TERMS OF USE
1. AGREEMENT TO TERMS
These Terms of Use (“Terms of Use”) constitute a legally binding agreement made between you, whether personally or on behalf of an entity as either a Carrier/Customer or Warehouse Partner (“you” or “User”) and Freitty, LLC (“Company”, “Freitty”, “we”, “us”, or “our”), concerning your access to and use of the Freitty mobile application and website as well as any other website, mobile application, product, software, service, program or network we offer related, linked, or otherwise connected thereto and its services as provided by us (collectively, the “Services”). You agree that by accessing the Services (including browsing https://freitty.com), you have read, understood, and agree to be bound by all of these Terms of Use. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF USE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE IMMEDIATELY.
Supplemental terms and conditions or documents that may be posted on the Services from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Use at any time and for any reason. We will alert you about any changes by updating the “Last updated” date of these Terms of Use, and you waive any right to receive specific notice of each such change. The most current version of our Terms of Use will govern the terms applicable to you. It is your responsibility to periodically review these Terms of Use to stay informed of updates. You will be subject to and will be deemed to have been made aware of and to have accepted the changes in any revised Terms of Use by your continued use of the Services after the date such revised Terms of Use are posted.
The information provided on the Services is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Services from other locations do so on their own initiative and are solely responsible for compliance with all local laws, if and to the extent local laws are applicable.
2. FREITTY’S ROLE IN THE SERVICES
2.1 Marketplace Role; No Logistics Services
You acknowledge and agree that Freitty provides an online technology platform that enables Carriers, Customers, and Warehouse Partners to discover, communicate about, and arrange for the provision of storage, handling, transportation, warehousing, and related logistics services directly with one another (the “Marketplace Services”). Except for the Marketplace Services, Freitty, itself, does not provide, perform, or control any transportation, storage, warehousing, freight forwarding, brokerage, or other logistics services, and Freitty is not a carrier, freight forwarder, broker, warehouse operator, bailee, or agent of any Carrier, Customer, or Warehouse Partner. All agreements for transportation, storage, warehousing, or related services are entered into directly between the applicable Carrier and/or Customer, on the one hand, and the applicable Warehouse Partner, on the other hand, and Freitty is not a party to any such agreements.
2.2 User Disputes; No Duty to Resolve
Any disputes, claims, or controversies arising out of or relating to the acts, omissions, services, or agreements of or between any Carrier, Customer, or Warehouse Partner (including without limitation disputes relating to loss, damage, delay, payment, performance, or nonperformance) are solely between those parties. Freitty has no obligation to monitor, mediate, participate in, or resolve any such disputes, and you hereby release Freitty from any and all claims, demands, and damages of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. To the maximum extent permitted by applicable law, Freitty shall have no responsibility or liability for any act or omission of any Carrier, Customer, or Warehouse Partner, or for any personal injury, property damage, cargo loss or damage, delay, misdelivery, nondelivery, fees, charges, or other damages or liabilities of any kind arising from or relating to any agreement or interaction between such parties
3. INTELLECTUAL PROPERTY RIGHTS
Unless otherwise indicated, the Services are our proprietary property and all source code, databases, functionality, software, website and mobile application designs, audio, video, text, photographs, and graphics in the Services (collectively, the “Content”) and the trademarks, service marks, copyrights and logos contained therein (collectively, the “Marks”) are owned or controlled by us or licensed to us, and are protected by copyright, patent, trademark laws and various other intellectual property rights and unfair competition laws of the United States, international copyright laws, and international conventions.
The Content and the Marks are provided in the Services “AS IS” for your information and use solely in connection with the Services. Except as expressly provided in these Terms of Use, no part of the Services and none of the Services’ Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission. We reserve all ownership and other rights not expressly granted to you in and to the Services, the Content and the Marks.
4. USER REPRESENTATIONS AND SAFETY
By using the Services, you represent and warrant that:
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You have the legal capacity to comply with these Terms of Use;
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You will not access the Services through automated or non-human means, whether through a bot, script, artificial intelligence tool, or otherwise;
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You will not use the Services for any illegal or unauthorized purpose; and
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Your use of the Services will not violate any applicable law or regulation.
