Terms of Service

These Terms of Service (“Terms”) are a legally binding agreement between you and MainDispatch LLC (“MainDispatch,” “we,” “our,” or “us”).

These Terms apply when you access or use the MainDispatch public website, web dashboard, mobile applications, shipment-tracking pages, application programming interfaces, inspection tools, digital Bill of Lading tools, and other services that link to these Terms (collectively, the “Service”).

By creating an account, accepting an invitation, entering a tracking code, accessing a shipment, clicking an acceptance button, signing electronically, or otherwise using the Service, you agree to these Terms and ourPrivacy Policy.

If you do not agree to these Terms, do not access or use the Service.

You must be at least 18 years old and legally capable of entering a binding agreement to create an account or use the Service on behalf of a business.

If you access the Service on behalf of a company, transportation broker, carrier, dealership, employer, contractor, customer, or other organization, you represent and warrant that:

• You are authorized to act on its behalf;
• You have authority to accept these Terms for it; and
• The organization agrees to be responsible for your use of the Service and the use of its authorized users.

MainDispatch is a software platform designed to assist authorized users with transportation and vehicle-shipment operations. Features may include:

• Creating and managing dispatch records;
• Managing pickup and delivery information;
• Managing vehicle and shipment information;
• Providing drivers with shipment workflows;
• Collecting shipment-location updates;
• Providing shipment-tracking pages or links;
• Capturing vehicle-inspection photographs;
• Recording condition and damage observations;
• Collecting electronic names and signatures;
• Generating or storing digital Bills of Lading;
• Synchronizing records across authorized devices; and
• Providing related administrative and support tools.

Features may vary by device, platform, subscription, organization settings, geographic location, and service availability.

We may add, modify, limit, replace, or discontinue features at any time, subject to applicable law and any separate written agreement.

You must provide accurate, complete, and current information when creating or maintaining an account.

You are responsible for:

• Protecting your login credentials;
• Maintaining the security of your devices;
• All activity occurring through your account or access credentials;
• Promptly updating account and contact information; and
• Notifying us promptly of suspected unauthorized access.

You may not share personal login credentials with another person. Organizations should create separate authorized access for each person where supported.

MainDispatch may also permit temporary, anonymous, code-based, link-based, or shipment-specific access. Such access remains subject to these Terms.

An organization administrator may invite users, assign roles, control permissions, create dispatches, review records, and manage organization settings.

If your account is associated with an organization, that organization may be able to:

• Access information associated with your work;
• Control or remove your access;
• Review shipment and activity records;
• Manage uploaded content and documents;
• Configure tracking and workflow settings; and
• Request export, retention, or deletion of records.

MainDispatch is not responsible for an organization’s internal management of users, employment decisions, contractor relationships, permissions, or use of records.

MainDispatch provides software. MainDispatch is not, solely by providing the Service:

• A motor carrier;
• A transportation broker;
• A freight forwarder;
• A dispatcher acting for a carrier;
• An insurer or insurance producer;
• A vehicle inspector or appraiser;
• A warehouseman or custodian; or
• A party to a vehicle-transportation agreement.

Brokers, carriers, drivers, shippers, receivers, customers, and other users are solely responsible for their own:

• Licenses, registrations, permits, and operating authority;
• Insurance and financial responsibility;
• Transportation agreements and rate confirmations;
• Carrier, broker, driver, or contractor selection;
• Compliance with safety and transportation laws;
• Vehicle pickup, custody, transportation, and delivery;
• Rates, charges, payments, claims, and disputes; and
• Representations made to customers and other shipment participants.

“User Content” means information, text, records, addresses, contact details, vehicle information, notes, photographs, videos, signatures, location information, documents, and other materials submitted, captured, uploaded, generated, or transmitted through the Service.

As between you and MainDispatch, you retain your rights in User Content, subject to the rights of the organization or other parties that control the relevant shipment records.

You grant MainDispatch a worldwide, nonexclusive, royalty-free license to host, store, reproduce, process, transmit, display, format, convert, back up, and otherwise use User Content as reasonably necessary to:

• Provide and maintain the Service;
• Complete requested shipment workflows;
• Generate records and documents;
• Provide support and troubleshoot issues;
• Protect the Service and its users; and
• Comply with applicable law.

You represent and warrant that:

• You have the right and authority to submit the User Content;
• The User Content is accurate to the best of your knowledge;
• Its collection and use comply with applicable law and your agreements;
• It does not infringe the rights of another person; and
• You have provided any notices and obtained any permissions required for its collection or disclosure.

MainDispatch does not independently verify all User Content and is not responsible for errors or omissions entered by users.

The Service may collect, process, and display precise or approximate device-location information when the required permissions are granted.

Location and tracking information may be delayed, incomplete, unavailable, or inaccurate because of:

• GPS availability or signal interference;
• Cellular or internet connectivity;
• Device settings or permissions;
• Battery-saving or background-processing restrictions;
• Device shutdown, damage, or malfunction;
• User action or failure to start tracking;
• Third-party platform limitations; or
• Maintenance or service interruption.

