Terms of Service

1. Acceptance and authority

You accept these Terms and our Privacy Policy when you check the acceptance box, create an account, accept an invitation or use the Service. If you accept on behalf of a company, you confirm that you have authority to bind that company, and "you" means the company. The Service is for businesses only. You must be at least 18 years old. If you don't agree, don't use the Service.

2. What the Service is (and what it is not)

Carrier Connect TMS is software that helps carriers, brokers and shippers organize their own operations: loads, drivers, equipment, documents, rate confirmations, tracking, invoices, expenses, driver pay and reports.

Carrier Connect is not a motor carrier, broker, freight forwarder, shipper, employer of your drivers, insurer, factoring company, bank, accountant, tax preparer or law firm, and is not a party to any transportation contract, rate confirmation, load, payment or other agreement between you and any third party. We do not arrange, perform or supervise transportation, do not hold FMCSA operating authority for you, and do not take custody of any cargo, vehicle or money moving between you and others. You alone are responsible for your business decisions and for the loads you accept, assign, broker or ship.

3. Accounts, users and security

You must give accurate information and keep it up to date. You are responsible for every user you invite (dispatchers, drivers and others), for what they do in your account, and for removing access when someone leaves your company. Keep passwords confidential, use two-step verification where offered, and tell us right away at admin@carrier-connectcom.com if you suspect unauthorized access. We are not responsible for losses caused by stolen or shared credentials, or by a user you authorized.

4. Your legal and regulatory responsibilities

You are solely responsible for complying with all laws that apply to your business, including FMCSA and DOT regulations, operating authority, insurance and bonding, hours of service, ELD rules, driver qualification files, drug and alcohol testing, vehicle inspection and maintenance, hazmat rules, fuel tax and registration filings, taxes, employment and independent contractor rules, and consumer and privacy laws. The Service is not an ELD and does not record hours of service. Reminders, alerts and expiration dates shown in the Service are a convenience and may be incomplete or late; missing one does not make us responsible.

5. Driver data and location tracking

When you use tracking, the driver app or tracking links, the Service collects the driver's location while sharing is on. For the data you enter or collect about your drivers, employees, contractors, customers and contacts, you are the business responsible for that data and we process it on your behalf, only to provide the Service.

You agree that you will:

• give each driver clear notice, and get any consent required by law (including written notice or acknowledgment under state electronic-monitoring laws such as those of New York, Connecticut and Delaware) before tracking them;
• use location data only for legitimate business purposes and not track drivers while they are off duty;
• let drivers stop sharing their location from the app or link, which they can do at any time; and
• have a lawful basis to share any data with brokers, shippers or other third parties through the Service.

Location data depends on the driver's phone, signal, battery and settings, and may be missing, delayed or inaccurate. We do not guarantee that a location, arrival, departure or ETA shown in the Service is correct.

6. Text messages and emails you send

The Service can send emails and text messages (for example, tracking links, invitations, invoices and rate confirmations) to people whose contact information you provide. You represent that you have every consent required by law, including under the Telephone Consumer Protection Act and the CAN-SPAM Act, to contact those people, and that you will honor opt-out requests. Message and data rates may apply to recipients.

7. Reports, miles, routes and other calculations

Miles, fuel and tax reports, ETAs, routes, rates per mile, profit, driver pay, invoices totals, fair-rate estimates and any other figure the Service calculates are estimates for your convenience. They depend on the data you and your drivers enter, GPS readings, third-party data and assumptions that may be wrong. They are not tax, legal, accounting or financial advice. You must review and verify every figure before you rely on it, file a tax return, pay a driver or invoice a customer. We are not responsible for taxes, penalties, interest, audit findings, chargebacks or disputes that result from using these figures.

Maps and routes are for planning only. Drivers must follow road signs, posted restrictions (height, weight, hazmat and others) and traffic laws, and use their own judgment. We are not responsible for accidents, damage, tickets or delays.

