Last Updated September 21, 2016

ALL SERVICES ARE IS PROVIDED ON AN AS-IS, WHERE-IS BASIS, WITHOUT WARRANTY, GUARANTEE OR LIABILITY.

These Online Terms of Use (this “Agreement”), which is a legal agreement between you (“You” or “you”) and Tranztec Solutions, Inc., an Ohio corporation (“Company”), and shall govern Your use of and access to the Website (as defined below), and any software made available to you by or through the Company (the “Software”). The Website and Software are referred to collectively herein as the “Services”. By checking any accept boxes, clicking any accept buttons, submitting any text, messages, or content – or by simply making any use of any of the Services, You (a) accept this Agreement and agree to be bound by each of its terms, and (b) represent and warrant to Company that (i) You are at least 18 years of age and have the authority to enter into this Agreement (either on your own behalf or by having a parent or legal guardian agree to the terms set forth herein on your behalf), (ii) this Agreement is binding and enforceable against You, (iii) to the extent an individual is accepting this Agreement on behalf of an entity, such individual has the right and authority to agree to all of the terms set forth herein on behalf of such entity, and (iv) You have read and understand Company’s Privacy Policy, the terms of which are posted at the Website and incorporated herein by reference (the “Privacy Policy”), and agree to abide by the Privacy Policy incorporated in Section 3 of these Terms. Company may amend this Agreement from time to time, each of which amendments shall be deemed to be effective 10 days after posting the updated Agreement within the Services. You should check the Website, the Software and this Agreement regularly to ensure You remain current on the terms and agreements set forth herein.

 

  1. Description of Services

Tranztec Solutions and its VIA® platform provide shipment planning, visualization, management, routing, and track and trace services. These services are supported by location based services, GPS tracking, and other methods of field data collection. When using the our service and enabling location based services (LBS), we will request your permission to obtain your location using a mobile phone. The location information will be used for the tracking and tracing of customer orders and field location to provide for enhanced planning, routing, and visualization services within our application. Consent to opt-in to the location service will be obtained using an automated text message (SMS) based approval system that will notify the phone owner that tracking has been requested and provide an opportunity to approve or deny the request. Once approved, tracking of the phone is done in a manner consistent with our privacy policies to prevent the association of user identity or phone number information with the location being provided. During the time that location services are enabled the owner of the phone will be reminded (at least once every 30 days) that they have approved tracking and be given an opportunity to cancel or retract that approval.

 

  1. Location Based Services

An important notice about the VIA® application, location services, and tracking provided by the VIA® application. VIA® is not a Cellular Provider application (AT&T, Sprint, T-Mobile, Verizon, or others) nor is it endorsed by, supported by, or approved by your Cellular Provider. Using the VIA® application, requires your Cellular Provider to disclose your customer information, including Mobile Phone Location Information, to the application provider or some other third party. By providing your consent, you authorize your Cellular Provider to disclose your information to third parties to enable this application. Review the VIA® terms of use listed herein and our policies for more information about how VIA® will collect, access, use or disclose your information. If you aren’t comfortable with VIA® terms and policies, don’t use it. You acknowledge and agree that (1) your relationship with Tranztec Solutions and VIA® is separate from your relationship with your Cellular Provider; (2) your Cellular Provider is not responsible for this application; and (3) you will hold harmless your Cellular Provider and its subsidiaries, affiliates, officers, employees, agents, successors and assigns from any judgments, claims, actions, losses, liabilities or expenses arising from or attributable to this application or the acts or omissions of the application provider.”

 

  1. Privacy Policy

Your privacy is very important to us and we take it very seriously. Our service uses only secure HTTPS communication secured with the latest SSL encryption to communicate with you and to provide our services including location based services. When using this service your data will be stored securely and location based data will not be tied to user identifiable information and will only be used to track the progress of an order. Our service (as stated in Paragraph 1) uses location services to track order status and location during the time a load is active. No tracking is performed in-between trips or loads. When using location services, your personally identifiable information (phone number, etc) is only stored while the order is in transit. This personal information is never stored with the associated location information and is immediately removed from the system upon completion of the order or shipment. Our system will retain the arrival, departure and delivery status related to an order, but all of your personal information and data received from partners, Cellular Providers, or other services is permanently removed for your safety and privacy protection.

