The following Terms and Conditions (“Terms”) govern ways in which you may access and use the UDispatch website, email notifications, apps, buttons, widgets, and other related proprietary items and services, collectively known as the “UDispatch Platform” ("Platform"). You may not use the UDispatch Platform if you disagree with the Terms outlined below or any part of it.
These Terms constitute a legally binding agreement (the “Agreement”) between you (“you,” or “your”) and UDispatch, Inc. (“UDispatch,” “we,” “us” or “our”), a New Jersey corporation, governing your use of the UDispatch Platform.
By creating your User Account and using the UDispatch Platform, you expressly acknowledge that you understand these Terms and accept all its stipulations. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY NOT USE OR ACCESS THE UDISPATCH PLATFORM OR THE SERVICES.
Description of Services
The UDispatch Platform provides a marketplace and supporting software where Companies who seek delivery (“Shipper”) of motor vehicles, boats, heavy equipment, oversize loads ("Vehicle") to certain destinations can be matched with a Carrier providing motor vehicle transportation to or from those destinations (“Carrier”). Carriers and Shippers are collectively referred to herein as “Users” and each User must register at the UDispatch Platform and maintain active User Account (“Account”) that allows such User to fully access the UDispatch Platform. For the purpose of this Agreement, the motor vehicle transportation services provided by Carriers to Shippers that are matched through the Platform shall be referred to collectively as the “Services.”
UDispatch does not provide any sort of transportation services, and UDispatch is not a vehicle transportation company. It is up to the Carrier to decide whether or not to offer Services to a Shipper contacted through the UDispatch Platform, and it is up to the Shipper to decide whether or not to accept Services (in whole or in part) from any Carrier contacted through the UDispatch Platform. Any decision by a Shipper to offer or accept Services once their Dispatch is matched through the UDispatch Platform is a decision made in such Shipper’s sole discretion. Each Service provided by a Carrier to a Shipper shall constitute a separate agreement between such entities.
Modification to the Agreement
We reserve the right to modify the Terms at any time, effective upon posting the amended version on the UDispatch website. If any such changes are made, all our Users will be notified through timely notices posted in User's account and/or the UDispatch website’s homepage. We may, but are not obligated, to notify Users of the change in Terms through email, but cannot guarantee inbox delivery. It is the sole responsibility of the User to regularly review the Terms and ensure compliance with the latest version. Continued use of the UDispatch Platform or Services after any such changes shall constitute your consent to those changes. If you do not agree to any such changes you may not use or access the UDispatch Platform or the Services.
The UDispatch Platform is available only to, and may only be used by, Users who can form legally binding contracts under applicable law. Without limiting the foregoing, the UDispatch Platform is not available to children (persons under 18 years of age) or Users who have had their Account temporarily or permanently deactivated. By becoming a User, you represent and warrant that you are at least 18 years old and that you have the right, authority, and capacity to enter into and abide by the terms and conditions of these Terms.
Shipper is responsible for submitting accurate request of Service ("Dispatch") to Carriers. By submitting Dispatch through the UDispatch Platform, Shipper agrees that once the Carrier has accepted the Dispatch, Shipper will be entered into a legal contract with the Carrier for the transport of Shipper's vehicle(s). By accepting Dispatch thru our Platform, Carrier understands and agrees to be entered into a legal contract with the Shipper for the transport of Shipper's vehicle(s) and fulfill other requests provided in original Dispatch.
Furthermore, Users understand and agree that UDispatch is not a party to such contract, and has no obligation or liability whatsoever arising out of such contract. By submitting and accepting each Dispatch, Users consent to UDispatch adding a provision to this effect in User’s dispatch sheets.
Shipper also understands and agrees that any changes made to the Dispatch after the Carrier has accepted Dispatch may not be binding to the Carrier, unless such changes were accepted by the Carrier.
Every time a User submits a new Dispatch he or she must read and confirm the limitation of UDispatch’s liability.
