TERMS & CONDITIONS
The website located at www.Lanez.org (the “Site”) and any associated applications are copyrighted works belonging to Lanez Freight, LLC (“Lanez Freight” “us”, and “we”). Lanez Freight provides a service that connects motor carrier business (“Carriers”) to entities who need to ship cargo, generally Shippers and Brokers. The Services may be subject to additional guidelines, terms, or rules. Carrier Accessorial Rates provided on the Service (collectively, the “Accessorial Rates”), any Standard Operating Procedure documents (“SOP”s) and/or Work Orders put into place between Lanez Freight, Brokers, Shippers and Carriers, and Lanez Freight. All such additional guidelines, terms or rules shall be incorporated in this Agreement.
THESE TERMS OF SERVICE (“AGREEMENT”) SET FORTH THE LEGALLY BINDING TERMS FOR YOUR USE OF THE SERVICE. BY ACCESSING OR USING THE SERVICE, YOU ARE ACCEPTING THIS AGREEMENT, ON BEHALF OF YOURSELF OR THE COMPANY, ENTITY, OR ORGANIZATION THAT YOU REPRESENT; AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THIS AGREEMENT, ON BEHALF OF YOURSELF OR THE COMPANY, ENTITY OR ORGANIZATION THAT YOU REPRESENT. IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THIS AGREEMENT, DO NOT ACCESS OR USE THE SERVICE. THIS AGREEMENT REQUIRES ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.
AGREEMENT TO E-SIGNATURES. WHEN YOU REGISTER AN ACCOUNT ON THE LANEZ FREIGHT SERVICE WHEN ORDERING OR FULFILLING A SHIPMENT, YOU AGREE THAT YOU ARE INTENDING TO CREATE AN ELECTRONIC SIGNATURE AFFIRMING YOUR FULL UNDERSTANDING AND AGREEMENT TO BE LEGALLY BOUND BY ALL OF THESE TERMS OF SERVICE AND THAT YOU ARE LEGALLY PERMITTED TO USE AND ACCESS THE LANEZ FREIGHT SERVICE. WE ADVISE THAT YOU PRINT AND RETAIN A COPY OF THESE TERMS OF SERVICE BEFORE ORDERING OR FULFILLING A SHIPMENT. THE MOST CURRENT VERSION OF THESE TERMS OF SERVICE WILL ALWAYS BE AVAILABLE FOR YOUR REVIEW UNDER THE TERMS OF SERVICE LINK LOCATED AT LANEZ.ORG
1. SERVICE DESCRIPTION
1.1. General. Lanez Freight helps to connect Shippers, Brokers, and Carriers for the shipment of freight and cargo by providing a platform whereby Shippers or Brokers can post details of desired shipment requests and Carriers can accept such shipment requests. “User” means any user of the Service and may be a Carrier, Broker, or a Shipper. To the extent you are a Shipper or Broker, the provisions in this Agreement regarding Shippers and Brokers apply to you. To the extent you are a User, the provisions in this Agreement regarding Users apply to you. For the avoidance of doubt, Lanez Freight provides the platform for posting and accepting Shipments and the billing service described in Section 45. Please carefully read the disclaimer in Section 10 for more information about responsibilities. Questions may be directed to contact@lanez.org
1.2. Shipment Requests. Shipper or Broker may post a request for a shipment (“Shipment”) through the Service. Without limitation, Shipper/Broker will provide origin and destination addresses, the requested date and pick up time of the Shipment, a description of the items being shipped including weight and any other relevant information about the Shipment. Lanez Freight is not responsible for any Shipment terms. Once the Shipment is accepted for posting by Lanez Freight, the details of the Shipment are posted to the Service. After a certain period, the Shipment will be viewable to all Carriers in the immediate area, though Lanez Freight may from time to time, and in order to meet Shippers’ specific needs, release shipments to certain carriers before posting it to the Service. Shippers may cancel a Shipment at any time prior to it being accepted by a Carrier. Carriers may view available Shipments in their immediate area at any time and accept a Shipment through the Service. The first Carrier to accept a Shipment will be assigned the Shipment. Once accepted by a Carrier, Lanez Freight will notify Shipper or Broker that the Shipment has been accepted. Shipper/Broker and Carrier will receive each other’s phone number. Each Shipper, Broker, and Carrier is responsible for providing their own phones for use with the Service. Lanez Freight may also, from time to time, as the circumstances require, connect Shippers, Brokers and Carriers directly. Lanez Freight does not guarantee that a Shipment will be accepted by a Carrier. If a Shipment is not accepted by a Carrier, Lanez Freight will notify the Shipper or Broker that no Carrier is available and that the Shipper or Broker should try posting the Shipment again.