 

  1. Restrictions. 

You shall not directly or indirectly copy or reproduce all or any part of the Services, whether electronically, mechanically or otherwise, in any form including, but not limited to, the copying of presentation, style or organization. You shall use the Services solely for their intended purposes and shall not use the Services for the benefit of any third party except as specifically contemplated under this Agreement. You shall not use the Services to post, transmit, convey, submit, distribute, store or destroy any content, data, personal information, photographs, descriptions, drawings, content, audio materials, text, messages or other information (collectively, “Posted Information”): (a) in violation of any applicable law, statute, ordinance or regulation; (b) in a manner that will infringe the intellectual property rights of others; (c) that is defamatory, obscene or trade libelous; (d) that contains any viruses, Trojan horses, worms, time bombs, cancel bots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (e) that is false, misleading or inaccurate in any way; (f) that is inappropriate or pornographic in any way; or (g) in violation of any acceptable use policy or other policy posted at the Website from time to time. You shall not violate or attempt to violate the security of any portion of the Services. You shall not reverse engineer, decompile, disassemble or otherwise attempt to derive source code or other trade secrets from the Services, including, without limitation, any of the Software. You shall defend and indemnify Company, at Your sole cost and expense, from and against any claims, damages, liabilities and/or expenses arising out of Your breach of any of Your obligations or representations set forth in this Section 3. For purposes of clarity, you should not, under any set of circumstances, provide any false information or otherwise seek to obtain any user name or password to access any of the Services (i) for purposes of competing with the Company, or (ii) for any purpose other than to use the Services for their intended purposes.

 

  1. API Usage. You will require your end users to comply with (and not knowingly enable them to violate) applicable law, regulation, and the Terms. You will comply with all applicable law, regulation, and third-party rights (including without limitation laws regarding the import or export of data or software, privacy, and local laws). You will not use the APIs to encourage or promote illegal activity or violation of third-party rights. You will not violate any other terms of service with the Company (or its affiliates).

 

5a. Access. You will only access (or attempt to access) an API by the means described in the documentation of that API. If you create API keys you may use them ONLY with the applicable and documented APIs. You will not misrepresent or mask either your identity or your API Client’s identity when using the APIs or developer accounts.

5b. Monitoring. The APIs are designed to help you enhance your use of the VIA Platform and related applications. YOU AGREE THAT THE COMPANY MAY MONITOR USE OF THE APIS TO ENSURE QUALITY, IMPROVE ITS PRODUCTS AND SERVICES, AND TO VERIFY YOUR COMPLIANCE WITH THE TERMS. This monitoring may include the Company accessing and using your API, for example to identify security issues that could affect the Company or its users. You will not interfere with this monitoring. The Company may use any technical means to overcome such interference and may suspend access to the APIs by you or your client software without notice if we reasonably believe that you are in violation of the Terms.

5c. Security. You will use commercially reasonable efforts to protect user information used or collected by using your API keys, including personally identifiable information (“PII”), from unauthorized access or use and will promptly report to your users any unauthorized access or use of such information to the extent required by applicable law.

5d. Rights. The Company does not acquire ownership in your API clients, and by using our APIs, you do not acquire any ownership of any rights in our APIs or the content that is accessed through our APIs. Content retrieved through the API may be used only for integration purposes and for the direct use of your business. It may not be resold or stored in any other external system or shared with any third party without the express written permission of the Company.

5e. Restrictions. When using the APIs, you may not (or allow any use of the API key) for any of the following:

  1. Create an API client that functions substantially the same as the APIs and offer it for use by third parties.
  2. Perform an action with the intent of introducing to VIA products and services any viruses, worms, defects, Trojan horses, malware, or any items of a destructive nature.

iii. Defame, abuse, harass, stalk, or threaten others.

  1. Interfere with or disrupt the APIs or the servers or networks providing the APIs.
  2. Promote or facilitate unlawful online gambling or disruptive commercial messages or advertisements.

vi.. Reverse engineer or attempt to extract the source code from any API or any related software, except to the extent that this restriction is expressly prohibited by applicable law.

vii. Use the APIs for any activities where the use or failure of the APIs could lead to death, personal injury, or environmental damage (such as the operation of nuclear facilities, air traffic control, or life support systems).

viii. Use the APIs to process or store any data that is subject to the International Traffic in Arms Regulations maintained by the U.S. Department of State.

  1. Remove, obscure, or alter any terms of service or any links to or notices of those terms.
  2. Resell, Market, or Share data with any third-party without express written permission of the Company.

 

  1. Responsibilities. You shall be solely responsible for: (i) all Posted Information you post through or within the Services; (ii) ensuring that all Posted Information is accurate; (iii) complying with all applicable laws, rules and regulations at all times; and (iv) maintaining all passwords and access codes to the Services, and refraining from sharing or otherwise permitting third parties to use any such passwords and/or access codes to access the Services. You acknowledge that once a message, content or any Posted Information is submitted or posted through the Services, You may not be able to withdraw or delete it.

