Terms Of Use

PLEASE READ THESE TERMS OF USE (AMENDED AND MODIFIED FROM TIME TO TIME, CAREFULLY BEFORE USING THIS WEBSITE. (THE “SITE“), THE FREIGHT-MATCH SYSTEM (AS DEFINED BELOW) OR ANY OTHER SERVICES PROVIDED THEREON BY Banks Global Transport, Inc. (“BGT“). IT IS IMPORTANT THAT YOU (AS DEFINED BELOW) READ CAREFULLY AND UNDERSTAND THESE TERMS OF SERVICE. BGT STRONGLY SUGGESTS THAT YOU PRINT A COPY OF THESE TERMS OF SERVICE AND KEEP A COPY THEREOF FOR YOUR RECORDS.

These Terms of Service are effective on January 1, 2016, for Current Members (as defined below), and upon acceptance, for new users of the Site.

I. Introduction

Through the Site, BGT offers an Internet-based “Freight Dispatching System” for the freight and logistics industry, (the “FREIGHT-MATCH System”) that helps connect B2B and individuals in the transport industry by (1) allowing users who create accounts on the Site (each, a “Member”) to post data and information regarding cargo or vehicles for shipment or means for shipment of cargo or vehicles, references, evidence of insurance coverage, copies of government licenses and other data and information that can be reviewed by other Members who may be interested in entering into a business relationship with such Members, and (2) allowing Members to make their own independent evaluations of whether they are interested in entering into such business relationships with other Members. The FREIGHT-MATCH System may also allow Members to “rate” other Members or to provide information for other Members with regard to truck stops, repair centers, insurance companies or other information of interest. You understand and acknowledge that BGT does not and cannot control the reliability, completeness, usefulness, safety or accuracy of data and information available through the Site, including, without limitation, through the FREIGHT-MATCH System, because such data and information is provided solely by the Members, who are third parties independent of BGT.


II. Standards of Conduct

YOU SHALL ABIDE BY THE FOLLOWING STANDARDS OF CONDUCT. YOUR FAILURE TO FULLY ABIDE BY THE FOLLOWING STANDARDS OF CONDUCT MAY RESULT IN THE IMMEDIATE TERMINATION OR SUSPENSION OF YOUR ACCOUNT, YOUR ACCESS TO THE SITE, INCLUDING, WITHOUT LIMITATION, THE FREIGHT-MATCH SYSTEM.

You agree that you shall not: (1) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (2) send or store infringing, obscene, threatening, libelous, fraudulent, misrepresentative or otherwise unlawful data, information or material or data, information or material that is subject to third party proprietary or intellectual property rights (unless you have express written and legally valid permission from their rightful owner); (3) send or store data, information or material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (4) interfere with or disrupt the integrity or performance of the Site, or the data, information or materials contained thereon; (5) attempt to gain unauthorized access to the Site, the FREIGHT-MATCH System or their respective related systems or networks; (6) restrict or inhibit any other visitor or member from using the Site, including, without limitation, by means of “hacking” or defacing any portion of the Site; (7) use the Site for any unlawful purpose; (8) express or imply that any statements you make are endorsed by BGT, without BGT’s prior written consent; (9) “Frame” or “mirror” any part of the Site without BGT’s prior written authorization; (10) harvest or collect information about Site visitors or members without their express consent; (11) direct link, inline link, deep link or otherwise hyperlink any page of the Site other than the home page; or (12) page-scrape, robot, spider, hack, password mine or use any automatic or manual program or process to access or use the Site or the Content (as defined below). While using the Site, you agree to comply with all applicable laws, rules and regulations.

CAUTION: ANY ATTEMPTED IMPROPER USE OR AN ATTEMPT BY YOU OR ON YOUR BEHALF TO DELIBERATELY DAMAGE OR CORRUPT THE SITE OR TO USE THE FREIGHT-MATCH SYSTEM OR OTHER SERVICES PROVIDED BY BGT ON THE SITE IN VIOLATION OF THE ABOVE STANDARDS OF CONDUCT MAY VIOLATE CRIMINAL AND CIVIL LAWS. SHOULD SUCH AN ATTEMPT BE MADE, BGT AND ITS RESPECTIVE AGENTS RESERVE THE RIGHT TO PROSECUTE AND SEEK DAMAGES FROM YOU TO THE FULLEST EXTENT OF THE LAW.