5. FEES AND PAYMENT
We accept the following forms of payment: Stripe
You may be required to purchase or pay a fee to access our Services. You agree to provide current, complete, and accurate purchase and account information for all purchases made via the Services. You further agree to promptly update account and payment information, including email address, payment method, and payment card expiration date, so that we can complete your transactions and contact you as needed. We will bill you through an online billing account for purchases made via the Services. Sales tax will be added to the price of purchases as deemed required by us. We may change prices at any time. All payments shall be in U.S. Dollars.
You agree to pay all charges or fees at the prices then in effect for your purchases, and you authorize us to charge your chosen payment provider for any such amounts upon making your purchase. Additional terms and conditions regarding payment and fees are detailed in Section 29.
We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment. We also reserve the right to refuse any order placed through the Services.
6. CANCELLATION
You, as Carrier or Customer, may cancel your reservation for any Services subject to the cancellation policy of the Warehouse Partner when you make booking through the Services.
7. SOFTWARE
We may include software for use in connection with our Services. If such software is accompanied by an end user license agreement (“EULA”), the terms of the EULA will govern your use of the software.
If such software is not accompanied by a EULA, then we grant you a non-exclusive, revocable, personal, and non-transferable license to use such software solely in connection with our Services and in accordance with these Terms of Use. Any software and any related documentation are provided “as is” without warranty of any kind, either express or implied, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. You accept any and all risk arising out of use or performance of any software. You may not reproduce or redistribute any software except in accordance with the EULA or these Terms of Use.
8. PROHIBITED ACTIVITIES
You may not access or use the Services for any purpose other than that for which we make the Services available.
As a User of the Services, you agree not to:
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Systematically retrieve data or other content from the Services to create or compile, directly or indirectly, a collection, compilation, database, or directory, except in connection with the Freitty Services or otherwise with our express prior written consent.
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Make any unauthorized use of the Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses.
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Circumvent, disable, or otherwise interfere with security-related features of the Services, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Services and/or the Content contained therein.
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Engage in unauthorized framing of or linking to the Services.
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Trick, defraud, or mislead us and other users of the Services, especially in any attempt to learn sensitive account information such as user passwords.
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Make improper use of our support services or submit false reports of abuse or misconduct.
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Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
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Interfere with, disrupt, or create an undue burden on the Services or the networks or services connected to the Services.
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Use any information obtained from the Services in order to harass, abuse, or harm another person.
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Use the Services as part of any effort to compete with us or otherwise use the Services.
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Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Services.
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Attempt to bypass any measures of the Services designed to prevent or restrict access to the Services, or any portion of the Services.
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Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Services to you.
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Delete the copyright, Marks or other proprietary rights notice from any content of Freitty.
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Copy or adapt the Services’ software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.
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Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Services or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Services.
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Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as “spyware” or “passive collection mechanisms” or “pcms”).
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Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Services, or using or launching any unauthorized script or other software.
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Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Services or any other User.
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Use the Services in violation of any applicable laws or regulations.
9. CONTRIBUTION LICENSE
You agree that we may access, store, process, and use any information and personal data that you provide following the terms of the Privacy Policy and your choices (including settings).
By submitting suggestions or other feedback regarding the Services, you agree that we can use and share such feedback for any purpose without compensation to you.
10. SUBMISSIONS
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information regarding the Services ("Submissions") provided by you to us are non-confidential and shall become our sole property.
We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby waive all property and moral rights to any such Submissions, and you hereby warrant that any such Submissions are original to you or that you have the right to submit such Submissions. You agree there shall be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your Submissions.
11. MANAGEMENT OF SERVICES
We reserve the right, but not the obligation, to:
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Monitor the Services for violations of these Terms of Use;
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Take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms of Use, including without limitation, reporting such user to law enforcement authorities;
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In our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) your account with us;
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In our sole discretion and without limitation, notice, or liability, to remove from the Services or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and
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Otherwise manage the Services in a manner designed to protect our rights and property and to facilitate the proper functioning of the Services.