As a Shipper, you agree that any fees due following a Service (a “Charge”) to a Carrier are to be paid according to the Carrier's payment policies. Shipper pays directly to the Carrier, by whichever payment method that Carrier accepts. An all-inclusive payment ("Charge") is set forth in the original Dispatch provided by a Shipper and accepted by a Carrier prior to the Service. Terms of payment must be set in the Shipper's Contract that’s included in every Dispatch. Prior to final payment Shipper may request Carrier to submit certain paperwork, including but not limited to Invoice, Receipts, Bills of Lading and other documents as per original Dispatch.
Facilitation of Payments
Charges may be facilitated through a third-party payment processing service (e.g., Stripe, Inc., or Authorize.net, Braintree, PayPal, Inc.) that are in no way under the authority of UDispatch. Additionally, any Carrier may change accepted forms of Payments and/or replace its third-party payment processing services without notice to Shipper and it is the responsibility of the Shipper to confirm if the Payment of choice is available before assigning Dispatch to Carrier. The UDispatch Platform has all the necessary features to guarantee a successful Payment and the sending of any related Invoices. Though both of these functions may be performed outside the UDispatch Platform, Shippers and Carriers alike benefit from increased security if they deal with one another exclusively through the UDispatch Platform.
We pride ourselves in the quality of our service and encourage you to share any notable experiences you deem relevant (“Review”) to the dedicated reviews page for each User.
Only Services that were arrange through UDispatch may receive User's Review. While adult language is permissible, you shall not:
Post any false statements
Advertise for another website, product or competing service to, coupons, promo codes, gift cards etc.
Post dishonest Reviews for your competitors or yourself
We reserve the right to, but are not obligated to, review any and all such Reviews left by and for the Users. We may remove Reviews at our own discretion and without explanation. To detect attempts at manipulation, all Reviews content submitted by Users goes through a series of automated filters, with the option of manual review. We take the matter of false Reviews seriously, and if we suspect that any User is engaged in malicious or dishonest activity, the associated Account will be closed permanently.
All Users (Shippers or Carriers) may have their very own cancellation policies. Such cancellation policies may include, but are not limited to, occasions when you cancel Dispatch on the UDispatch Platform in less than 24 hours prior to Service, make repeated or frequent cancellations, fail to provide access to vehicle and/or paperwork (e.g. Title, Bill of Sale, etc.) for the scheduled time of pick up, don’t pick up or deliver vehicle(s) on time, etc. In such cases, you agree to pay a “Cancellation Fee” to the User (Shipper or Carrier) according with User 's cancellation policy.
We may permanently close your Account if we suspect that you have intentionally disrupted the UDispatch Platform or any of Users.
Once Dispatch is requested by the Carrier and approved by the Shipper, the UDispatch Platform will automatically convert it into a Job ("Job"). The UDispatch Platform will notify both the Shipper and the Carrier engaged in communication of changes in the status of the related Job(s). Both the Shipper and the Carrier should make use of the entire set of communications offered by the UDispatch Platform in order to notify the other party of the changes in Jobs and facilitate the use of Services.
One such communication feature is an e-mail and/or SMS notification sent out to the Users by the UDispatch Platform as soon as any changes in the Job are made. It is highly recommended to add UDispatch to the list of trusted contacts as soon as a User receives one such notification, to avoid having our messages accidentally flagged as spam by User's email-client.
Job is a part of Dispatch, therefore is considered a legally binding contract and as such has severe consequences in case there is a breach of trust, such as unannounced cancellation of Job or Services.
We suggest that all scheduled changes be communicated in a timely manner between Shippers and Carriers and strongly recommend making such changes through the UDispatch Platform.