 

  1. Company Discretion.Company shall be entitled, at its sole discretion, to: (i) remove or cancel any Posted Information that Company deems to be offensive, illegal, inaccurate, contrary to any agreement or contract or inappropriate in any way, and Company shall not be liable to You or any other party on account of any such decision; (ii) review all Posted Information to ensure that it complies with all applicable rules and policies; or (iii) suspend, restrict and/or terminate, without notice of any kind, Your access to the Services for any reason. Notwithstanding the foregoing, Company shall not be required to review or monitor any Posted Information entered into the Services or otherwise posted by You in connection with the Services, and You shall be solely responsible for the accuracy of all such data, content and information.

 

  1. Term and Termination.This Agreement shall continue in full force until the earlier to occur of (i) either party providing written or electronic notice of termination to the other party (at which point You shall no longer be entitled to access the Services). Upon termination of this Agreement for any reason, You shall no longer be entitled to access or use the Services. In addition to the foregoing, in the event that Company determines, in its sole and absolute discretion, that You have breached this Agreement, threatened to breach this Agreement, committed any fraud or deception, breached any Company policy in effect from time to time or otherwise failed to perform to the standards required of Company, Company shall be entitled, at its discretion and in addition to any other remedies it may have hereunder and/or at law, to terminate, cancel or suspend Your access to the Services, in each of the foregoing cases at any time and for any period of time. Company shall not be responsible for the return of any Posted Information of any kind to You upon any termination of this Agreement or suspension of Your access to the Services, including without limitation any information input into the Services by You.

 

  1. Intellectual Property.All trademarks, patents, copyrights and other intellectual property rights owned by either party on the date hereof shall continue to be owned solely by such party, and except as set forth herein, nothing in this Agreement shall be deemed to confer any rights to any such intellectual property on the other party. For purposes of clarity: (i) as between You and Company, You shall be deemed to be the sole owner of all Posted Information entered into the Services; and (ii) Company is the sole owner of the name “VIA”, “Tranztec”, and “Tranztec Solutions”, as well as the Website, the Software and all source code, object code, software, content, copyrights, trademarks, patents and other intellectual property related thereto or included therein. All suggestions, recommendations, bug-fixes, error-fixes or other communications from You to Company regarding the Services shall, upon submission to Company, be owned solely and exclusively by Company. In exchange for Your use of the Services, You hereby grant to Company an unlimited, perpetual, irrevocable, fully-paid, transferable, assignable, sub-licensable, worldwide license to use, reproduce, modify, publish, edit, translate, distribute, commercially exploit, repurpose, perform and display any and all Posted Information You post within the Services, alone or as part of other works in any form, media or technology whether now known or hereafter developed, and to sublicense such rights through multiple tiers of sublicensees.

 

  1. Confidentiality.You agree to treat as confidential all confidential information of Company, not to use such confidential information for any purpose other than to the limited extent necessary to use the Services and not to disclose such confidential information to any third party except as may be reasonably required pursuant to this Agreement and subject to confidentiality obligations at least as protective as those set forth herein. Without limiting the generality of the foregoing, you shall use at least the same degree of care which You use to prevent the disclosure of Your own confidential information of like importance to prevent the disclosure of confidential information disclosed by Company, provided, however, that in no event shall such degree of care be less than reasonable in light of general industry practice.

 

  1. General Disclaimers.
  2. Availability of Services. You are responsible, at your sole cost and expense, for providing all equipment necessary to access the Services. While it is Company’s objective to make the Services accessible at all times, the Services may be unavailable from time to time for any reason including, without limitation, routine maintenance. In addition, various portions of the Services may operate slowly from time to time. You understand and acknowledge that due to circumstances both within and outside of the control of Company, access to the Services may be interrupted, suspended or terminated from time to time. In particular, and not in limitation of the foregoing, Company shall not be liable in any way for any delay in responding to an inquiry or question forwarded by You or the effects any delay or unavailability may have on You. YOU AGREE THAT COMPANY SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM ANY SUCH INTERRUPTION, SUSPENSION OR TERMINATION OF THE SERVICES AND THAT YOU SHALL PUT IN PLACE CONTINGENCY PLANS TO ACCOUNT FOR SUCH PERIODIC INTERRUPTIONS OR SUSPENSIONS OF THE SERVICES.