1.3. Completing the Shipment. Shipper or Broker must issue and provide the Carrier by hard copy, a Bill of Lading for each Shipment. The Bill of Lading must contain, at minimum, the names and addresses of the Carrier and the Shipper, the origin and destination addresses, the requested pick-up and delivery dates and times, description of the items being shipped (including weight), and other relevant terms and conditions. Once the Shipment has been completed, Carrier will promptly collect the authorized recipient’s signature and email to the Lanez’ Payment Service a picture of a hard copy proof of delivery signed by the authorized recipient (“Proof of Delivery”) and send the original to Lanez Freight via U.S. Postal Service mail.
2. SHIPPER AND BROKER TERMS, REPRESENTATIONS, AND WARRANTIES
2.1. Representations and Warranties. Unless otherwise agreed in a separate written agreement between Shipper or Broker and Lanez Freight, if you are a Shipper or Broker, you hereby represent, warrant, and covenant that: (a) You own or have possessory interest in the shipped items or have the necessary rights to ship such items; (b) You use the Lanez Freight Service to ship items at your own risk through the motor carriers that use the Lanez Freight Service and agree that Lanez Freight Service will have no liability for any shipped items or any claims, demands, loss or damages related thereto; (c) You are solely responsible for obtaining any insurance to cover any unanticipated losses other than the motor carrier’s cargo coverage; (d) You are solely responsible for any and all liability, which results or is alleged as a result of the condition or nature of such shipped items, including, but not limited to, property damage, personal injury and death; (e) If you are loading, bracing and securing your goods, you understand that you are liable for any claims, loss, or damage as a result of your doing so improperly or unsafely. You understand that Lanez Freight is in no way responsible for the securing, lading, packaging, or being in compliance with shipping instructions for your shipments; (f) You understand that Lanez Freight is not a motor carrier, and as such, is not liable or responsible to you or the recipient of cargo for any cargo shipped under this Agreement; (g) If you are a freight broker and broker shipments through Lanez Freight under this Agreement, you are duly authorized as a property broker with the FMCSA and comply in all respects with MAP-21; (h) As either a Shipper or Broker, you understand that tracking the locations of your shipments through the Lanez Freight Service does not guarantee that such shipments will be delivered to its destination at the time requested.
2.2. Non-solicit. As Shipper or Broker, you shall not contact any Carrier to solicit, offer, or book shipments with the Carrier for 12 months from the last date of a Shipment between you and the Carrier obtained through Lanez Freight. Lanez Freight reserves the right to terminate your Account or this Agreement in its sole discretion for a breach or suspected breach of this Section 2.2. Lanez Freight reserves the right to collect from you the sum of money that it lost by your circumvention of using Lanez Freight.
2.3. Prohibited Items of Cargo. Shippers and Brokers shall not use the Service to ship the below items: Contraband, tobacco products, gold or other forms of jewelry, alcoholic beverages, specie, or items that are illegal, dangerous, radioactive, harmful, unsafe, offensive, or objectionable in the sole discretion of Lanez Freight.