By becoming a User, you expressly consent and agree to receive communications from us, including via email, text message, calls, and push notifications to the cellular telephone number you provide to us. By consenting to being contacted by UDispatch, you understand and agree that you may receive communications generated by automatic telephone dialing systems which will deliver pre-recorded messages sent by or on behalf of UDispatch, its affiliated companies and/or Shippers and Carriers, including but not limited to: operational communications concerning your User Account or use of the UDispatch Platform or Services, updates concerning new and existing features on the UDispatch Platform, communications concerning promotions run by us or our third-party partners, and news concerning UDispatch and industry developments. IF YOU WISH TO OPT-OUT OF PROMOTIONAL EMAILS, TEXT MESSAGES, OR OTHER COMMUNICATIONS, YOU MAY OPT-OUT BY FOLLOWING THE UNSUBSCRIBE OPTIONS PROVIDED TO ALL REGISTERED AND PROSPECTIVE USERS. Standard text messaging charges applied by your cell phone will apply to text messages we send. You acknowledge that you are not required to consent to receive promotional messages as a condition of using the UDispatch Platform or the Services. You may also opt-out of receiving all texts or calls from UDispatch (including informational or transactional messages), and you may always change notification preferences; however, you acknowledge that opting out of receiving all texts may impact your use of the UDispatch Platform or Services.
You are solely responsible for your Information and your interactions with other members of the public, and we act only as a passive conduit for your online posting of your Information. You agree to provide and maintain accurate, current, and complete information and that we and other members of the public may rely on your Information as accurate, current, and complete.
You warrant and represent to us that you are the sole author of your Information. To enable the UDispatch Platform to use your Information, you grant to us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right and license to exercise the copyright, publicity, and database rights you have in your Information, and to use, copy, perform, display and distribute such Information to prepare derivative works, or incorporate such Information into other works, in any media now known or not currently known. UDispatch does not assert any ownership over your Information; rather, as between us and you, subject to the rights granted to us in this Agreement, you retain full ownership of all of your Information and any intellectual property rights or other proprietary rights associated with your Information.
Each User Account is meant to have a single owner, and the person whose personal information is in the User Account profile is considered the sole authorized user of that Account. The security and privacy of your User Account is solely your responsibility and any activity occurring under your User Account will be considered your activity. UDispatch is in no way responsible for any User’s poor privacy and security practices, such as choosing a weak password or sharing the password with others. UDispatch is not responsible for any unauthorized use of your User Account or the consequences thereof and all such incidents should be reported to us immediately.
Social Networking Sites
As part of the functionality of the UDispatch Platform, you may be able to create or login to your User Account through online accounts you may have with third party social networking sites (each such account, an "SNS Account") by either providing your SNS Account login information through the UDispatch Platform or allowing UDispatch to access your SNS Account. By granting UDispatch access to any SNS Accounts, you understand that UDispatch may access, make available, and store any content that you have provided to and stored in your SNS Account including without limitation any friend, mutual friends, contacts or following/followed lists (the “SNS Content”) so that it is available on and through the UDispatch Platform to other Users. Unless otherwise specified in these Terms, all SNS Content, if any, shall be considered to be your Information. Depending on the privacy settings that you have set in such SNS Accounts, personally identifiable information that you post to your SNS Accounts may be available on and through the UDispatch Platform.
