Terms and Conditions
Last Updated: 04/08/2024
Please read these terms carefully to ensure you understand. By accessing or using this website, you indicate your agreement to the terms and information provided below. If you do not agree with these terms, please refrain from using the website.
Please ensure you have the proper authority to enter into this Agreement on behalf of the Customer before proceeding. Also, please be aware that the Services are not intended for individuals under the age of 18.
Services Description:
Independent Contractor
The Services provide a platform (the “Movonex Platform”) that includes tools for transportation operations, tailored to support independent contractor owner-operator relationships. Movonex LLC (“Movonex”) acts as a duly licensed interstate motor carrier, facilitating the connection between customers and transportation equipment and driver services. You acknowledge that you are an independent contractor, and no joint employer, joint venture, partnership, or similar relationship is intended or created between you and us under this Agreement. As an independent contractor, you are solely responsible for determining the means and methods for performing your transport services and managing individuals engaged in the performance of these services, including compliance with all applicable employee-related tax, salary, and benefit programs.
Subscriptions
A subscription grants Customer and its Authorized Users access to the Services. It can be obtained through the Services interface or, in some cases, by making an ACH payment or using a debit card arranged between Customer and us. Subscriptions begin when we provide access to the Services to Customer and last for the duration specified in the Services, ACH, or debit card agreement, or until earlier termination as described below (referred to as the "Initial Subscription Period"). The "Renewal Subscription Period" lasts for one year or the Initial Subscription Period, whichever is shorter. This, along with any subsequent Renewal Subscription Periods, constitutes the overall "Subscription Period". If you receive Services from Movonex as part of a Lease Agreement, the Subscription Period aligns with the Lease Agreement's term
Location Data
In order to deliver the Services effectively, we may gather location data from you and your Authorized Users. This may include details such as your or your Authorized Users’ IP addresses, as well as latitude and longitude coordinates (including but not limited to GPS/GNSS). By using our Services, Customer acknowledges and consents to our collection and retention of this data for the purpose of enhancing and refining our products and services, in accordance with our Privacy Policy.
Notifications and Communications
We'll contact you using different methods such as fax, phone calls, text messages, emails, or push notifications to provide the Services or for other relevant purposes concerning the Services and our business operations. This might include informing you about upcoming loads and sending marketing messages, among other types of communication.
Ownership of the Services, Documentation, and Company Data
We maintain ownership of our Services, Documentation, and all associated intellectual property and proprietary rights. Additionally, Movonex acknowledges and consents to our collection of data regarding Customer’s and its Authorized Users’ usage of the Services, which may include metrics such as time spent on the platform, mouse clicks, and call frequency (“Usage Data”). We also collect, analyze, and utilize data derived from User Content .All Company Data remains our sole and exclusive property, and you agree that we may use it indefinitely for any lawful purpose.We may occasionally provide access to third-party products and services, such as open source software for use in conjunction with the Services. These Third-Party Products may be subject to separate or additional terms and conditions, including open
source licenses, which will be provided to you as necessary.
Licenses to the Services and Documentation
During the Subscription Period, Movonex grants the Customer a non-exclusive, non-transferable license to access and use the Services, and to allow Authorized Users to do so as well, in line with the Agreement, for the Customer's internal business needs. If downloadable software components are provided as part of the Services, whether through app stores or other channels, Movonex grants Customer a limited license during the Subscription Period for Customer and its Authorized Users to use these components as needed to utilize the Services. Documentation may be provided by Movonex through various means, such as through the Services. During the Subscription Period, Movonex grants Customer a limited license to use the Documentation to support their use of the Services. All rights and licenses granted are subject to Customer and its Authorized Users complying with all terms and conditions in the Agreement. Any rights not explicitly granted herein are reserved by Movonex.
Utilization of the Services
The customer is obligated to adhere to the terms outlined in the Agreement and ensure that all Authorized Users also comply with these terms. While we reserve the right to review conduct for compliance purposes, we are not obligated to do so unless required by law. Should we identify a breach of the Agreement that could be resolved by the removal of specific Customer Content, we will typically request the customer to address the issue directly rather than intervening ourselves. However, within legal bounds, we retain the right to take further appropriate action if the customer fails to act appropriately or if we perceive a credible risk of harm to ourselves, the Services, Authorized Users, or any third parties.
Restrictions on Customer Content
You are solely accountable for the content you submit via the Services. You agree not to provide any Customer Content, including User Content, that: (i) poses risks of harm, whether physical or mental, to yourself, others, or animals; (ii) threatens loss or damage to any person or property; (iii) aims to exploit or endanger children by exposing them to inappropriate material or soliciting personally identifiable
information; (iv) constitutes or contributes to criminal acts or civil offenses; (v) contains unlawful, harmful, abusive, defamatory, infringing, invasive of privacy or publicity rights, harassing, humiliating, libelous, threatening, profane, obscene, or otherwise objectionable content; (vi) includes illegal information such as insider trading or trade secrets disclosure; (vii) discloses information you're not authorized to share under
the law or contractual agreements; (viii) presents inaccurate or outdated information; or (ix) violates any relevant policies, including those concerning academic integrity or ethics.You affirm that your submitted Customer Content respects the rights of third parties, including intellectual property and privacy rights.