12. PRIVACY POLICY
We care about data privacy and security. Please review our Privacy Policy located at: https://freitty.com/privacy-policy.
By using the Services, you agree to be bound by our Privacy Policy, which is incorporated into these Terms of Use.
13. TERM AND TERMINATION
These Terms of Use shall remain in full force and effect while you use the Services. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SERVICES (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SERVICES OR DELETE ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.
If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
14. MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the contents of the Services at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Services. We also reserve the right to modify or discontinue all or part of the Services without notice at any time. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Services.
We cannot guarantee the Services will be available and operational at all times for your use. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time or for any reason without giving notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services. Nothing in these Terms of Use will be construed to obligate us to maintain and support the Services or to supply any corrections, updates, or releases in connection therewith.
15. GOVERNING LAW
These Terms of Use shall be governed by and defined following the laws of Illinois, excluding choice-of-law principles of the laws of such State that would permit the application of the laws of a jurisdiction other than such State.
The Company and you irrevocably consent that the courts of Cook County, Illinois and the Northern District of Illinois shall have exclusive jurisdiction to resolve any dispute which may arise in connection with these terms.
16. DISPUTE RESOLUTION
16.1 Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy, or claim related to these Terms of Use (each a “Dispute” and collectively, the “Disputes”) brought by either you or us (individually, a “Party” and collectively, the “Parties”), the Parties agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least thirty (30) days before initiating arbitration. Such informal negotiations commence upon written notice from one Party to the other Party.
16.2 Binding Arbitration
Any Dispute arising out of or in connection is subject to mandatory arbitration whereby User agrees to arbitrate any and all disputes arising out of these Terms of Use of or relating to any aspect of this and your use of the Service, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of this Terms of Use. USER UNDERSTANDS AND AGREES THAT BY ENTERING INTO THESE TERMS OF USE, USER AND THE COMPANY EACH ARE WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. The Parties shall work in good faith to resolve any such dispute for a reasonable period of time (not to exceed 30 Business Days, unless otherwise agreed by the Parties) and any dispute that cannot be resolved by mutual agreement shall be resolved by arbitration in accordance with the rules of American Arbitration Association (the “AAA”) (using the streamlined Arbitration Rules and Procedures of AAA, if available). Any such arbitration shall be conducted in Chicago, Illinois or virtually, if agreed by the Parties, by one arbitrator mutually acceptable to the Parties or, if the Parties are unable to agree on an arbitrator, the arbitrator shall be appointed in accordance with the rules of AAA but in all cases shall be a retired judge. In the event such an arbitration is initiated, the Parties shall be entitled to discovery as determined by the arbitrator, and the arbitrator shall be required to follow the laws of the State of Illinois. The Parties agree that the existence, conduct and content of any arbitration pursuant to this Section 16 shall be kept confidential and no Party shall disclose to any Person any information about such arbitration, except in connection with such arbitration or as may be required by law. The decision and award of any such arbitrator shall be final, non-appealable and binding upon the Parties involved in such Dispute, and enforceable by any such Party in any court of competent jurisdiction.
16.3 Restrictions
The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
16.4 Exceptions to Informal Negotiations and Arbitration
The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to the theft of misappropriate of Freitty’s trade secrets; (c) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use of the Services; and (d) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.
17. WARRANTIES
THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF OUR SERVICES WILL BE AT YOUR SOLE RISK.
TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICES, ANY WAREHOUSE PARTNER’S DESIGNATION BY US AS A PREFERRED PARTNER, OR THE CONTENT OF ANY WEBSITES LINKED TO THE SERVICES. WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY: (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES; (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN; (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES; (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY; AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT DISTRUBTED THROUGH THE SERVICES OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
18. INDEMNIFICATION
User agrees, to the fullest extent permitted by law, to release, indemnify and hold the Company and its respective officers, directors, trustees, employees, partners, members, managers, agents, affiliates, representatives, guarantors, subsidiaries, predecessors, assigns, successors and heirs (collectively, the “Company’s Indemnified Parties”) harmless from any and all loss, damage, right, claim, action, expense, cost (including reasonable attorneys’ fees) and liability (including settlements) of any kind brought or asserted by any third party against any of the Company’s Indemnified Parties due to or arising out of:
User’s breach or alleged breach of these Terms of Use; breach or alleged breach of any third-party right, including any claims based on trademark, copyright or other violations of intellectual property rights; the right of publicity, the invasion of privacy, disparagement, misappropriation of likeness, or defamation; any agreements for transportation, storage, warehousing, or related Services thorough our platform entered into directly between the applicable Carrier and/or Customer, on the one hand, and the applicable Warehouse Partner, on the other hand; or User’s conduct resulting in personal injury, death, or property damage. The User agrees to cooperate with the Company in the defense of any such claim or claims and to assert a proper defense of such claim. Company’s Indemnified Parties reserve the right to assume the exclusive defense and control of any matter subject to indemnification by any User. User will not under any circumstance settle any claim or claims without the prior written consent of the Company or its legal counsel.
19. LIMITATIONS OF LIABILITY
IN NO EVENT WILL WE OR ANY OF OUR OFFICERS, DIRECTORS, TRUSTEES, EMPLOYEES, PARTNERS, MEMBERS, MANAGERS OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES WHETHER IN CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COMPENSATORY OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER RESULTING OR ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT YOU PAID TO THE COMPANY IN THE THREE MONTHS PRECEDING THE DATE ON WHICH THE CLAIM AROSE, IF ANY, BY YOU. IN CERTAIN CIRCUMSTANCES, UNDER UNITED STATES LAWS AND FOREIGN LAWS, LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES ARE NOT VALID. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
20. INSURANCE REQUIREMENTS
20.1 Warehouse Partners.
Each Warehouse Partner represents and warrants that it maintains all insurance coverage required under applicable law, including but not limited to workers’ compensation, general liability, and property insurance as mandated by such law. Warehouse Partners must provide a current Certificate of Insurance (“COI”) to Freitty at the time of onboarding and upon each policy renewal. Minimum coverage limits, if any, may be specified in the applicable Warehouse Partner Agreement.
20.2 Carriers.
Each Carrier represents and warrants that it maintains all insurance required under applicable federal and state laws, including minimum coverages required by the Federal Motor Carrier Safety Administration (“FMCSA”). Freitty does not impose any additional insurance requirements on Carriers beyond those mandated by law.
20.3 Verification Disclaimer.
Freitty does not independently verify the existence, scope, or sufficiency of any user’s insurance coverage and makes no representation or warranty regarding any user’s compliance with insurance requirements.
20.4 Indemnification
Indemnification by Warehouse Partners
Warehouse Partner shall defend, indemnify, and hold harmless Company and its parent, affiliates, officers, directors, employees, agents, and representatives from and against any and all claims, demands, damages, losses, liabilities, fines, penalties, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: Loss of or damage to goods; Bodily injury or death; Property damage; Negligence or willful misconduct; Breach of these Terms; Violation of law; or Failure to maintain required insurance.
Indemnification by Carriers/Customers
Carrier shall defend, indemnify, and hold harmless Company from and against any and all claims arising from: Cargo loss or damage; Transportation-related bodily injury or property damage; Auto accidents; FMCSA or regulatory violations; Employment-related claims by Carrier personnel; Failure to maintain insurance; or Breach of these Terms. Indemnity obligations apply regardless of whether Company is alleged to be partially negligent, except to the extent caused by Company’s sole gross negligence or willful misconduct.
20.5 Additional Insurance Terms and Conditions
Failure by any user to maintain the insurance required under this Section constitutes a material breach of these Terms and may result in immediate suspension or termination of access to the platform. Insurance and indemnification obligations shall survive termination of these Terms and use of the Company’s services.
21. USER DATA
We will maintain certain data that you transmit to the Services for the purpose of managing the performance of the Services, as well as data relating to your use of the Services.