With respect to your use of the UDispatch Platform and your participation in the Services, you agree that you will not:
Impersonate any person or entity;
Stalk, threaten, or otherwise harass any person;
Carry any weapons;
Violate any law, statute, ordinance or regulation;
Interfere with or disrupt the Services or the UDispatch Platform or the servers or networks connected to the UDispatch Platform;
Post Information or interact on the UDispatch Platform or Services in a manner which is false, inaccurate, misleading (directly or by omission or failure to update information), defamatory, libelous, abusive, obscene, profane, offensive, sexually aggressive, threatening, harassing, or illegal;
Use the UDispatch Platform in any way that infringes any third party’s rights, including but not limited to: intellectual property rights, copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
Post, email or otherwise transmit any malicious code, files or programs designed to interrupt, damage, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or surreptitiously intercept or expropriate any system, data or personal information;
Forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the UDispatch Platform;
“Frame” or “mirror” any part of the UDispatch Platform, without our prior written authorization or use meta tags or code or other devices containing any reference to us in order to direct any person to any other website for any purpose;
Modify, adapt, translate, reverse engineer, decipher, decompile or otherwise disassemble any portion of the UDispatch Platform or unauthorized software used on or for the UDispatch Platform;
Rent, lease, lend, sell, redistribute, license or sublicense the UDispatch Platform or access to any portion of the UDispatch Platform;
Use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, scrape, “data mine,” or in any way reproduce or circumvent the navigational structure or presentation of the UDispatch Platform or its contents;
Create liability for us or cause us to become subject to regulation as a transportation Carrier or provider of taxi service;
Link directly or indirectly to any other websites;
Transfer or sell your User Account, password and/or identification to any other party;
Cause any third party to engage in the restricted activities above.
We reserve the right, but we have no obligation, to suspend or deactivate your User Account if you do not comply with these Restricted Activities.
Carrier Representations and Warranties
By providing Services as a Carrier on the UDispatch Platform, you represent, warrant, and agree that:
All truck (e.g. trucks, semi-trailers, tow-trucks, car-haulers, etc) ("Truck") operators ("Drivers") in your Company or in affiliated company ("Affiliate") who you may employ to provide Services in full or partially, possess a valid driver’s license for the type of Truck that this Driver is assigned to operate and are authorized and medically fit to operate a Truck and have all appropriate licenses, approvals and authority to provide transportation to Shipper(s) in all jurisdictions in which your Company provides Services;
All Trucks you use when providing Services are in good operating condition and meet the industry safety standards and all applicable statutory and state Department of Motor Vehicle requirements for a vehicle of its kind;
Only State registered vehicle(s) can be used to provide Services through the UDispatch Platform. Use of vehicle with temporary license plates and/or registration is strictly prohibited;
You have a valid policy of liability insurance (in coverage amounts consistent with all applicable legal requirements) that names or schedules you for the operation of the Truck(s) you use to provide Services;
You will be solely responsible for any and all liability that results from or is alleged as a result of your provision of Services, including, but not limited to death, personal injuries and property damages;
You will be solely responsible for compliance with any applicable statutory or Department of Motor vehicles requirements, for reporting any accidents to police and your insurer in a timely manner, and for all necessary contacts with your insurance Carrier;
You will comply with all applicable laws, rules and regulations while providing Services, and you will be solely responsible for any violations of such provisions;
You will pay all applicable Federal, State and Local taxes based on your provision of Services and any payments received by you;
You will not make any misrepresentation regarding UDispatch, the UDispatch Platform, the Services or your status as a Company, or, while providing the Services, charge for Services (except as expressly provided in this Agreement), or engage in any other activity in a manner that is inconsistent with your obligations under this Agreement;
You will not attempt to defraud UDispatch or Shippers in connection with your provision of Services. If we suspect that you have engaged in fraudulent activity, we may permanently close or temporarily deactivate your UDispatch Account;
You will not discriminate or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation;
We may obtain information about you, including company registration and/or filling receipt, EI or Tax ID number, US DOT number, Company's Owner's information and credit history, and by agreeing to the Terms, you agree to provide any further necessary authorizations to facilitate our access to such records.
Trust & Service Deposit. In some cases, UDispatch may assess a “Trust & Service Deposit” to offset UDispatch’s expenses, including but not limited to those related to promoting trust and safety on the UDispatch Platform as well as other operational costs of running the UDispatch Platform. Such expenses are dynamic and may or may not exceed UDispatch’s Trust & Service Deposit collections in certain markets and/or for new Users. The purpose of the Trust & Service Deposit is to protect UDispatch from potential negligence on the part of Shipper or Carrier and does not preclude any chargebacks and/or lawsuits. This Deposit can be released to the Shipper who is not completely satisfied with Service provided by the Carrier. Deposit may be released in part or in full at the sole discretion of UDispatch, without any prior notice or explanation.