Acceptable Use
By utilizing the Services, you agree to refrain from engaging in the following prohibited activities: (i) replicating, disseminating, or revealing any portion of the Services through any medium, including automated or manual 'scraping'; (ii) employing any automated system, such as 'robots,' 'spiders,' or 'offline readers,' to access the Services in a manner that generates more request messages to the servers hosting the Services than what a human could reasonably produce using a conventional online web browser within the same timeframe; (iii) transmitting unsolicited emails, spam, or chain letters; (iv) attempting to disrupt, compromise the integrity or security of the system, or decrypt any communications to or from the servers operating the Services; (v) undertaking actions that, at our sole discretion, may unreasonably burden or overwhelm our infrastructure; (vi) uploading invalid data, viruses, worms, or other harmful software agents via the Services; (vii) gathering or harvesting any personally identifiable information, including Account names, from the Services; (viii) utilizing the Services for any commercial solicitation purposes; (ix) assuming the identity of another individual or entity, or misrepresenting your affiliation with any person or entity, engaging in fraudulent activities, or attempting to conceal your identity; (x) interfering with the normal operation of the Services; (xi) accessing any content on the Services through unauthorized technologies or means not provided or endorsed by the Services; or (xii)
circumventing the measures we have implemented to prevent or restrict access to the Services, including but not limited to features that prevent or restrict the usage or duplication of any content or enforce limitations on the usage of the Services or its contents.
Payment Terms
If we provide the Services on a standalone basis, separate from a paid Lease Agreement, any fees for such standalone access will be clearly outlined in the Services interface or in the Order Form(s) and must be paid in advance. Payment obligations are firm and cannot be cancelled, and unless explicitly stated otherwise in the Agreement, fees once paid are non-refundable. To clarify, if the Customer switches from a paid plan to a free plan, they will still be liable for any outstanding fees from the paid plan, and the Services under the paid plan will be considered fully delivered upon the expiration of the Initial Subscription Period. If we agree to invoice the Customer via email, full payment is due within thirty (30) days from the invoice date. The fees specified do not include any taxes, duties, or similar governmental assessments, such as value-added, sales, use, or withholding taxes, imposed by any jurisdiction (collectively referred to as “Taxes"). The Customer is responsible for remitting all Taxes associated with their purchases, except for taxes based on our net income
Billing Policies
The Customer agrees to the pricing communicated by us for accessing our Services. We reserve the right to introduce new services with additional fees, adjust existing fees, or modify charges for current services at our discretion. Any changes to fees will be communicated to the Customer at least 60 days prior to taking effect, starting from the next billing cycle. Should the Customer object to the increase, they have the option to terminate the Agreement by providing written notice to us within 30 days, with the termination effective no later than the end of the ongoing billing cycle. During this notice period, fees will remain unchanged. Otherwise, any adjustments to pricing will come into effect in the billing cycle following the notification provided in accordance with the Agreement.
Payment Information
We may utilize a third-party payment processor ("Payment Processor") to handle payments made in association with the Services. Please refer to the Payment Processor's privacy statement, available on its website, for details on how they collect and utilize personal information. Payment must be received by the Payment Processor before we accept an order, and it must be processed using one of the payment methods accepted by the Payment Processor. We do not have access to or retain your complete credit card or other payment method information. For all payments, the Payment Processor will gather your payment method details and charge your selected payment method for an order. You acknowledge and consent that we bear no responsibility for any security or privacy breaches concerning your credit card or other payment method.
You assert and confirm that: (a) the Account, order, and payment method information you provide to us or the Payment Processor, as applicable, is accurate, up-to-date, and complete; (b) you are duly authorized to utilize such payment method; (c) you will settle any incurred charges related to the Services, including any applicable taxes; (d) charges incurred by you will be approved by your payment method provider; (e) you will settle all incurred charges at the published prices, including any relevant taxes, if applicable; (f) you will restrict the use of your subscription to only your Authorized Users; (g) you will not transfer your subscription to any other entity; and (h) you will promptly inform us of any unauthorized or prohibited access or use of your subscription or any Access Codes (or other login credentials). Should any of your Account, order, or payment method details change, you agree to promptly update this information to ensure that we or the Payment Processor can finalize your transactions and communicate with you as necessary. We hold no liability for any unauthorized use of your credit card, debit card, or other payment method by a third party in connection with your utilization of the Services or your subscription.
Automatic Renewal
Both the Initial Subscription Period and any subsequent Renewal Subscription Periods will automatically renew for additional periods; and (B) the per-unit pricing during any automatically renewed Subscription Period will be the then-current price communicated to you by us. Either party can provide the other with notice of non-renewal at least thirty (30) days before the end of the Initial Subscription Period or the then-current Renewal Subscription Period, as applicable, to prevent automatic renewal of the subscription. By obtaining a subscription, you expressly acknowledge and consent to the following: (1) we are authorized to charge you at the start of the Initial Subscription Period or any applicable Renewal Subscription Period for the Services' fees, any applicable Taxes, and any other charges incurred in connection with your usage of the Services, for the duration of your subscription; and (2) your subscription is ongoing until the Services are suspended, discontinued, or terminated pursuant to the Agreement. You recognize and agree that the invoiced amount may vary due to promotional offers, alterations to your subscription plan, changes in applicable taxes, and fee adjustments as outlined in Section 4, and you authorize us or the Payment Processor, as applicable, to charge your payment method for the revised amounts.