 

  1. Limitation on Liability.COMPANY SHALL NOT, UNDER ANY SET OF CIRCUMSTANCES, BE LIABLE TO YOU FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNATIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, ARISING OUT OF THIS AGREEMENT OR YOUR USE OF THE SERVICES, WHETHER BASED IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBLITY OF SUCH DAMAGES. IN ANY EVENT, COMPANY’S TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING HEREUNDER OR RELATED HERETO SHALL NOT EXCEED $100 IN THE AGGREGATE.

 

  1. Force Majeure.Company shall not be liable to You for failure or delay in performing any obligations hereunder if such failure or delay is due to circumstances beyond its reasonable control.

 

  1. Support for End Users

Tranztec Solutions provides shall provide all necessary support and customer service to Users of the VIA® application. VIA® users may contact Tranztec Solutions at 888-854-0099 for assistance and troubleshooting services. You may also contact us via e-mail at [email protected] for further assistance. Normal support services are provided during business hours through e-mail.
Extended support is available for after-hours, and priority response via an support agreement.

You may also contact Tranztec Solutions in writing at the following address:

Tranztec Solutions, Inc.
Attn: Customer Services
28350 Kensington Lane Suite 200
Perrysburg, Ohio 43551

 

  1. General Terms. You agree to abide by all restrictions displayed within the Services, as and when they are updated from time to time, including, without limitation, the rules in this Section. Company reserves the right to remove any content You post within the Services, block the sending of any inquiry or other content Company deems inappropriate in its sole discretion, and may terminate all access to the Services at any time in its sole discretion for any or no reason. While Company reserves the right to monitor all postings and/or content posted within the Services, it has no obligation to do so.
  2. Permitted Uses. You may use the Services only in good faith for the purposes described herein. You may download and print out portions of the content from the Services for non-commercial purposes provided that You follow the rules in this Agreement. You may not use the Services to promote another business or commercial venture.
  3. Distribution. Except as expressly permitted under other provisions of this Agreement, You may not modify, reproduce, duplicate, copy, photocopy, print, republish, display, translate, transmit, distribute, sell, resell, rent, lease, loan, exploit, reduce to any electronic medium or machine-readable form, or otherwise make available in any form or by any means all or any portion of the Services, the content or any information or materials retrieved from either of them, including, without limitation, graphics and logos, in whole or in part, for any purpose.
  4. Derivative Works. You may not create compilations or derivative works of the Services, the Website or Software content or any other materials from the Services.
  5. Proprietary Notices. You may not remove, change or obscure and You must retain on all copies of the content You download any copyright notice or other proprietary notice, Privacy Policy, legal disclosures or terms of use contained in the content or within the Services.
  6. Infringement. You may not use the Services or any other materials from the Services in any manner that may infringe upon any copyright or other intellectual property right, proprietary right, or property right of Company or any third party.
  7. Information Distribution. You may not use the Services or any communications service, chat room, message board, blog, forum, newsgroup, or other interactive service that may be available to You on or through the Services to transmit, upload, post, distribute or facilitate distribution of, or otherwise make available any information or content, including text, communications, software, images, sounds, data or other information, that:

– is false;

– contains explicit or graphic descriptions or accounts of sexual acts, including, without limitation, sexual language of a violent or threatening nature directed at another individual or group of individuals;

– includes any inside information and/or proprietary or confidential information learned or disclosed under nondisclosure agreements;

– You are restricted from using under any law;

– infringes upon the intellectual property rights of any third party; or

– contains software viruses or any other computer code, files or programs that are designed or intended to disrupt, damage, or limit the functions of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any other party.

  1. Other Prohibited Uses. You may not use the Services for any purpose that: is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, or otherwise violates Company’s rules or policies; victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, disability, or any other classification protected by law; invades any person’s or entity’s privacy or other rights; constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (also known as “spamming”), chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling; misidentifies You or impersonates any person or entity, including, without limitation, any employee or representative of Company, or falsely states, implies, or otherwise misrepresents Your affiliation with a person or entity by, for example, pretending to be someone other than You or pretending to represent a company or organization that You are not affiliated with or authorized to represent; or could otherwise reasonably be deemed or viewed to be unethical, illegal or offensive.

 

17.Solicitation. You may not use the Services in a manner that violates any state or federal law regulating commercial e-mail, facsimile transmissions or telephone solicitations.

 

  1. Copyright Infringement. Company respects the intellectual property of others, and asks You and all users to do the same. Material available on or through other websites may be protected by copyright and the intellectual property laws of the United States and/or other countries, and the terms of use of those websites, and not this Agreement, govern Your use of that material. It is Company’s policy, in appropriate circumstances and at its discretion, to disable and/or terminate the accounts of users who may infringe or repeatedly infringe the copyrights or other intellectual property rights of Company and/or others.