Proprietary Rights and Trademark License
All intellectual property rights in the UDispatch Platform shall be owned by us absolutely and in their entirety. These rights include and are not limited to: database rights, copyright, design rights (whether registered or unregistered), trademarks (whether registered or unregistered) and other similar rights wherever existing in the world together with the right to apply for protection of the same. All other trademarks, logos, service marks, company or product names set forth in the UDispatch Platform are the property of their respective owners. You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information (“Submissions”) provided by you to us are non-confidential and shall become the sole property of UDispatch. We own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
UDispatch logo, designs, graphics, icons, scripts and service names (“Intellectual Property”) are protected by copyright, trademark, and other laws of both the United States and foreign countries. If you provide vehicle's transportation services as a Company, UDispatch grants to you, during the term of this Agreement, and subject to your compliance with the terms and conditions of this Agreement, a limited, revocable, non-exclusive license to display and use the UDispatch logo solely in connection with providing the Services through the UDispatch Platform (“License”). The License is non-transferable and non-assignable, and you shall not grant to any third party any right, permission, license or sublicense with respect to any of the rights granted here without UDispatch’s prior written permission, which it may withhold in its sole discretion. The UDispatch logo may not be used in any manner that is likely to cause confusion.
You acknowledge that UDispatch is the owner and licensor of the UDispatch Intellectual Property, and that your use of any of its part will confer no additional interest in or ownership of the same in you but rather inures to the benefit of UDispatch. You agree to use the UDispatch Logo strictly in accordance with UDispatch’s Trademark Usage Guidelines, as may be provided to you and revised from time to time, and to immediately cease any use that UDispatch determines to be non-conforming or otherwise unacceptable.
You agree that you will not:
Create any materials that incorporate the UDispatch Intellectual Property or any derivatives of the same other than as expressly approved by these Terms or by UDispatch in writing;
Use the UDispatch Intellectual Property in any way that tends to impair their validity as proprietary trademarks or use the UDispatch Intellectual Property other than in accordance with these Terms;
Take any other action that would jeopardize or impair UDispatch’s rights as owner of the UDispatch Intellectual Property or the legality and/or enforceability of the UDispatch Intellectual Property, including, without limitation, challenging or opposing UDispatch’s ownership in the UDispatch Intellectual Property;
Apply for trademark registration or renewal of trademark registration of any of the UDispatch Intellectual Property, any derivative of the UDispatch Intellectual Property, any combination of the UDispatch Intellectual Property and any other name, or any trademark, service mark, trade name, symbol or word which is similar to the UDispatch Intellectual Property;
Use the UDispatch Intellectual Property on or in connection with any product, service or activity that is in violation of any law, statute, government regulation or standard.
Violation of any provision of this section of the Terms may result in immediate termination of the associated License at UDispatch’s sole discretion. If you create any materials bearing the UDispatch Intellectual Property (in violation of these Terms or otherwise), you agree that upon their creation, UDispatch exclusively owns all right, title and interest in and to such materials, including but without limitation any modifications to the UDispatch Intellectual Property or derivative works based on the UDispatch Intellectual Property. You further agree to assign any interest or right you may have in such materials to UDispatch, and to provide information and execute any documents as reasonably requested by UDispatch to enable UDispatch to formalize such assignment.
