Terms of Service
Ground Rules for Using DFRNT
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1. Agreement to Terms
These Terms of Service (“Terms”) constitute a legally binding agreement between you (“you,” “your,” or “User”) and Deliver Different (“we,” “our,” “us,” or “Company”) governing your access to and use of the Transportation Management System application known as DFRNT, including any content, functionality, and services offered through DFRNT (collectively, the “Services”).
By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Services
2. Eligibility
To use our Services, you must be at least 18 years old and capable of forming a binding contract with Deliver Different.
If you are using the Services on behalf of a company, organization, or other entity, you represent that you have the authority to bind such entity to these Terms.
3. Account Registration
3.1 Account Creation
- To use certain features of the Services, you may need to register for an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.
3.2 Account Security
You are responsible for safeguarding your password and for all activities that occur under your account. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security.
We cannot and will not be liable for any loss or damage arising from your failure to comply with this section.
3.3 Account Termination
We reserve the right to suspend or terminate your account and access to the Services at our sole discretion, without notice, for conduct that we determine violates these Terms or is harmful to other users of the Services, the Company, third parties, or for any other reason.
4. Service License and Restrictions
4.1 License Grant
Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Services for your internal business purposes.
4.2 Restrictions
You agree not to:
- Use the Services in any way that violates any applicable federal, state, local, or international law or regulation
- License, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services
- Modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the Services
- Access the Services in order to build a similar or competitive website, product, or service
- Copy, reproduce, distribute, republish, download, display, post, or transmit any part of the Services except as expressly permitted
- Use any automated system, including “robots,” “spiders,” or “offline readers,” to access the Services
- Attempt to gain unauthorized access to any portion or feature of the Services
- Use the Services to send unsolicited communications, promotions, advertisements, spam, or phishing attempts
- Interfere with, disrupt, or create an undue burden on servers or networks connected to the Services
- Introduce any viruses, trojan horses, worms, logic bombs, or other harmful material
5. Intellectual Property Rights
5.1 Company Intellectual Property
The Services and their entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material.
All content is protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
5.2 Feedback
If you provide us with any feedback or suggestions regarding the Services (“Feedback”), you hereby assign to us all rights in such Feedback and agree that we shall have the right to use and fully exploit such Feedback in any manner we deem appropriate.
6. User Content
6.1 User Responsibility
You are solely responsible for all data, information, materials, and content you submit, upload, post, or share through the Services (“User Content”).
By submitting User Content, you represent and warrant that:
- You own or have the necessary rights to use and authorize us to use the User Content
- The User Content does not violate any third party’s intellectual property rights, privacy rights, or other rights
- The User Content complies with these Terms and all applicable laws and regulations
6.2 Licence to User Content
You grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use, copy, modify, create derivative works based on, distribute, publicly display, publicly perform, and otherwise use the User Content in connection with operating and providing the Services.
6.3 Monitoring and Enforcement
We have the right, but not the obligation, to:
- Remove or refuse to post any User Content for any or no reason
- Take any action with respect to any User Content that we deem necessary or appropriate
- Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights
- Take appropriate legal action, including referral to law enforcement, for any illegal or unauthorized use of the Services
7. Payment Terms
7.1 Fees
You agree to pay all fees specified for the Services. Unless otherwise specified, all fees are quoted in U.S. dollars and are non-refundable.
7.2 Billing
We use third-party payment processors to bill you through a payment account linked to your account. The processing of payments will be subject to the terms, conditions, and privacy policies of the payment processor in addition to these Terms.
7.3 Subscription Renewals
For subscription-based Services, your subscription will automatically renew at the end of each subscription period unless you cancel it or we terminate it. You authorize us to charge your payment method for the subscription fees at the beginning of each subscription period.
7.4 Price Changes
We reserve the right to change our prices at any time. If we change the fees for your subscription, we will provide notice of the change on the Site or by email, at least 30 days before the change is due to take effect.
8. Third-Party Services
The Services may contain links to third-party websites or services that are not owned or controlled by Deliver Different.
We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services.
You acknowledge and agree that Deliver Different shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such websites or services.
9. Disclaimers
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.
9.1 Service "As Is"
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.
9.2 Accuracy and Reliability
DELIVER DIFFERENT DOES NOT WARRANT THAT:
- The Services will function uninterrupted, secure, or available at any particular time or location
- Any errors or defects will be corrected
- The Services are free of viruses or other harmful components
- The results of using the Services will meet your requirements
10. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, DELIVER DIFFERENT’S TOTAL LIABILITY SHALL NOT EXCEED THE GREATER OF $100 OR THE AMOUNT YOU PAID US IN THE PAST 12 MONTHS.
WE ARE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES INCLUDING LOSS OF PROFITS, DATA, OR GOODWILL.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL DELIVER DIFFERENT, ITS AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS, OR CONTENT PROVIDERS BE LIABLE FOR:
- Any indirect, incidental, special, consequential, or punitive damages
- Loss of profits, data, use, goodwill, or other intangible losses
- Your access to or use of or inability to access or use the Services
- Any conduct or content of any third party on the Services
- Any content obtained from the Services
- Unauthorized access, use, or alteration of your transmissions or content
11. Indemnification
You agree to defend, indemnify, and hold harmless Deliver Different, its affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney’s fees) arising from:
- Your use of and access to the Services
- Your violation of any term of these Terms
- Your violation of any third-party right, including without limitation any copyright, property, or privacy right
- Any claim that your User Content caused damage to a third party
12. Governing Law and Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions.
Any legal action or proceeding relating to your access to or use of the Services shall be instituted exclusively in the federal or state courts located in San Francisco County, California.
You agree to submit to the personal jurisdiction of such courts.
13. Arbitration Agreement
You and Deliver Different agree to resolve disputes through binding arbitration, not in court. You also waive your right to participate in class action lawsuits. Please read this section carefully.
13.1 Agreement to Arbitrate
You and Deliver Different agree that any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation, or validity thereof or the use of the Services (collectively, “Disputes”) shall be settled by binding arbitration.
13.2 Exceptions
Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
13.3 Arbitration Rules
The arbitration will be conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association (“AAA”) then in effect.
13.4 Class Action Waiver
YOU AND DELIVER DIFFERENT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
15. Amendments to Terms
We may amend these Terms at any time by posting the amended terms on the Site or within the application.
Your continued use of the Services following the posting of revised Terms means that you accept and agree to the changes.
We encourage you to review these Terms periodically to stay informed about any updates.
17. Severability
If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect.
18. No Waiver
Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.
The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Deliver Different.
19. Assignment
You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and void.
We may freely assign or transfer these Terms without restriction.
20. Force Majeure
We shall not be liable for any failure to perform our obligations hereunder where such failure results from any cause beyond our reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation.
21. Contact Information
Questions About These Terms?
We’re here to help clarify any questions you have about our Terms of Service.
Deliver Different
Email: terms@deliverdifferent.com
We typically respond to inquiries within 48 hours.