8. Carrier information, verification and fraud

Information about carriers, brokers and shippers (including authority, safety and insurance data) may come from public sources such as the FMCSA, from documents users upload, or from third parties. We do not guarantee that it is accurate, complete or current. A "verified" or similar label means only that a check was run at a point in time; it is not a guarantee of identity, solvency, insurance, performance or honesty. You are responsible for your own due diligence before you tender, accept or pay for any load. We are not liable for fraud, identity theft, double brokering, cargo theft, damage, loss, non-payment or non-performance by any user or third party.

9. Electronic signatures and documents

You agree that rate confirmations, bills of lading, PODs and other documents may be signed and delivered electronically through the Service, under the federal E-SIGN Act and the Florida Uniform Electronic Transaction Act. Those documents are agreements between you and the other party only. You are responsible for their content and terms, and for confirming the identity and authority of whoever signs.

10. Third-party services and integrations

The Service works with services we do not control, such as hosting and database providers, payment processing (Stripe), accounting (QuickBooks Online), load boards, map and routing providers, and email and SMS providers. When you connect one, you authorize us to exchange your data with it on your behalf, and its own terms and privacy policy apply. We are not responsible for third-party services, their availability, their changes, or the data you send to or receive from them. We may stop supporting an integration if the provider changes or ends its service.

11. Fees, billing and renewal

Paid plans are billed in advance through our payment processor; we do not store your card number. Unless stated otherwise at checkout, subscriptions renew automatically each period until you cancel, and you authorize us to charge the payment method on file. You can cancel at any time; cancellation stops future charges at the end of the paid period. Fees are non-refundable, except where the law requires otherwise. Prices exclude taxes, which you pay. We may change prices with at least 30 days' notice by email or in the Service; the new price applies from your next renewal. If a payment fails, we may suspend the Service until it is paid.

12. Acceptable use

You will not, and will not let anyone:

• use the Service for anything illegal, fraudulent or misleading, including fake documents, identities or loads;
• upload data you have no right to share, or malware;
• access accounts or data that are not yours, or test, probe or bypass our security;
• copy, resell, sublicense, scrape, frame or reverse engineer the Service, or build a competing product from it;
• overload the Service or use the API beyond its documented limits; or
• harass, threaten or discriminate against any person through the Service.

We may remove content and suspend or close accounts that break these rules, with or without notice.

13. Your data

You own the data you and your users put in the Service ("Customer Data"). You give us a limited license to host, copy, process, transmit and display Customer Data only to provide, secure, support and improve the Service, and to comply with the law. We may create aggregated and de-identified data that does not identify you or any person, and use it to improve and operate the Service. We do not sell, rent, trade or disclose Customer Data to third parties for their own use, marketing or advertising; it is shared only as needed to provide the Service, with the parties and integrations you choose, or when the law requires it.

You are responsible for the accuracy, legality and backups of Customer Data and for keeping the records the law requires you to keep. You can export your data while your account is open. When the owner closes the account, we automatically and permanently delete all Customer Data 30 days later; the owner can keep the account open before that date. Copies in our providers' automatic backups are overwritten within 90 days. We are not responsible for data you did not export before it was deleted.

14. Security and security incidents

We use reasonable administrative, technical and physical safeguards designed to protect Customer Data, including encryption in transit, encrypted storage of integration credentials, access controls and two-step verification. No system is perfectly secure, and we do not guarantee that unauthorized access will never happen. If we learn of a breach of security affecting your personal information, we will notify you without unreasonable delay, and no later than the time the law requires (including within 10 days where Florida law treats us as your third-party agent), and give you the information we reasonably can so you can meet your own notice obligations to the people whose data you control.

15. Confidentiality

Each party will protect the other's non-public business information with reasonable care and use it only for this agreement. This does not cover information that is public, already known, independently developed, or that must be disclosed by law (with notice to the other party where allowed).

16. Our intellectual property and feedback

The Service, its software, design, logos and content (other than Customer Data) belong to Carrier Connect and its licensors. We give you a limited, non-exclusive, non-transferable right to use the Service during your subscription, under these Terms. If you send us ideas or feedback, we may use them without any obligation to you.