You understand and acknowledge that you may be exposed to data and information that is inaccurate or that otherwise violates any of the standards of conduct described above, and you hereby waive all legal or equitable rights or remedies you may have against BGT with respect thereto. You understand and acknowledge that the Site, including, without limitation, the FREIGHT-MATCH System, is provided to you solely as means for helping you connect with companies and or individuals in the transport industry. Without limiting the generality of anything set forth in these Terms of Service, you also acknowledge and agree that BGT has no monitoring, enforcement or other obligations or responsibilities in relation to the Members, any data, information or materials provided by them, their businesses or any business relationships between the Members. If you decide to enter into a business relationship with a Member, you understand and agree that you do so at your sole risk and you are solely responsible for managing such business relationship and enforcing any and all rights and remedies you may have against such Member.

III. Member Responsibilities – A. Carriers / Transporters

If you are a Member and a carrier that enters into a business relationship with another Member, you shall be solely and fully responsible for abiding by all applicable industry and professional standards, including, without limitation: (1) pick-up and deliver cargo within the agreed upon windows of time and at the agreed upon price; (2) promptly notify all appropriate parties of unexpected delays in the pick-up or delivery of cargo; (3) handle cargo so as to avoid any damage; (4) provide appropriate parties with a completed and signed bill of lading/cargo condition form upon delivery of the cargo; (5) handle damage claims fairly and responsively; (6) promptly forward COD payments in excess of agreed upon carrier payment to brokers or applicable parties, when applicable; (7) interact with all parties in a professional and courteous manner; (8) maintain adequate insurance coverage and applicable licenses and bonds at all times; and (9) comply with all applicable laws, rules and regulations. BGT has no monitoring, enforcement or other obligations or responsibilities in relation to compliance with such industry and professional standards.

III. Member Responsibilities – B. Shippers, Brokers, Dealers, Freight Forwarders, Auctions, Manufacturers and other industry professionals

If you post cargo for shipment on the Site and enters into a business relationship with another Member, you shall be solely and fully responsible for abiding by all applicable industry and professional standards, including, without limitation: (1) provide the agreed upon cargo to carriers at the agreed upon time and price; (2) make prompt payment of outstanding balances owed to carriers; (3) remove from view on the Site loads that you have posted for shipment on the Site once an agreement has been made to ship such loads with a carrier; (4) interact with all parties in a professional and courteous manner; (5) maintain adequate insurance and applicable licenses and bonds at all times; and (6) comply with all applicable laws, rules and regulations. Freight-Match has no monitoring, enforcement or other obligations or responsibilities in relation to compliance with such industry and professional standards.

IV. Limited Rights of Use

The Site, including, without limitation, the FREIGHT-MATCH System and other services, involve the use of a computer system comprising computer programming and formatting code, computer executable instruction sets, operating instructions, graphics, designs, materials or other data and information (whether in written, graphical or other form, collectively, the “Content”) that are protected by copyright, trademark, trade secret, patent or other intellectual property rights laws. BGT and, to the extent applicable – its licensors, retain all right, title and interest, including, without limitation, all intellectual property rights, in and to such Content, and any portion thereof, including, without limitation, any copy or derivative work thereof (or any portion thereof). You shall take any and all actions necessary or reasonably requested by BGT to evidence, maintain, enforce or defend the foregoing. You shall not take any action to jeopardize, limit or interfere in any manner with BGT’s ownership of and rights with respect to the computer system, the Site and the Content, or any portion thereof, including, without limitation, any copy or derivative work thereof (or any portion thereof), and all intellectual property rights in and to each of the foregoing. You shall not directly or indirectly modify, translate, decompile, disassemble or otherwise reverse engineer, or determine or attempt to determine the source or executable code, or protocols of the computer programming, or create any derivative works based upon the Content, and you shall not permit, authorize or assist anyone else to do so. You shall have the limited right to use the Site and the Content for the purpose of evaluating the data, information and materials submitted by other Members to determine if you would like to enter into a business relationship with any such Members. You shall not modify, copy, provide to any third party, sell, transfer or create derivative works of the Site or the Content, whether in whole or in part. Except as otherwise expressly set forth in these Terms of Service, you shall not have and you shall not assert any rights in or against the Site or the Content.