2.4. Additional Information on Prohibited Items of Cargo. To the extent Shipper or Broker uses the Lanez Freight Service to ship the below items, any damage, destruction, loss, or other liability that arises while in the possession or control of the Motor Carrier during transit, Shipper or Broker knowledges that they bear all risk for any damage, claim or losses thereto to the extent that Carriers’ insurance policies and Carriers are unable to do so. This provision in no way limits or affects Shippers’ or Lanez Freight Service’s or Carriers’ liabilities related to other items; (a) But Shippers and Brokers a precluded and generally uninsured when the cargo is Bullion, precious metals, precious metal objects, gold, silver, platinum, precious or semi-precious stones, including but not limited to diamonds, emeralds, sapphires and rubies, precious jewelry which includes jewelry made from precious metals and stones; (b) money, securities, accounts, bills, currency, food stamps, lottery tickets, notes, bank notes, coins, bonds, negotiable instruments or evidences of debt, passports, admission tickets, documents, manuscripts, records, or other valuable papers; (c) Cellular phones and PDAs; (f) works of art which includes antiques, paintings, sculptures, tapestries, collectibles, or other objects for display; or (g) Bloodstock and live animals including cattle, hogs, or poultry.
2.5. Shipper/Broker Indemnification. You agree to defend, indemnify, hold harmless and make whole Lanez Freight, its officers, employees, and agents with respect to any and all claims, demands, loss, damage, expenses, or liability, including costs and attorneys’ fees, made by any party due to or arising out of your or your agents: (i) use of the Lanez Freight Service; (ii) User Content; (iii) interaction with any other User; (iv) violation of this Agreement; (v) violation of applicable laws or regulations; or (vi) your shipment contents.
Lanez Freight reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Lanez Freight. Lanez Freight will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it. This indemnification with respect to Lanez Freight applies regardless of any provisions in separate contracts between Lanez Freight and third parties. You also hereby waive any claims or demands by you against Lanez Freight related to any costs, loss, expenses or liability arising from the above-listed actions by you or your agents.
3. CARGO CLAIMS
3.1. Carrier Liability. Carrier shall agree to assume full liability for the prompt, safe transportation of all shipments under this Agreement, and agrees to be responsible for all loss, damage, delay, destruction, theft or liability of whatever nature arising from the transportation services hereunder, or from Carrier’s failure to perform the services, occurring while the shipment is in the custody or control of the Carrier or in the custody or control of any other party to whom Carrier may entrust the shipment. Carrier’s liability to Broker, Shipper, and/or any involved consignor or consignee, shall be the invoice value of the goods transported, without limitation. Bills of Lading or receipts issued by Carrier, or signatures thereon, shall not constitute Lanez Freight’s written acceptance of Carrier’s liability limitation or other changes in the terms and conditions. Similarly, Carrier’s liability shall not be limited in any way by limitations or exclusions of coverage in its insurance policies. In the event of a conflict with the terms on Bills of Lading and this Agreement occur, including specifically any terms related to limitations of liability of Carrier, the terms of this Agreement shall govern. Carrier and Lanez Freight agree that pursuant to 49 U.S.C. §14101(b) the Carrier expressly waives all rights and remedies under Title 49 of the U.S. Code that conflict with these Terms of Service.
3.2. Lanez Freight Limitation of Liability. Lanez Freight shall have no liability to any Shipper Broker or Carrier unless a separate written contract with a Shipper Broker or Carrier provides otherwise and the Shipper or Broker agrees to a 10% higher rate for transportation or Carrier agrees to 10% less freight charges. In either event Lanez Freight shall have maximum liability to its customer of no more than $5.00 per pound of the cargo for any loss, damage, or injury to property resulting from Lanez Freight’s performance of or failure to perform the broker services provided herein.
3.3. Claim Submissions and Settlement. In the event of loss or damage, Consignor or Consignee shall endeavor to submit a claim to the motor carrier within ninety (90) days of the claimed occurrence, and in no event later than nine (9) months of the incident. Lanez Freight shall make every attempt to help facilitate the resolution of the claim with the Carrier, but Lanez Freight does not assume liability for payment of the loss unless accommodations in Section 3.1 apply. In addition, unless agreed in a separate written contract, Shipper or Broker is not entitled to offset the amount of any claims, which remain unpaid or unresolved against amounts owed by Shipper or Broker to Lanez Freight. Carriers shall settle claims within sixty (60) days of their receipt of all necessary claims’ documentation.