17. Availability and changes to the Service

We work to keep the Service available, but it may be interrupted for maintenance, updates, provider outages or events outside our control, and we do not promise any specific uptime. We may add, change or remove features. Features marked beta, preview or coming soon are provided as they are and may change or end at any time.

18. Disclaimer of warranties

To the maximum extent permitted by law, the Service and all data, reports and calculations are provided "as is" and "as available," without warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy and uninterrupted or error-free operation.

19. Limitation of liability

To the maximum extent permitted by law: (a) Carrier Connect will not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for lost profits, revenue, loads, business, goodwill or data, cargo loss or damage, detention, demurrage, fines, penalties or taxes, even if we were told they were possible; and (b) our total liability for all claims related to the Service or these Terms will not exceed the greater of the fees you paid us for the Service in the three (3) months before the event that caused the claim, or one hundred U.S. dollars (US$100).

These limits apply to every theory of liability (contract, tort, negligence, strict liability or otherwise) and are an essential part of the price you pay. They do not limit liability that the law does not allow to be limited, such as liability for our own fraud or willful misconduct.

20. Your indemnification

You will defend, indemnify and hold harmless Carrier Connect and its owners, members, managers, employees and agents from any claim, demand, loss, fine, penalty, cost and expense (including reasonable attorneys' fees) arising from: your use of the Service; Customer Data; your loads, shipments, drivers, equipment, contracts and payments; your tracking of drivers or contact of any person through the Service; your breach of these Terms; or your violation of any law or third-party right.

21. Suspension and termination

You can stop using the Service and cancel at any time. We may suspend or end your access, with or without notice, if you break these Terms, don't pay, create risk or legal exposure for us or others, or if required by law. Sections that by their nature should survive (including 2, 4 to 8, 13, 14 and 18 to 24) survive the end of this agreement.

22. Disputes: arbitration and class action waiver

Informal resolution first. Before starting any claim, write to us at admin@carrier-connectcom.com describing the problem. Both sides will try in good faith to solve it within 30 days.

Binding arbitration. If it is not solved, any dispute arising from or related to the Service or these Terms will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before one arbitrator, in Miami-Dade County, Florida (or by video if both sides agree). The Federal Arbitration Act governs this section. Judgment on the award may be entered in any competent court. Either party may instead bring an individual claim in small claims court, and either party may ask a court for an injunction to protect its intellectual property or confidential information.

Claims may be brought only on an individual basis, not as a plaintiff or class member in any class, collective or representative action, and the arbitrator may not consolidate claims of more than one party. Each party waives its right to a jury trial.

Time limit. Any claim must be started within one (1) year after it arises, or it is permanently barred, unless the law requires a longer period.

23. Governing law

These Terms are governed by the laws of the State of Florida and applicable U.S. federal law, without regard to conflict-of-law rules. For any matter not subject to arbitration, the state and federal courts in Miami-Dade County, Florida, have exclusive jurisdiction, and both parties consent to them.

24. General

Changes. We may update these Terms. We will post the new version here with a new date, and tell you by email or in the Service at least 15 days before a material change takes effect. Using the Service after that date means you accept the new Terms. Force majeure. Neither party is liable for delays caused by events beyond its reasonable control, such as outages of internet, cloud or telecom providers, disasters, war, government action or labor disputes. Assignment. You may not transfer this agreement without our written consent; we may transfer it as part of a merger, acquisition or sale of assets. Notices. We may send notices to the email on your account; you send notices to admin@carrier-connectcom.com. Entire agreement. These Terms, the Privacy Policy and any order or plan you accept are the entire agreement on this subject. Severability. If any part is found unenforceable, it will be limited to the minimum extent needed and the rest stays in effect. No waiver. Not enforcing a right is not a waiver of it. Relationship. The parties are independent contractors. Export. The Service is offered for use in the United States; you will comply with U.S. export and sanctions laws.

25. Contact

Carrier Connect Center LLC · 19355 Northeast 10th Avenue, Miami, FL 33179 · admin@carrier-connectcom.com