V. Account

In order to become a Member, you must register and understand the terms of use. Upon registration you will be prompted to provide data and information about yourself and your company. You agree to (a) provide accurate, current and complete information about yourself and your company as prompted by BGT’s registration form, and (b) maintain and update your information to keep it accurate, current and complete. You acknowledge that, if any data and information provided by you is untrue, inaccurate, not current or incomplete, you shall bear sole and full responsibility for such data and information, you shall indemnify, defend and hold harmless BGT, its affiliates, and their respective directors, officers and employees from and against all losses, liabilities, demands, penalties, judgments, damages, costs and expenses resulting from any and all claims, demands, actions and other proceedings by any third party relating to such data and information, and BGT reserves the right to terminate your account and/or your access to the Site, including, without limitation, the FREIGHT-MATCH System. As part of the registration process, you may be asked to select a username and password. You will be responsible for the confidentiality and use of your username and password and agree not to transfer or resell your use of or access to the Site to any third party. If you have reason to believe that your account with BGT is no longer secure, you must promptly change your password by visiting the Site or notify BGT of the problem by contacting BGT through the Contact Us link found at the top or bottom of the Site. YOU ARE ENTIRELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR USERNAME AND PASSWORD AND FOR ANY AND ALL ACTIVITIES THAT ARE CONDUCTED THROUGH YOUR ACCOUNT.

VI. Submitted Materials

By submitting any material or other data or information, whether in written, graphical or other form, to BGT, you grant BGT the irrevocable, royalty-free, fully-paid, worldwide right to use such material or other information in any manner in connection with the Site, its services or any other products or services offered by BGT. Without limiting the foregoing, BGT may, in its sole discretion, publish and distribute such material or other information by any method now existing or later developed without you receiving any payments from BGT or you exercising any other rights against BGT. Without limiting the generality of anything set forth in these Terms of Service, you shall not submit any material or other data or information that violates law or the rights of any third party or that is unreliable, incomplete, inaccurate, obscene, libelous, defamatory or otherwise objectionable. By submitting a rating of another Member to the Site, you declare that you have conducted business with such Member. If you rate a Member with which you have not conducted business, your account or your ability to rate other Members may be suspended or terminated. While BGT does not and cannot control any material or other data or information provided by you or the Site’s other Members, BGT reserves the right to reject or remove any such material or other data or information at any time with or without reason.

VII. Changes to Service

The Site is expected to change from time to time. BGT reserves the right to change any service offered, or the features of any service offered on the Site at any time with or without notice.

VIII. Payment Terms

You must pay subscription and other fees per the published rate schedule in effect from time to time in order to access or use your account and the Site’s services. You are also responsible for any sales, use or other taxes applicable to your subscription. Payment terms are net 10 days. Delinquent accounts are subject to immediate suspension or termination without notice. Subscription fees shall not be pro-rated for any partial period. If payment by credit or debit card is not received you agree to pay all amounts due upon demand.

IX. Expiration; Termination; and Suspension

Your subscription to this Site shall expire automatically at the end of each calendar month for which you have paid the monthly subscription fees in advance, unless you pre-pay your applicable subscription fees for an additional calendar month, in which case your subscription shall continue for an additional calendar month. Either you or BGT may terminate your account at any time with or without reason. BGT may also suspend your account or access to certain features of the Site at any time with or without reason. TERMINATION OR SUSPENSION DOES NOT RELEASE YOU FOR FEES, TAXES OR OTHER CHARGES DUE, AND SUBSCRIPTION FEES SHALL CONTINUE TO ACCRUE DURING ANY SUSPENSION. BGT may delete all data, files or other information and materials stored in your account upon termination. Provisions set forth in the sections entitled “Limited Right to Use”, “Submitted Materials”, “Payment Terms”, “Expiration; Termination; and Suspension”, “No Warranty; Limitation of Liability”, “Indemnity”, “Release”, “Non-Transferability”, “Confidentiality”, “Use of Company Name” and “General” shall survive any termination.