4. PAYMENT TERMS
4.1. Shipper/Broker Payment and Charges. (a) For each Shipment, Shipper or Broker is obligated to pay Lanez Freight the fees listed to Shipper or Broker when the applicable Shipment was accepted for posting on the Freight Service (“Shipment Fee”) within THIRTY (30) calendar days of Shipper’s or Broker’s receipt of Lanez Freight’s invoice or 30 days from Lanez’ mailing of the invoice; (b) Lanez Freight reserves the right to amend or adjust the original quoted amount or re-invoice the Shipper if the original quoted Shipment Fee was based upon incorrect information received at the time of the original quote, if additional services by the carrier were required, or as otherwise necessary to perform the pickup, transportation and delivery functions therein.
When paying by credit card or electronic funds, the Shipper or Broker agrees they will be responsible for all charges payable, including any adjustments, on account of such Shipper’s or Broker’s shipment. These charges and adjustments, if any, will be automatically debited to the Shipper’s or Broker’s credit card or bank account along with a $10 administration fee and applicable credit card processing fees. Shipper/Broker is permitted SEVEN (7) business days from the date of the invoice to dispute any invoiced charges. If Lanez Freight does not receive a dispute within the allowable SEVEN (7) business days, the disputed item will be denied; (c) If you are a Shipper or Broker and you have provided a valid credit card, YOU HEREBY AUTHORIZE LANEZ FREIGHT TO BILL YOUR CREDIT CARD FOR SHIPMENT FEES AND YOU AGREE THAT NO ADDITIONAL NOTICE OR CONSENT IS REQUIRED; (d) If you are a Shipper or Broker and you have provided Lanez Freight with your bank account information instead of a credit card, YOU HEREBY AUTHORIZE LANEZ FREIGHT TO PROCESS A DEBIT FROM YOUR BANK ACCOUNT FOR SHIPMENT FEES AND YOU AGREE THAT NO ADDITIONAL NOTICE OR CONSENT IS REQUIRED. In the event a debit is subsequently returned for non-sufficient funds, you agree that we may add a returned check fee of $25.00 to the amount of the debit and take any action available to us at law or in equity to collect such full amount. YOU AGREE TO PAY THE RETURNED DEBIT FEE, THE INITIAL AMOUNT, AND ANY COLLECTION CHARGES INCURRED BY US;
(e) If you wish to dispute a charge, please contact Lanez Freight at the above-noted email or phone. If Lanez Freight charges any convenience fee for making a payment via a credit card or electronic check, these fees will be stated at the time of payment before you finalize your charge. In the event of an unauthorized charge using a credit card or electronic check, please consult your bank’s rules regarding refunds and reversals; (f) Lanez Freight complies with all legal requirements of your state’s laws regarding providing refunds for unauthorized charges. When you make a charge, Lanez Freight shall display a completed charge screen and email you a copy of your receipt. You should print or save this electronic receipt for your records. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S), CHECKS, OR OTHER PAYMENT MEANS USED TO INITIATE ANY TRANSACTION. All information that you provide to us must be accurate, current and complete. You agree to immediately notify Lanez Freight of any change in your address or the credit card or bank account used for payment hereunder.
4.2. General Payment Terms. (a) Fees are inclusive of all fuel costs and charges. Lanez Freight may change pricing for using the Service from time to time in its sole discretion by updating the Site and without additional notice to you; (b) You agree to use the Service to pay for any Shipments booked through the Service and not to circumvent payments for scheduled or completed Shipments in any way. All payment will be in US dollars. You agree that you are responsible for the collection and/or payment of all Taxes, which you may be liable for in any jurisdiction arising from your use of the Service. Lanez Freight is not responsible for collecting, reporting, paying, or remitting to you any such Taxes. “Taxes” means any applicable duties, sales taxes, GST, VAT or other taxes, which may be levied in respect of a transaction contemplated by this Agreement. Any amount that is not paid when due will accrue interest at eighteen percent (18%) per annum or the maximum rate permitted by applicable law, whichever is less, from the due date until paid. If Lanez Freight is unable to be paid by Shippers or Brokers due to insufficient funds, Shipper/Broker shall be liable for all costs and expenses incurred by Lanez Freight in connection with collection of the Shipper/Broker Fee, including costs and expenses of a third party collection agency. Shipment Fees are non-refundable.