Copyright Complaints and Copyright Agent
UDispatch respects the intellectual property of others, and expects Users to do the same. If you believe, in good faith, that any materials on the Services infringe upon your copyrights, please send the following information to UDispatch’s Copyright Agent at:
UDispatch Copyright Agent
Matawan, NJ 07747
and include the following:
A description of the copyrighted work that you claim has been infringed, including specific location on the UDispatch Platform where the material you claim is infringed is located. Include enough information to allow UDispatch to locate the material, and explain why you think an infringement has taken place;
A description of the location where the original or an authorized copy of the copyrighted work exists – for example, the URL (link to web page, internet address) where it is posted or the name of the book in which it has been published;
Your first and last name, address, telephone number, and email address;
A statement by you that you have in good faith believe that the disputed use is not authorized by the copyright owner, its agent, or the law;
A statement by you, made under penalty of perjury, that the information in your notice is accurate, and that you are the copyright owner or authorized to act on the copyright owner's behalf and
An electronic or physical signature of the owner of the copyright or the person authorized to act on behalf of the owner of the copyright interest.
The following disclaimers are made on behalf of UDispatch, our affiliates, and each of our respective officers, directors, employees, agents, shareholders and suppliers.
The UDispatch Platform is provided on an “as is” basis and without any warranty or condition; express, implied or statutory. We do not guarantee and do not promise any specific results from use of the UDispatch Platform and/or the Services, including the ability to provide or receive Services at any given location or time.
We specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights that vary from state to state.
We do not warrant that your use of the UDispatch Platform or Services will be accurate, complete, reliable, current, secure, uninterrupted, always available, or error-free, or will meet your requirements, that any defects in the UDispatch Platform will be corrected, or that the UDispatch Platform is free of viruses or other harmful components. We disclaim liability for, and no warranty is made with respect to, connectivity and availability of the UDispatch Platform or Services.
We have no control over the quality or safety of the transportation services provided by Carriers registered on UDispatch Platform and applied to your Dispatch. We cannot ensure that a Carrier or Shipper will complete an arranged Service.
The UDispatch Platform cannot and does not provide identity verification, and as such we cannot guarantee that any User is who he or she claims to be. It is up to the Shipper to determine the veracity of any identity claims or documents presented by the Carrier and vice versa. Please note that there are also risks of dealing with underage persons or people acting under false pretenses, and we do not accept responsibility or liability for any content, communication or other use or access of the UDispatch Platform by persons under the age of 18 in violation of these Terms. Detailed and frequent communication between the Shipper and the prospective Carrier is the key to resolving misunderstandings before they happen.
We also cannot guarantee that any Carrier is who he or she claims to be. While we carefully select all Carriers presented on our Platform, we have no first-hand knowledge of the internal structure or operations of any Company. As such, we cannot guarantee that a Carrier’s Company wasn't sold recently, changed management, hired new Drivers etc. Shippers are fully responsible for checking the Carrier's profile, USDOT records, social media profile(s), etc., to determine if the Carrier operates as advertised. We encourage you to communicate directly with the Carrier that you are planning to hire prior to engaging in an arranged Services or accepting the Dispatch through the UDispatch platform.
UDispatch is not responsible for the conduct, whether online or offline, of any User of the UDispatch Platform or Services. You are solely responsible for your interactions with other Users. We do not procure insurance for, nor are we responsible for, Vehicle condition and/or any parts of accessories and/or personal belongings in the Vehicle delivered by Carriers. By using the Platform and participating in the Services, you agree to accept such risks and agree that UDispatch is not responsible for the acts or omissions of Users on the UDispatch Platform or participating in the Services.
We consider that there is no such thing as an absolutely safe server. Since this implies no information is permanently secure on the Internet, either due to yet-unknown software or hardware vulnerabilities, we strongly suggest you strictly control and limit all personal information you post on the UDispatch Platform in order to minimize potential real-life harm that might come to you in case a breach does happen. In all cases, you should carefully monitor all activity on your User Account and immediately report any odd changes and/or actions to us.
Opinions, advice, statements, offers, or other information or content made available through the UDispatch Platform, but not directly by us, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content.
Under no circumstances will we be responsible for any loss or damage resulting from your reliance on information or other content posted on the UDispatch Platform or otherwise disseminated by third parties included but not limited to Shippers and Carriers. We reserve the right, but have no obligation, to monitor the materials posted in the public areas of the UDispatch Platform and remove any such material that in our sole opinion violates, or is alleged to violate, the law or these Terms or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Users or others.
