YOU AGREE THAT, BY USING THE APP AND THE SERVICES, YOU ARE AT LEAST 18 YEARS OF AGE, YOU ARE LEGALLY ABLE TO ENTER INTO A CONTRACT AND AGREE TO COMPLY WITH ALL APPLICABLE LAWS AND REGULATIONS,
- APP DESCRIPTION AND DISCLAIMER
The App is a platform that allows transportation companies, carriers and brokers to coordinate the supply, demand and logistics of the shipment, and administration of commercial freight. In this respect, the App provides subscribers, through the establishment of their own dashboards on the App, with the ability to: (i) identify opportunities for the shipment of freight, (ii) to bid for the shipping contract and (iii) to negotiate and conclude the terms of any resulting shipping agreement.
The App enables carriers, transportation companies and brokers to establish dashboards on the App, and through the use such dashboards and the messaging interface provided through the App, carriers, based on their location and/or schedules, can bid on a shipping job or can be invited to bid on or to accept a shipping job by a transportation company or broker.
Although the App offers a platform for the coordination and execution of freight shipments, the Company is not an agent for any user of the App nor is it a party to any transaction that may be negotiated between you and other users of the App. In this respect, you agree that the Company shall have no liability whatsoever for: (i) damaged, lost or stolen freight; (ii) undelivered or misdelivered shipments of freight; (iii) cancellation of shipping jobs; (iv) payments, or failure to pay, by any party to any transaction arranged by you and another user of the App; (v) physical damage to vehicles or personal injuries sustained by you or third persons arising from the negligent, reckless or intentionally tortious actions by any person or user who has engaged in a transaction that derives from the use of the Services on the App; (vi) theft or misappropriation of personal or physical location data that you post on the App; or (vii) any other direct, incidental or consequential damages arising from a shipping transaction arranged by you through your use of the Services on the App.
Although the Company exerts all reasonable commercial efforts to keep the documents, information, data, software and related information that the Company makes available on the App (collectively, the “Information”) accurate, current and up-to-date, and to ensure that your access to the App is as continuous as possible, the Company cannot guarantee, and does not warrant, that your access to the App will be uninterrupted or error free. Similarly, the Company cannot guarantee that all of the information on the App is completely current or applicable to your circumstances. Shipping procedures and trade customs can change rapidly, can be different from state to state and may be subject to interpretation by different courts and certain government and administrative bodies. The Company is not a transportation broker nor does the information contained on the App constitute legal or regulatory advice. For these reasons, the Company does not warrant or guarantee that the information presented on the App is correct, complete or up-to-date. If you need legal or regulatory advice with respect to your specific shipment, or any issue or document related thereto, you should consult a licensed attorney in your area
The Company validates the Department of Transportation registration numbers of those users that become subscribers to the App, and will terminate a subscriber’s continued access to the App if that registration is defective. However, because of the administrative delay that occasionally occurs from the date that a subscriber registers for the App and the date on which the Company may receive notice of a defective registration, it is your responsibility to independently confirm the due authorization under Department of Transportation and other federal and state requirements of all other persons with which/whom you conduct business through or as a result of your use of the App.
- YOUR INFORMATION
When you open an account to use or access certain portions of the App or the Services, you must provide complete and accurate information as requested on the registration form. You will also be asked to provide a user name and password. If you choose to register, you agree to: (a) supply the information requested in the registration process, (b) ensure that all the information you supply to us is accurate, and (c) update your personal information. You are entirely responsible for the maintaining the confidentiality of your password. You may not use a third party’s account, user name or password at any time. You agree to notify the Company immediately of any unauthorized use of your account, user name or password. The Company shall not be liable for any losses you incur as a result of someone else’s use of your account or password, either with or without your knowledge. You may be held liable for any losses incurred by the Company our affiliates, officers, directors, employees, consultants, agents and representatives due to someone else’s use of your account or password.
- LIMITED LICENSE TO DOWNLOAD; SUBSCRIPTION FEE
- . Subscription Fee. Depending on whether you register to use the App during our initial market introduction or at a later time, you may be required to pay an annual subscription fee to assure your continued ability to access the App and Services so that you can effect your freight shipment Purpose. The amount of your subscription fee will be based on the information that you provide during your registration with respect to the type and level of Services that you are requesting from the App.
- USER CONTENT, REVIEWS, COMMENTS
- Rights and Responsibilities of the Company. The Company respects the intellectual property of others, and we ask our users to do the same. The Company may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who may be repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide the Company’s Copyright Agent with the following information:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- A description of the copyrighted work or other intellectual property that you claim has been infringed;
- A description of where the material that you claim is infringing is located on the site;
- Your address, telephone number, and email address;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
The Company’s Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:
c/o Moving Pipe LLC.