Location information is provided for operational convenience and should not be treated as an emergency, safety, theft-recovery, law-enforcement, or guaranteed real-time monitoring service.

Tracking links and codes

A tracking link, identifier, or access code may provide access to shipment information. Users are responsible for sharing such credentials only with authorized recipients.

Anyone who obtains a valid tracking link or code may be able to view the information made available through it.

The Service may allow users to capture or upload vehicle photographs, damage observations, inspection notes, printed names, timestamps, and electronic signatures.

Users are responsible for conducting appropriate inspections and ensuring that photographs, descriptions, and signatures accurately reflect the relevant shipment event.

MainDispatch does not independently inspect vehicles, confirm damage, authenticate each signer, determine who had custody, or decide whether an inspection or signature is legally sufficient for a particular transaction.

By applying or submitting an electronic signature through the Service, a signer intends that signature to be associated with the relevant electronic record, subject to applicable law and the parties’ agreements.

Users must not sign another person’s name or submit a signature without authorization.

MainDispatch may use User Content to create a digital Bill of Lading, inspection report, delivery receipt, or related document.

Generated documents are based on information entered or submitted by users. MainDispatch does not warrant that a document:

• Contains complete or accurate information;
• Satisfies every legal or contractual requirement;
• Creates or proves a transportation contract;
• Establishes liability for loss or damage;
• Replaces an insurance policy or claim procedure; or
• Will be accepted by a court, agency, insurer, customer, broker, or carrier.

Users are responsible for reviewing documents before relying on, distributing, signing, or retaining them.

You may not use the Service to:

• Violate any applicable law or regulation;
• Transport or facilitate unlawful goods or activity;
• Misrepresent your identity, authority, or credentials;
• Create false or fraudulent shipment records;
• Falsify a signature, inspection, location, or BOL;
• Upload information you lack authority to collect or share;
• Harass, threaten, exploit, or impersonate another person;
• Infringe intellectual-property or privacy rights;
• Upload malware, malicious code, or harmful technical material;
• Probe, scan, or test the vulnerability of the Service;
• Circumvent authentication, permissions, rate limits, or security controls;
• Access another organization’s records without authorization;
• Reverse engineer the Service except where law expressly permits it;
• Scrape, harvest, or systematically extract data without written permission;
• Interfere with the Service or another user’s access; or
• Use the Service to build or train a competing product without written authorization.

We may investigate suspected violations and preserve or disclose information where permitted or required by law.

Certain features may require a paid subscription or separate purchase. Pricing, billing intervals, included usage, and other commercial terms will be presented before purchase or in a separate order form.

Unless otherwise stated in writing:

• Fees are quoted and payable in U.S. dollars;
• Fees do not include applicable taxes;
• You are responsible for applicable taxes and charges;
• Payments are nonrefundable except as required by law;
• Subscriptions may automatically renew until canceled; and
• You must provide current and authorized payment information.

For purchases made through Apple’s App Store or another third-party marketplace, payment, cancellation, and refund terms may also be governed by that marketplace.

We may suspend paid features for overdue or unsuccessful payments after providing any notice required by law or a separate agreement.

The Service may depend on or link to third-party services, including cloud infrastructure, mapping, location, authentication, file storage, communications, payment, application distribution, and device-platform services.

Your use of a third-party service may be governed by that provider’s separate terms and privacy policy.

MainDispatch does not control and is not responsible for third-party services, their availability, their accuracy, or their handling of information outside our control.

OurPrivacy Policyexplains how MainDispatch collects, uses, stores, and discloses information.

Organizations using MainDispatch are responsible for their own privacy notices, legal bases, consents, internal policies, and compliance obligations regarding information they collect or process through the Service.

The Service, including its software, interface, design, branding, documentation, workflows, graphics, and other content provided by MainDispatch, is owned by MainDispatch or its licensors and is protected by applicable intellectual-property laws.

Subject to these Terms and payment of applicable fees, MainDispatch grants you a limited, revocable, nonexclusive, nontransferable, and nonsublicensable right to access and use the Service for your authorized internal business or shipment-related purposes.

These Terms do not transfer ownership of MainDispatch technology or intellectual property to you.

“MainDispatch,” associated logos, and related product names are trademarks or branding of MainDispatch. You may not use them in a misleading manner or without authorization.

If you provide suggestions, ideas, feature requests, or other feedback, you grant MainDispatch a perpetual, worldwide, irrevocable, royalty-free right to use and incorporate that feedback without restriction or compensation.

This section does not transfer ownership of your User Content or confidential business records.

We work to provide a reliable Service, but we do not guarantee uninterrupted, secure, or error-free operation.

The Service may be unavailable because of maintenance, upgrades, network failure, third-party outages, security events, capacity limits, device restrictions, force majeure, or other circumstances.

Mobile applications may require updates to continue working. We may stop supporting older application or operating-system versions.