Part of the UDispatch Platform functionality involves the ability for Shippers and Carriers to send one another links to other websites owned and operated by third parties (“Third Party Sites”), containing articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (“Third Party Content”). While such variety of content that can be sent and accessed through the UDispatch Platform and allows for full communication between Shippers and Carriers, it is impossible for us to have any degree of control over the messages being sent. Such Third Party Sites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Sites or Third Party Content accessed through the UDispatch Platform. If you do access any such links received through the UDispatch Platform, you do so fully aware that any potential negative consequences arising from such action are of your own doing and UDispatch will accept no responsibility for any harm or damages.
Location data provided by the UDispatch Platform is for basic location purposes only and is not intended to be relied upon in situations where precise location information is needed or where erroneous, inaccurate or incomplete location data may lead to death, personal injury, property or environmental damage. Neither UDispatch nor any of its content providers guarantee the availability, accuracy, completeness, reliability, or timeliness of location data displayed by the UDispatch Platform.
Any of your Information, including geolocational data, you upload, provide, or post on the UDispatch Platform may be accessible to UDispatch and certain Users of the UDispatch Platform.
This paragraph applies to any version of the UDispatch Platform that you acquire from the Apple App Store®. The Terms outlined herein exclusively deal with the contractual obligations between you and UDispatch. Apple, Inc. (“Apple”) is not a party in these Terms and shall have no obligations with respect to the UDispatch Platform. UDispatch, not Apple, is solely responsible for the UDispatch Platform and the content thereof as set forth here. However, Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms. Upon your acceptance of these Terms, Apple shall have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof. These Terms incorporate by reference the Licensed Application End User License Agreement published by Apple at http://www.apple.com/legal/internet-services/itunes/appstore/dev/stdeula/, for purposes of which, you are “the end-user.” In the event of a conflict in the terms of the Licensed Application End User License Agreement and this Agreement, the latter will be deemed by all involved parties to have a higher priority.
You will defend, indemnify, and hold us and our affiliates and each of our respective officers, directors, employees, agents, shareholders and suppliers harmless from any claims, actions, suits, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of the UDispatch Platform and participation in the Services, including:
Your breach of this Agreement or the documents it incorporates by reference;
Your violation of any law or the rights of a third party, including, without limitation, Shippers or Users, Drivers, other motorists, and pedestrians, as a result of your own interaction with any such party;
Any allegation that any materials that you submit to us or transmit through the UDispatch Platform or to us infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party;
Any other activities in connection with the Services. This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person.
Limitation of Liability
IN NO EVENT WILL WE, OUR AFFILIATES, OR EACH OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS OR SUPPLIERS, BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE UDISPATCH PLATFORM, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE UDISPATCH PLATFORM, THE SERVICES, OR THIS AGREEMENT, HOWEVER ARISING INCLUDING NEGLIGENCE, EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH. WE WILL NOT BE LIABLE FOR ANY DAMAGES, DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL AND/OR CONSEQUENTIAL (INCLUDING, BUT NOT LIMITED TO PHYSICAL DAMAGES, BODILY INJURY, DEATH AND/OR EMOTIONAL DISTRESS AND DISCOMFORT) ARISING OUT OF YOUR COMMUNICATING WITH OR MEETING OTHER USERS OF THE UDISPATCH PLATFORM OR SERVICES, EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
In the event of a dispute with one or more Users, you agree to release UDispatch (including our affiliates and each of our respective officers, directors, employees, agents, shareholders, and suppliers) from claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected to such disputes with other Users or to your use of the UDispatch Platform or participation in the Services. Furthermore, you expressly waive any rights you may have under California Civil Code Section 1542 (or analogous laws of other states), which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.” You agree to discuss such dispute directly with the User/s without involving UDispatch, our respective officers, directors, employees, agents, shareholders, and suppliers. We reserve the right, but have no obligation, to monitor disputes between you and other Users.
