safeguard your credentials and restrict access to your account
- Be responsible for all activity that occurs under your account
- Notify us immediately at info@freightplus.io of any unauthorized access or security breach
4. Services, Fees, and Customer Agreements
The website describes our Services at a general level. Actual service delivery, pricing, service levels, term, renewal, and other commercial terms are governed by a separate written Customer Agreement.
Nothing on the website or in marketing materials constitutes a binding offer, quote, or contract. Metrics, case studies, testimonials, and service descriptions are illustrative. Past results do not guarantee future outcomes, and we make no representations about specific savings, service levels, or results you will achieve.
If you use the Services without a Customer Agreement in place, your use is limited to informational and evaluation purposes, and no operational or contractual obligations arise between us.
5. Intellectual Property
We and our licensors own all right, title, and interest in and to the Services, including all content, software, text, graphics, logos, images, case studies, data, and the look and feel of the Services, and all intellectual property rights therein. "FreightPlus," the FreightPlus logo, and "FreightPlus One" are our trademarks.
We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for your internal business purposes in accordance with these Terms. No other license or right is granted by implication, estoppel, or otherwise.
You may not reproduce, distribute, modify, publicly display, publicly perform, create derivative works from, sublicense, or otherwise exploit any portion of the Services without our prior written consent, except for brief quotations with proper attribution for editorial or commentary purposes.
6. Feedback
If you provide suggestions, ideas, or other feedback about the Services ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free, sublicensable license to use the Feedback for any purpose, without obligation or attribution.
7. Third-Party Links and Services
The Services may contain links to or integrations with third-party websites, applications, or services that we do not control or endorse. We are not responsible for the content, privacy practices, or terms of those third parties. Your use of them is at your own risk and subject to their terms.
8. Privacy
Our Privacy Policy describes how we collect, use, and disclose information about you. By using the Services, you consent to that handling.
9. Electronic Communications and Records
By using the Services, you consent to receive communications from us electronically. You agree that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement that such communications be in writing.
10. Disclaimers
THE SERVICES AND ALL CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, FREIGHTPLUS AND ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.
WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY MATERIAL OBTAINED THROUGH THE SERVICES IS ACCESSED AT YOUR OWN RISK. NO ORAL OR WRITTEN INFORMATION OR ADVICE FROM US CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
11. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL FREIGHTPLUS, ITS AFFILIATES, OR ITS LICENSORS OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, USE, DATA, OR OTHER INTANGIBLES, ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE LEGAL THEORY (CONTRACT, TORT, NEGLIGENCE, STATUTE, OR OTHERWISE).
OUR AGGREGATE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICES WILL NOT EXCEED ONE HUNDRED DOLLARS ($100) OR, IF YOU ARE A CUSTOMER, THE AMOUNT YOU PAID TO US IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, WHICHEVER IS GREATER.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE LIMITATION OF CERTAIN DAMAGES. IN SUCH JURISDICTIONS, THE ABOVE EXCLUSIONS AND LIMITATIONS APPLY ONLY TO THE EXTENT PERMITTED BY LAW.
12. Indemnification
You agree to defend, indemnify, and hold harmless FreightPlus, its affiliates, and their respective officers, directors, employees, contractors, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or related to your use of the Services, your violation of these Terms, your violation of any applicable law, or your infringement of any third-party right.
13. Termination
We may suspend or terminate your access to the Services at any time, with or without cause or notice, including if we believe you have violated these Terms. You may stop using the Services at any time.
Sections 5, 6, 10, 11, 12, 13, 14, 15, 16, and 17 survive any termination of these Terms.
14. Governing Law and Venue
These Terms are governed by the laws of the Commonwealth of Massachusetts, without regard to its conflict of law principles. Subject to Section 15, any dispute, claim, or controversy arising out of or relating to these Terms or the Services ("Dispute") will be resolved exclusively in the state or federal courts located in Norfolk County, Massachusetts, and the parties consent to personal jurisdiction there.
15. Binding Arbitration and Class Action Waiver
15.1 Agreement to Arbitrate. Except for claims for injunctive or other equitable relief to protect intellectual property rights or enforce confidentiality obligations, any Dispute will be resolved by final and binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration will be conducted in Boston, Massachusetts, in English, by a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction.
15.2 Class Action Waiver. YOU AND FREIGHTPLUS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. Unless both parties agree otherwise, the arbitrator may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding.
15.3 30-Day Right to Opt Out. You may opt out of this Section 15 by sending written notice of your decision to opt out to the address in Section 19 within 30 days after first accepting these Terms. Your notice must include your name, address, the email associated with your use of the Services, and a clear statement that you wish to opt out of arbitration.
15.4 Severability. If the class action waiver in Section 15.2 is found unenforceable in any proceeding, then the entirety of Section 15 will be null and void as to that proceeding, and the parties will litigate in court under Section 14.
16. Time Limitation on Claims
You agree that any claim arising from or related to these Terms or the Services must be brought within one (1) year after the cause of action arises. Otherwise, the claim is permanently barred.
17. Force Majeure
Neither party will be liable for any delay or failure in performance (other than payment obligations) caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, strikes, pandemic, epidemic, government action, carrier or supplier failures, internet or utility outages, cyber attacks, or other force majeure events.
18. General Provisions
18.1 Entire Agreement. These Terms, together with any applicable Customer Agreement and the Privacy Policy, constitute the entire agreement between you and FreightPlus regarding the Services and supersede all prior or contemporaneous understandings on that subject.
18.2 Modifications. We may modify these Terms from time to time. The "Last updated" date reflects the most recent changes. If modifications are material, we will provide reasonable notice, such as by posting a notice on the Services or sending email. Your continued use after modifications take effect constitutes acceptance.
18.3 Severability. If any provision of these Terms is held unenforceable, that provision will be enforced to the maximum extent permissible, and the remaining provisions will remain in full force and effect.
18.4 No Waiver. Our failure to enforce any right or provision of these Terms is not a waiver of such right or provision.
18.5 Assignment. You may not assign or transfer these Terms or any rights or obligations hereunder without our prior written consent. We may freely assign these Terms. Any attempted assignment in violation of this section is void.
18.6 Relationship. Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship between the parties.
18.7 Third-Party Beneficiaries. There are no third-party beneficiaries of these Terms.
18.8 Export Compliance. You may not use or export the Services in violation of U.S. export laws or regulations. You represent you are not located in any country subject to a U.S. embargo or designated as a "terrorist supporting" country, and are not on any U.S. government list of prohibited or restricted parties.
18.9 Government Use. If you are a U.S. federal government user, the Services are "commercial computer software" and "commercial items" as defined in the Federal Acquisition Regulation, and are provided with only those rights described in these Terms.
18.10 Headings. Section headings are for convenience only and have no legal effect.
19. Contact and Notices
Notices to FreightPlus under these Terms must be in writing and sent to:
FreightPlus, Inc.
Attn: Legal
1250 Hancock St #600
Quincy, MA 02169
Email: info@freightplus.io
Phone: (781) 659-1321
Notices are deemed given upon receipt when sent by email, or three business days after mailing if sent by certified mail, return receipt requested. We may provide notice to you via the email address associated with your account or by posting a notice on the Services.