Although we perform regular routine backups of data, you are solely responsible for all data and information that you transmit or that relates to any activity you have undertaken using the Services. You agree that we shall have no liability to you for any loss or corruption of any such data and information, and you hereby waive any right of action against us arising from any such loss or corruption of such data and information.
22. CORRECTIONS
There may be information on the Services that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information.
We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Services at any time, without prior notice.
23. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting the Services, sending us emails, and completing online forms constitute electronic communications.
You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Services, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SERVICES. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
24. CALIFORNIA USERS AND RESIDENTS
If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or submit a complaint via the portal located here: https://www.dca.ca.gov/about_us/contactus.shtml.
25. Accessibility
The Company is committed to providing a website and mobile applications that are accessible and navigable to all consumers.
To that end, we actively work to assess and increase the accessibility and usability of our website and app, using available standards and guidelines to assist in our efforts. We seek to comply with all applicable state and federal accessibility requirements as well as best practices in providing accessibility. If you encounter any difficulty using our website or mobile applications, have suggestions about improving the usability or accessibility of our website or app, please contact us using the contact information below.
26. FORCE MAJEURE
The Company shall not be liable for losses, delays, failure, errors, interruption or loss of data occurring directly or indirectly by reason of circumstances beyond its reasonable control, including, without limitation, Acts of Nature (including fire, flood, earthquake, storm, hurricane or other natural disaster); action or inaction of civil or military authority; acts of foreign enemies; war; terrorism; riot; insurrection; an EMP event; sabotage; pandemics; epidemics; labor disputes; civil commotion; or interruption, loss or malfunction of utilities, transportation, computer or communications capabilities (a “Force Majeure Event”), and the You shall have no right to terminate this Agreement in such circumstances. Any Force Majeure Event shall not preclude any payment obligations you may have to the Company.
27. MISCELLANEOUS
These Terms of Use and any policies or operating rules posted by us on the Services or in respect to the Services constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision. These Terms of Use operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision of these Terms of Use is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms of Use and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms of Use or use of the Services. You agree that these Terms of Use will not be construed against us by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of these Terms of Use and the lack of signing by the parties hereto to execute these Terms of Use.
28. PAYMENT TERMS AND CONDITIONS
Information regarding the terms of conditions regarding payment for the Services can be found here: https://stripe.com/legal/connect-account
29. FEE STRUCTURE
Fee Allocation; Split of Fees.
29.1 Definitions.
For purposes of this Agreement, “Fees” means all amounts charged to and actually received from you, as either a in connection with the Services but excluding (i) sales, use, value-added, and similar taxes collected on behalf of any governmental authority, and (ii) reimbursable out-of-pocket costs and pass-through expenses (such as freight, insurance, and customs duties) billed at cost.
29.2 Fee Split.
Subject to the taxes and changes as set forth in Section 29.4 and 29.5, the Parties agree that the Fees shall be paid by you, as Carrier/Customer allocated as follows: (i) 20% of the Fees shall be payable to Company, and (ii) 80% of the Fees shall be payable to Warehouse Partner.
29.3 Records; Audit Rights.
Each Party shall maintain complete and accurate books and records relating to the calculation and payment of the Fees and the Fee split for at least five (5) years. Upon at least fourteen (14) days’ prior written notice, and not more than once per calendar year, the non-maintaining Party or its independent accountant may audit such records during normal business hours, at its own expense, solely to verify the accuracy of the Fee calculations and payments.
29.4 Changes to Fee Split.
Under certain circumstances, the Fee split percentages as described in 29.2, may change depending on the relationship between the Company and the Warehouse Partner.
29.5 Taxes.
Each Party shall be responsible for its own income and similar taxes arising from its share of the Fees, and the Parties shall reasonably cooperate in complying with applicable tax, invoicing, and reporting requirements.
30. CONTACT US
In order to resolve a complaint regarding the Services or to receive further information regarding use of the Services, please contact us at:
Mail: Freitty, LLC, 2202 W 166th St, Markham, Illinois, 60428 Attn: Support
Email: info@freitty.com