Term and Termination
This Agreement is effective upon your creation of a User Account, as amended by any modifications made pursuant to Section 1. You may discontinue your use of the UDispatch Platform or participation in the Services at any time, for any reason. We may suspend or deactivate your User Account (either as a Shipper or a Carrier), or revoke your permission to access the UDispatch Platform, at any time, for any reason, upon notice to you. We reserve the right to refuse access to the UDispatch Platform to any User for any reason not prohibited by law. Either party may terminate their compliance to this Agreement for any reason upon written notice to the other party.
Agreement to Arbitrate All Disputes and Legal Claims
Any legal disputes or claims arising out of or related to the Terms (including but not limited to the use of the UDispatch Platform and/or the Services, or the interpretation, enforceability, revocability, or validity of the Agreement, or the UDispatch of any dispute), that cannot be resolved informally shall be submitted to binding arbitration in the state in which the Terms were accepted. The arbitration shall be conducted by the American Arbitration Association under its Commercial Arbitration Rules (a copy of which can be obtained here), or as otherwise mutually agreed. Any judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Claims shall be brought within the time required by applicable law. You and we agree that any claim, action or proceeding arising out of or related to the Agreement must be brought in your individual capacity, and not as a plaintiff or class member in any purported class, collective, or representative proceeding. The arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative, collective, or class proceeding.
YOU ACKNOWLEDGE AND AGREE THAT YOU AND UDISPATCH ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.
You agree not to use any technical, financial, strategic and other proprietary and confidential information relating to UDispatch’s business, operations and properties, including User information (“Confidential Information”) disclosed to you by UDispatch for your own use or for any purpose other than as contemplated herein. You shall not disclose or permit disclosure of any Confidential Information to third parties. You agree to take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information of UDispatch in order to prevent it from falling into the public domain. Notwithstanding the above, you shall not have liability to UDispatch with regard to any Confidential Information which you can prove: was in the public domain at the time it was disclosed by UDispatch or has entered the public domain through no fault of yours; was known to you, without restriction, at the time of disclosure, as demonstrated by files in existence at the time of disclosure; is disclosed with the prior written approval of UDispatch; becomes known to you, without restriction, from a source other than UDispatch without breach of this Agreement by you and otherwise not in violation of UDispatch’s rights; or is disclosed pursuant to the order or requirement of a court, administrative agency, or other governmental body; provided, however, that You shall provide prompt notice of such court order or requirement to UDispatch to enable UDispatch to seek a protective order or otherwise prevent or restrict such disclosure.
User (Shipper or Carrier) and UDispatch are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by this Agreement.
Except as explicitly stated otherwise, any notices to UDispatch shall be given by certified mail, postage prepaid and return receipt requested to:
9728 3rd Ave.,
Brooklyn, NY 11209
Such notice shall be deemed given three days after the date of mailing. Any notices to you shall be provided to you through the UDispatch Platform or given to you via the email address you provide to UDispatch during the registration process, and such notice shall be deemed given immediately upon sending. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to UDispatch during the registration process. In such case, notice shall be deemed given 3 days after the date of mailing.
To resolve a complaint regarding the UDispatch Platform, you should first contact our Customer Service Department through our support center at https://udispatch.com/help
This Agreement shall be governed by the laws of the State of New Jersey without regard to choice of law principles. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. You agree that this Agreement and all incorporated agreements may be automatically assigned by UDispatch, in our sole discretion in accordance with the “Notices” section of this Agreement. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of any such section. A party’s failure to act with respect to a breach by the other party does not constitute a waiver of the party’s right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between you and UDispatch with respect to the subject matter hereof.
If You have any questions about these Terms, the practices of UDispatch, or Your dealings with UDispatch, You may contact Us at our support center.