19501 W. Country Club Drive Suite706
Aventura Fl. 33180
By email: firstname.lastname@example.org for help
If the Company’s technical staff finds that files or processes belonging to a user or subscriber poses a threat to the proper technical operation of the system or to the security of the App or of other members, the Company reserves the right to delete those files or to stop those processes. If the Company technical staff suspects a user name is being used by someone who is not authorized by the proper user, the Company may disable that user’s access to the App in order to preserve system security.
The Company reserves the right to refuse service to anyone and to cancel user access at any time.
- Rights and Responsibilities of Users of the App or Other Posters of User Content.
You are legally and ethically responsible for any User Content – writings, files, pictures or any other work – that you post or transmit using any Company service that allows interaction or dissemination of information. In posting User Content, you are responsible for honoring the rights of others, including intellectual-property rights (copyright, patent and trademark), the right to privacy and the right not to be libeled or slandered. For example, if you wish to post a copyrighted work as User Content, you are responsible for first obtaining the copyright holder’s permission.
Under United States federal law, you retain copyright on all works you create and post as User Content, unless you choose specifically to renounce it. Accordingly, by posting such user content, you grant a license to the Company to use, reprint, distribute, modify, and create derivative works of the User Content, which modifications or user content or will be owned by the Company. You also give permission to the Company to copy your User Content as part of the normal backup process. You have the right to remove any of your works from User Content at any time.
- Your Rights and Responsibilities as a User and Reader of User Content.
If you have a complaint about the behavior or posts of another user, it is your responsibility to attempt to resolve the conflict, typically by contacting that person directly, if possible. Normally, the Company staff will not take a role in mediating conflicts between you and other users.
Your access to the postings that users have posted as User Content is for your personal use only. If you want to redistribute postings you find as User Content, it is your responsibility to obtain permission from the poster (and any other person with rights in such work).
- NO WARRANTY
THE APP AND ALL MATERIALS, DOCUMENTS OR FORMS PROVIDED ON OR THROUGH YOUR USE OF THE APP ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
THE COMPANY MAKES NO WARRANTY THAT: (A) THE APP OR THE MATERIALS WILL MEET YOUR SPECIFIC COMMERCIAL REQUIREMENTS; (B) THE APP OR THE MATERIALS WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE APP, OR ANY MATERIALS OFFERED THROUGH THE APP, WILL BE ACCURATE OR RELIABLE; OR (D) THE QUALITY OF ANY PRODUCTS, SHIPMENTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED,ARRANGED OR OBTAINED BY YOU THROUGH THE APP OR IN RELIANCE ON THE MATERIALS WILL MEET YOUR EXPECTATIONS OR ARE SUITABLE FOR YOUR USE OR CIRCUMSTANCES.
ARRANGING OR TRANSPORTING FREIGHT SHIPMENTS OR ANY MATERIALS THROUGH THE USE OF THE APP IS DONE AT YOUR OWN DISCRETION AND AT YOUR OWN RISK. THE COMPANY SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY CONTENT, MATERIALS, INFORMATION OR SOFTWARE FROM THE APP.
- LIMITATION OF LIABILITY
IN NO EVENT SHALL THE COMPANY, OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, SUPPLIERS, OR LICENSEES BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGE (INCLUDING BUT NOT LIMITED TO LOSS OF BUSINESS, REVENUE, PROFITS, USE, DATA OR OTHER ECONOMIC ADVANTAGE), HOWEVER IT ARISES, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, OR ARISING OUT OF OR IN CONNECTION WITH YOUR USE OR INABILITY TO USE THIS APP OR MATERIALS AVAILABLE FROM THIS APP, EVEN IF THE COMPANY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. IF YOUR USE OF MATERIALS FROM THIS APP RESULTS IN THE NEED FOR SERVICING, REPAIR OR CORRECTION OF EQUIPMENT OR DATA, OR IN THE LOSS, THEFT OR DAMAGE OF FREIGHT SHIPMENTS THAT YOU ARRANGE THROUGH THE APP, YOU ASSUME ANY COSTS THEREOF. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, AND THEREFORE, IN SUCH A SITUATION, THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU, IN WHICH INSTANCE THE MAXIMUM LIABILITY OF THE COMPANY TO YOU IS $10,000.00 OR THE LOWEST AMOUNT ALLOWABLE UNDER THE APPLICABLE LAWS.
You agree to defend, indemnify and hold harmless the Company our officers, directors, shareholders, employees and agents from and against any and all claims, liabilities, damages, losses or expenses, including reasonable attorneys’ fees and costs, arising out of or in any way connected with your access to or use of the App and the Materials.
- UNSOLICITED SUBMISSIONS
Except as may be required in connection with your use of the App or Services, does not want you to submit confidential or proprietary information to us through this App. All comments, feedback, information or material submitted to the Company through or in association with this App shall be considered non-confidential. By providing such submissions to the App , you hereby grant to the Company a license to use, reprint, distribute, modify and create derivative works from such information (collectively “Derivatives”), all of which Derivatives will be owned by the Company. You acknowledge that you are responsible for the submissions that you provide, including their legality, reliability, appropriateness, originality and content.