5 LICENSES
5.1. Accounts. In order to use Lanez Freight, you must register for an account with Lanez Freight (“Account”) and provide certain information as prompted by the registration form. Shippers and Brokers must provide a valid credit card and billing address or ACH information.
You represent and warrant that: (a) all required registration information you submit is truthful and accurate; and (b) you will maintain the accuracy of such information. You may delete your Account at any time, for any reason, by notifying Lanez Freight in written form. You are responsible for maintaining the confidentiality of your Account login credentials and are fully responsible for all activities that occur under your Account. Each Account may only be used to access the Service during one (1) concurrent login session. You agree to immediately notify Lanez Freight of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. Lanez Freight cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
5.2. Site. Subject to the terms of this Agreement, Lanez Freight grants you a non-transferable, nonexclusive license to use its Site for your freight carriage business during the term of this Agreement.
5.3. Mobile App. Subject to the terms of this Agreement, Lanez Freight expects to create a Mobile App to access its site. Upon completion, Lanez Freight shall grant you a non transferable, non-exclusive license to install and use the Mobile App, in executable object code format only, solely on your own handheld mobile device and for your internal business use during the term of this Agreement.
5.4. Certain Restrictions. The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit Lanez Freight services; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of its services; (c) you shall not access the services in order to build a similar or competitive service; and (d) except as expressly stated herein, no part of the service may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the service shall be subject to the terms of this Agreement. All copyright and other proprietary notices on any service content must be retained on all copies thereof.
5.5. Limited Support. Users may contact Lanez Freight for support related issues arising from the use of the services by contacting Lanez Freight.
5.6. App Stores. You acknowledge and agree that the availability of the anticipated Mobile App is dependent on the third party from which you received the Mobile App (“App Store”), e.g., the Apple App Store or Google Play. You acknowledge that this Agreement is between you and Lanez Freight and not with the App Store. Each App Store may have its own terms and conditions to which you must agree before downloading the Mobile App from it. You agree to comply with, and your license to use the Mobile App is conditioned upon your compliance with, all applicable terms and conditions of the applicable App Store.
6. OWNERSHIP
6.1. Ownership. Excluding your User Content (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the services are owned by Lanez Freight or Lanez Freight’s licensors. The provision of the service does not transfer to you or any third party any rights, title or interest in or to such intellectual property rights. Lanez Freight and its suppliers reserve all rights not granted in this Agreement.
6.2. Modification. Lanez Freight reserves the right, at any time, to modify, suspend, or discontinue the services or any part thereof with or without notice. You agree that Lanez Freight will not be liable to you or to any third party for any modification, suspension, or discontinuance of the service or any part thereof.
6.3. Feedback. If you provide Lanez Freight any feedback, suggestions, bug reports, system errors, and other information or ideas regarding the service (“Feedback”), you hereby assign to Lanez Freight all rights in the Feedback and agree that Lanez Freight shall have the right to use such Feedback and related information in any manner it deems appropriate. Without limiting the foregoing, this assignment of rights applies to any testimonials you provide, and you hereby also grant Lanez Freight the right to use your name in connection with sharing such testimonials with the public. Lanez Freight will treat any Feedback you provide to Lanez Freight as non-confidential and non-proprietary. You agree that you will not submit to Lanez Freight any information or ideas that you consider to be confidential or proprietary. If you agree to participate in any case studies, you agree that information you provide in connection with the case study is deemed Feedback and that Lanez Freight may use your name in connection with such Feedback.