X. No Warranty; Limitation of Liability

ACCESS OR USE OF THE SITE AND ITS SERVICES ARE AT YOUR SOLE RISK. BGT DOES NOT WARRANT THE RELIABILITY, COMPLETENESS OR ACCURACY OF THE SITE, ITS SERVICES OR ANY INFORMATION, DATA OR MATERIALS ON THE SITE. THE SITE, ITS SERVICES AND ANY INFORMATION, DATA OR MATERIALS ON THE SITE ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED (INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, COMPATIBILITY, SECURITY OR ACCURACY), ALL OF WHICH WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED EXCEPT TO THE EXTENT ANY WARRANTY CANNOT BE DISCLAIMED UNDER APPLICABLE LAW. BGT’S TOTAL LIABILITY TO YOU (WHETHER BASED ON AN ACTION OR CLAIM IN CONTRACT OR TORT, INCLUDING NEGLIGENCE OR STRICT LIABILITY, OR OTHERWISE) ARISING OUT OF OR RELATING TO THE SITE, ITS SERVICES OR ANY DATA OR INFORMATION ON THE SITE SHALL BE NO MORE THAT THE SUBSCRIPTION FEES PAID BY YOU TO BGT. WITHOUT LIMITING THE FOREGOING, UNDER NO CIRCUMSTANCES SHALL FREIGHT-MATCH OR BGT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR LOSS OF DATA). WITHOUT LIMITING THE FOREGOING, BGT SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES RESULTING FROM (1) YOUR INABILITY TO ACCESS OR USE THE SITE AND ITS SERVICES AS THE RESULT OF ANY EVENT BEYOND THE REASONABLE CONTROL OF BGT (INCLUDING, WITHOUT LIMITATION, ANY PROGRAMMING ERROR, ANY VIRUS OR ANY DELAY OR FAILURE OF THE PERFORMANCE OF THE INTERNET) OR (2) ANY DATA, INFORMATION OR MATERIALS PROVIDED BY THE MEMBERS. SOME JURISDICTIONS DO NOT ALLOW LIABILITY TO BE LIMITED. AS SUCH, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. YOU HAVE ACCEPTED THE ABOVE DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY AS PART OF A BARGAIN WITH RESPECT TO THE PRICING OF BGT’S SERVICES PROVIDED ON THE SITE AND UNDERSTAND THAT THE PRICING WOULD BE HIGHER IF BGT WERE REQUIRED TO BEAR LIABILITY IN EXCESS OF THAT STATED HEREIN.

XI. Indemnity

You shall indemnify, defend and hold harmless FREIGHT-MATCH, BGT, its affiliates, and their respective directors, officers and employees from and against all losses, liabilities, demands, penalties, judgments, damages, costs and expenses (including reasonable attorneys’ fees and costs) resulting from any and all claims, demands, actions and other proceedings arising out of or resulting from (1) your access or use of the Site and its services (including, without limitation, the FREIGHT-MATCH System) and your account, whether or not authorized, (2) any and all material or other data and information submitted by you to the Site and/or BGT, (3) any and all services provided by you to other Members or other representations thereto, or communications and interactions therewith, (4) your breach of any covenant, representation or warranty contained in these Terms of Service, (5) your negligent or willful acts or omissions.

XII. Release

If you have a dispute with one or more Members, you release FREIGHT-MATCH, BGT (and its affiliates, and their respective directors, officers and employees) from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.

XIII. Non-Transferability

Your account, your limited rights of use above and all of your rights and obligations under these Terms of Service are not transferable or assignable by you in any way and any purported transfer or assignment shall be void. You agree to protect your password and other account information from unauthorized use.