Termination for Cause
Either party may terminate the Agreement by providing notice to the other party if the other party substantially breaches the Agreement and fails to remedy the breach within thirty (30) days after receiving notice of the breach from the non-breaching party. The Customer bears responsibility for its Authorized Users, including any breaches of the Agreement attributable to them. We reserve the right to terminate the Agreement promptly by notifying the Customer if we have reasonable grounds to believe that the Services are being utilized by the Customer or its Authorized Users in violation of applicable law.
Limitation of Liability
Under no circumstances shall we be liable to you or any third party for lost profits or revenues, or for any indirect, special, incidental, consequential, cover, or punitive damages, regardless of the cause, whether in contract, tort, or under any other legal theory, and regardless of whether we have been advised of the possibility of such damages
Third Party Products, Links, and Information
The Services may incorporate or include third-party products, services, materials, or information, or links to them, which are not owned or controlled by us ("Third-Party Materials"). We do not endorse or take responsibility for any such Third-Party Materials. If Customer or any Authorized User accesses any third-party website or service, they do so at their own risk, and Customer acknowledges and agrees that neither the Agreement nor our Privacy Policy apply to their use of such sites or services. Customer expressly releases us from any and all liability arising from their or their Authorized Users’ use of any Third-Party Materials.
Stripe Partnership
We've teamed up with Stripe, Inc. ("Stripe") to access certain branded payment card tools, payment processing, and other business services that benefit our operations. Through this collaboration, we may offer you access to these third-party services, including the physical payment card options like the "CT Cash Card" or "CT Credit Card." Your use of the CT Cash Card or Credit Card is subject to the Celtic Bank Authorized User Terms, Celtic Bank Privacy Policy, and any other applicable agreements between us. These agreements are included in our Agreement and will remain in effect according to their terms.
Parties' Relationship; No Third-Party Beneficiaries
The parties operate as independent contractors under this Agreement. It is understood that the Agreement does not establish a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between them. Furthermore, there are no third-party beneficiaries to the Agreement; thus, individuals not party to the Agreement may not enforce any of its terms under applicable law.
Modifications
We reserve the right to amend these Customer Terms and other components of the Agreement. In the event of a significant alteration to the Agreement, we will provide Customer with reasonable notice before the changes come into effect. This notification may be delivered via email to the address associated with Customer’s Account or through messages within the Services. Customer can access the latest version of the Customer Terms by visiting this page and reviewing the current versions of other referenced pages in the Agreement. Materially revised terms will be effective from the date specified in our notice, while all other changes will take effect upon posting. By accessing or using the Services after the effective date, Customer (or any Authorized User) indicates acceptance of the revised terms and conditions.
Mobile Applications
For Services acquired from the Apple App Store ("Apple-Sourced Software"), the following conditions apply: Customer acknowledges that the Agreement pertains solely to Customer and us, not Apple, Inc. ("Apple"), and that Apple bears no responsibility for the Apple-Sourced Software or its content. Customer must adhere to the App Store Terms of Service when using the Apple-Sourced Software. It is acknowledged that Apple is not obligated to provide maintenance or support services for the Apple-Sourced Software. If the Apple-Sourced Software fails to meet any applicable warranty, Customer may notify Apple for a refund of the purchase price, if any. However, Apple will not have any other warranty obligations regarding the Apple-Sourced Software, and any claims related to warranty failure will be governed by the Agreement and applicable law concerning us as the software provider. Apple is not liable for addressing claims by Customer or any third party regarding the Apple-Sourced Software or its possession and use, including product liability claims or claims under consumer protection laws. In case of third-party claims of intellectual property infringement, we, not Apple, are responsible for investigation, defense, settlement, and discharge as required by the Agreement. Customer and we acknowledge that Apple, and its subsidiaries, are third-party beneficiaries of the Agreement concerning Customer's license of the Apple-Sourced Software, granting Apple the right to enforce the Agreement against Customer as a third-party beneficiary.
For Services acquired from the Google Play Store ("Google-Sourced Software"), the following conditions apply: (i) Customer recognizes that the Agreement is solely between Customer and us, not with Google, Inc. ("Google"); (ii) Customer must comply with Google's current Google Play Store Terms of Service when using Google-Sourced Software; (iii) Google is merely a provider of the Google Play Store where Customer obtained the Google-Sourced Software; (iv) we, not Google, are solely responsible for our Google-Sourced Software; (v) Google bears no obligation or liability to Customer regarding Google-Sourced Software or the Agreement; and (vi) Google is considered a third-party beneficiary to the Agreement concerning our Google-Sourced Software.
Contacting Us
If you have any inquiries about the Customer Terms or any other aspect of the Agreement,
please do not hesitate to reach out to us. You can contact us via email at info@movonex.com.
We're here to assist you.