Although we may maintain backups, users remain responsible for retaining copies of documents and business records they are legally or operationally required to preserve.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

MAINDISPATCH DISCLAIMS IMPLIED WARRANTIES OF MERCHANT­ABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, QUIET ENJOYMENT, ACCURACY, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

Without limiting the foregoing, MainDispatch does not warrant that:

• The Service will always be available or error-free;
• Tracking information will be exact or real-time;
• User Content will be accurate or complete;
• Files will upload or synchronize without interruption;
• Generated documents will satisfy every legal requirement;
• The Service will prevent loss, damage, fraud, delay, or disputes; or
• The Service will meet every user’s particular needs.

Some jurisdictions do not permit certain warranty disclaimers, so portions of this section may not apply to you.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MAINDISPATCH AND ITS OWNERS, OFFICERS, EMPLOYEES, CONTRACTORS, AFFILIATES, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

This exclusion includes loss of profits, revenue, business, data, use, goodwill, insurance coverage, transportation opportunities, or anticipated savings, and damages arising from:

• Vehicle or cargo loss, theft, or damage;
• Pickup or delivery delays;
• Driver, broker, carrier, or customer conduct;
• Incorrect shipment or vehicle information;
• Tracking interruption or inaccuracy;
• Missing or incomplete photos or signatures;
• Generated documents or recordkeeping decisions;
• Unauthorized access to accounts, links, or codes;
• Loss or corruption of data; or
• Inability to access or use the Service.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MAINDISPATCH’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF:

• THE AMOUNT YOU PAID DIRECTLY TO MAINDISPATCH FOR THE SERVICE DURING THE SIX MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR
• ONE HUNDRED U.S. DOLLARS ($100).

These limitations apply regardless of the theory of liability and even if a remedy fails its essential purpose. They do not apply where prohibited by law.

To the extent permitted by law, you and the organization on whose behalf you use the Service agree to defend, indemnify, and hold harmless MainDispatch and its owners, officers, employees, contractors, affiliates, licensors, and service providers from claims, damages, losses, liabilities, costs, and expenses, including reasonable legal fees, arising from:

• Your use or misuse of the Service;
• Your User Content;
• Your violation of these Terms;
• Your violation of applicable law;
• Your violation of another person’s rights;
• A shipment, vehicle inspection, BOL, tracking record, or transportation service associated with your account; or
• The acts or omissions of your organization, employees, drivers, contractors, or authorized users.

MainDispatch reserves the right to control the defense of a matter subject to indemnification, and you agree to reasonably cooperate.

We may restrict, suspend, or terminate access if we reasonably believe:

• You violated these Terms;
• Your use creates a security or legal risk;
• Your account is being used fraudulently;
• Payment is overdue or unsuccessful;
• Your organization requests removal of your access;
• Continuing service is unlawful; or
• The relevant Service or account is discontinued.

Where reasonably practicable, we may provide notice and an opportunity to correct the issue, but immediate suspension may be necessary for security, fraud, legal, or safety reasons.

Termination does not automatically require deletion of every shipment or business record. Information may be retained as described in our Privacy Policy and as required for legal, security, billing, insurance, claims, transportation, and recordkeeping purposes.

Provisions that by their nature should survive termination will remain effective, including ownership, disclaimers, limitations of liability, indemnification, and dispute provisions.

We may update these Terms to reflect changes to the Service, our business, legal requirements, security practices, or other circumstances.

When we update these Terms, we will change the “Last updated” date above. For material changes, we may provide additional notice through the Service, dashboard, application, or email.

Your continued use of the Service after updated Terms become effective constitutes acceptance of those updated Terms to the extent permitted by law.

These Terms and any dispute arising from or relating to them or the Service will be governed by the laws of the State of California, without regard to its conflict-of-laws principles.

Subject to any applicable mandatory consumer-protection law, the state and federal courts located in Santa Clara County, California will have exclusive jurisdiction over disputes arising from or relating to these Terms or the Service, and each party consents to personal jurisdiction and venue in those courts.

Entire agreement

These Terms, the Privacy Policy, applicable order forms, and any other expressly incorporated terms constitute the entire agreement between you and MainDispatch regarding the Service.

Order of precedence

If a separate written agreement signed by MainDispatch conflicts with these Terms, the signed agreement controls to the extent of the conflict.

Assignment

You may not assign or transfer these Terms without our prior written consent. MainDispatch may assign these Terms in connection with a merger, acquisition, reorganization, sale of assets, or by operation of law.

Severability

If any provision is found unenforceable, it will be modified to the minimum extent necessary or severed, and the remaining provisions will remain effective.

No waiver

A failure to enforce a provision is not a waiver of the right to enforce it later.

No third-party beneficiaries

Except as expressly stated, these Terms do not create rights for any third-party beneficiary.

Force majeure

MainDispatch will not be liable for delay or failure caused by circumstances beyond its reasonable control, including natural disasters, utility or network failures, government action, labor disputes, war, civil unrest, epidemics, cyberattacks, or third-party platform outages.

Electronic communications

You consent to receive agreements, notices, disclosures, and other communications electronically, subject to applicable law. You are responsible for keeping your email address and contact information current.

Headings

Section headings are provided for convenience and do not limit or alter the meaning of these Terms.