10 COMPLIANCE WITH INTELLECTUAL PROPERTY LAWS
When accessing the App or using the App’s Services, you agree to obey the law and you agree to respect the intellectual property rights of others. Your use of the Service and the App is at all times governed by and subject to the federal and state laws of the United States of America regarding patent, copyright, trademark, trade secret and other intellectual property rights collectively (“Intellectual Property Rights”). You agree not to upload, download, display, perform, transmit or otherwise distribute any information or content on the App in violation of any third party’s Intellectual Property Rights.
If you believe that any Content on the App is infringing on your copyright under the United States Copyright Act, you may seek the removal of such content by providing notice to us in accordance with the Notice and Take Down provisions of the Digital Millennium Copyright Act at email@example.com as described above in Section 6.1.
- INAPPROPRIATE CONTENT
- COMPLIANCE WITH EXPORT RESTRICTIONS
You may not access, download, use or export the App or the Materials in violation of United States export laws or regulations or in violation of any other applicable laws or regulations. You agree to comply with all export laws and restrictions and regulations of any United States or foreign agency or authority and to assume sole responsibility for obtaining licenses to export or re-export as may be required. You acknowledge and agree that the Materials are subject to the United States Export Administration Laws and Regulations and agree that none of the Materials or any direct product therefrom is being or will be acquired for, shipped, transferred or re-exported, directly or indirectly, to proscribed or embargoed countries or their nationals or used for any prohibited purpose.
13.1 Terms and Termination. This Agreement is effective until terminated. Either you or the Company may terminate this Agreement for any reason by providing the other with seventy-two hours notice by email at the email address that you provide upon your registration with the App as a subscriber, or, if to the Company, at the following email address firstname.lastname@example.org. The Company may terminate this Agreement immediately, and may immediately suspend your further access to the App if you breach any of the terms of this Agreement. If such breach is not cured within twenty-four hours form the notice of termination of this Agreement, the Company may permanently discontinue your further access to the App for any purpose. Within five (5) days after the date on which you receive notice of the of termination of this Agreement, you shall return to Company or destroy, at Company’s option, all copies of the Materials that may be in your possession or control, including any and all copies made by you. Upon Company request, you will certify in a written document signed by you that all copies of the Materials have been returned to Company, or destroyed, and that no copies of the Materials are in your possession or Sections 1 through3 and 4 through 14 shall survive termination of this Agreement for any reason.
13.2 Law and Disputes. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its choice of law provisions. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. All disputes arising under this Agreement or its subject matter that cannot be settled by good faith negotiation shall be decided by arbitration under the rules of the American Arbitration Association. The decision of the arbitrator or arbitrators shall be final. The site of the arbitration will be in Miami, Florida, unless otherwise expressly agreed, and the arbitration award shall be enforceable in any court of competent jurisdiction. Notwithstanding anything contained in this Paragraph to the contrary, Company shall have the right to institute judicial proceedings against you or anyone acting by, through or under you, in order to enforce Company rights hereunder through reformation of contract, specific performance, injunction or similar equitable relief. The prevailing party in any action to enforce this Agreement shall be entitled to recover its reasonable attorneys’ fees from the other party.
13.3 Entire Agreement. This Agreement sets forth the entire understanding between You and Company with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, oral and written, as they regard the licensing of the Software. This Agreement may be amended only in a writing signed by both parties. No vendor, distributor, dealer, retailer, sales person or other person is authorized to modify this Agreement or to make any warranty, representation or promise which is different than, or in addition to, the representations or promises of this Agreement.
13, 4 No Waiver, Severability. Independent Contractor No waiver of any right under this Agreement shall be effective unless in writing, signed by a duly authorized representative of the waiving party; failure to insist upon strict compliance with this Agreement shall not be deemed a waiver of any future right arising out of this Agreement.
The relationship between Company and you under this Agreement is intended to be that of independent contractor. Nothing in this Agreement shall be construed to create any partnership, joint venture, and employer-employee or agency relationship of any kind.
If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, such provision shall be fully severable, and this Agreement shall be construed and enforced as if the illegal, invalid or unenforceable provision had never been a part of this Agreement.
13.5 No Assignment. Neither party may assign or transfer this Agreement, nor shall any such attempted assignment or transfer be null and void. Notwithstanding the foregoing: (a) Company may assign this Agreement without consent to: (i) an affiliated company, or (ii) a party acquiring all or substantially all of the business of Company, and (b) You may assign this Agreement without consent to a party acquiring all or substantially all of your business.
Binding Agreement. BY DOWNLOADING OR USING THE SOFTWARE, YOU ACKNOWLEDGE THAT YOU AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. If you have any questions concerning this Agreement, You may contact Company at email@example.com