XIV. Confidentiality

BGT generally treats electronic messages as private. Exceptions are those permitted by law, including under the Electronic Communications Privacy Act of 1986 (the “ECPA”). The ECPA permits BGT limited ability to intercept or disclose electronic messages, including, for example: (i) as necessary to operate the system or protect BGT’s rights or property; (ii) upon legal demand (court orders, warrants, subpoenas) or as otherwise required by law or regulation; or (iii) where BGT receives information inadvertently which appears to pertain to the commission of a crime. You should be aware that electronic messages may be intercepted lawfully or unlawfully outside of BGT’s system. In addition, although BGT has implemented certain security measures, BGT cannot guaranty that its system or stored data of a member shall be free from unauthorized intrusion or otherwise guaranty the privacy of information of any user.

XV. Use of Company Name

You grant BGT the right, at BGT’s option and expense, to use the name of the entity you represent (if any), including reproduction of such entity’s trademark, trade name, service mark and logo, for advertisements and on other marketing materials of BGT.

XVI. Claims of Copyright Infringement

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials hosted by BGT infringe your copyright, you (or your agent) may send BGT a notice requesting that the material be removed, or access to it blocked. The notice must include the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works located on the Site are covered by a single notification, a representative list of such works); (c) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow BGT to locate the material on the Site; (d) the name, address, telephone number and email address (if available) of the complaining party; (e) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (f) a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed by BGT against you, the DMCA permits you to send BGT a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright/ for details. Notices and counter-notices with respect to the Site should be sent to FREIGHT-MATCH, 12864 Biscayne Blvd N. Miami Beach, Fl 33181. We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA.

XVII. General

BGT reserves the right to change these Terms of Service, in whole or in part, at any time with or without notice. Such changes shall be effective when posted on the Site, and your continued access or use of the Site and its services shall be considered acceptance of such changes. If you subscribe to any other websites owned or operated by BGT, you agree that BGT shall have the right to first apply any payments made under this Site to any outstanding amounts that may be owing with respect to your subscription with any of BGT’s other websites. Any contract or agreement for auto transport services that you may enter into by accessing and using this Site (whether you are a carrier, broker, dealer or other entity) is solely between you and the applicable carrier, broker, dealer or other entity. Banks Global Transport, Inc./ freight-match.com is not a party to any such contract or agreement, has no obligations under any such contract or agreement, and expressly disclaims all liability whatsoever arising out of, or in connection with, any such contract or agreement. No agency, partnership, joint venture, employee-employer, or franchiser-franchisee relationship is intended or created by these Terms of Service. These Terms of Service constitute the entire agreement between you and BGT, and supersede all other written and oral communications or agreements, with regard to the Site and its services. Any waiver of these Terms of Service by BGT shall only be effective if in a writing signed by an authorized officer of BGT. BGT’s failure to act with respect to a breach of these Terms of Service by you or others does not waive BGT’s right to act with respect to subsequent or similar breaches. The Site is controlled, operated and administered by BGT from its offices in N. Miami Beach, Florida. These Terms of Service shall be governed by and construed in accordance with the laws of the State of Florida without regard to conflict of laws principles. Any claim or cause of action by you against BGT with respect to your access or use of the Site and its services or your account shall be brought in the federal or state courts of Miami Dade County, Florida within one (1) year after the claim or cause of action arises. Without limiting any other remedy under law, in equity or pursuant to these Terms of Service, you acknowledge and agree that BGT shall be entitled to seek injunctive relief or other equitable relief for any breach of these Terms of Service. If any provision of these Terms of Service is found to be unenforceable or invalid, the remaining provisions shall be enforceable and valid to the greatest extent permitted by law. Accessing or using the Site shall constitute effective execution and delivery by you of these Terms of Service.

XVIII. Privacy Policy

Please see the Privacy Policy for a description of the privacy and related policies of the Site.

XIX. Questions

The Site is provided by Banks Global Transport, Inc. / freight-match.com. If you have any questions, comments or complaints regarding these Terms of Service or the Site, feel free to CONTACT US.

XX. GOVERNING LAWS.

THIS AGREEMENT AND YOUR USE OF THE SITE SHALL BE GOVERNED BY THE LAWS OF THE GREAT STATE OF FLORIDA.

Revised: 5-15-16