7. USER CONTENT
7.1. User Content. “User Content” means any and all information, data, and other content that a User submits to, or uses with, the services. User Content includes the information provided in a Shipment request or acceptance. You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that makes you or any third party personally identifiable. You hereby represent and warrant that your User Content does not violate the Acceptable Use Policy (defined below). For the avoidance of doubt, User Content may include third party content you submit. You agree not to submit third party content unless you have the consent of the applicable third party owner of such content. You may not state or imply that your User Content is in any way provided, sponsored or endorsed by Lanez Freight. Because you alone are responsible for your User Content and not Lanez Freight, you may be exposed to liability if, for example, your User Content violates the Acceptable Use Policy. Because we do not control User Content, you acknowledge and agree that we are not responsible for any User Content and we make no guarantees regarding the accuracy, currency, suitability, or quality of any User Content, and we assume no responsibility for any User Content.
7.2. License. You hereby grant, and you represent and warrant that you have the right to grant, to Lanez Freight an irrevocable, nonexclusive, royalty-free and fully paid, sublicensable, worldwide license, to use your User Content, for the purposes of including your User Content in the service, to create Anonymous Data, and as provided in Lanez Freight Privacy Policy. All rights in and to the User Content not expressly granted to Lanez Freight in this Agreement or the Privacy Policy are reserved to you.
7.3. Creation of Anonymous Data. We may create anonymous data records from your User Content by using commercially reasonable efforts to exclude any and all information, such as company name, that makes the data identifiable to you. We may use and disclose Anonymous Data for any purpose, including improving the service.
8. ACCEPTABLE USE POLICY
The following sets forth Lanez Freight’s Acceptable Use Policy.
8.1. You agree not to use the Service to collect, upload, transmit, display, or distribute any User Content (a) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (b) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy; vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive (e.g., material that promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual) or otherwise objectionable material of any kind or nature or which is harmful to minors in any way; or (c) in violation of any law, regulation, or obligations or restrictions imposed by any third party.
8.2. In addition, you agree not to use the service to: (a) upload, transmit, or distribute any computer viruses, worms, or any software intended to damage or alter a computer system or data; (b) send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (c) harvest, collect, gather or assemble information or data regarding other Users, including e-mail addresses, without their consent; (d) interfere with, disrupt, or create an undue burden on servers or networks connected to the service or violate the regulations, policies or procedures of such networks; (e) attempt to gain unauthorized access to the service, other computer systems or networks connected to or used together with the service, through password mining or other means; (f) harass or interfere with another User’s use and enjoyment of the service; or (g) introduce software or automated agents or scripts to the service so as to produce multiple accounts, generate automated searches, requests and queries, or to strip, scrape, or mine data from the service. We reserve the right but have no obligation to review any User Content, investigate, and/or take appropriate action against you in our sole discretion including removing or modifying your User Content, terminating your Account in accordance with Section 10, and/or reporting you to law enforcement authorities if you violate the Acceptable Use Policy or any other provision of this Agreement or otherwise create liability for us or any other person.
9. TERM AND TERMINATION
Subject to this Section, this Agreement will remain in full force and effect while you use the service. Lanez Freight may at any time terminate this Agreement with you in its sole discretion if (a) you have breached any provision of this Agreement, any applicable Work Order or have acted in a manner that clearly shows you do not intend to, or are unable to, comply with this Agreement; (b) Lanez Freight is required to do so by law (for example, where the provision of the service to you is, or becomes, unlawful); or (c) Lanez Freight has elected to discontinue the service as described in Section 7.2. Upon termination of this Agreement, your Account and right to access and use the service will terminate immediately. Lanez Freight will not have any liability whatsoever to you for any termination of the service, including for termination of your Account or deletion of your User Content. Even after this Agreement is terminated, the following provisions of this Agreement will remain in effect: Sections 6.4, 7-18.
10. DISCLAIMERS AND RELEASE
THE SERVICE IS PROVIDED “AS-IS” AND “AS AVAILABLE” AND WE AND OUR SUPPLIERS EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON INFRINGEMENT. WE AND OUR SUPPLIERS MAKE NO WARRANTY THAT THE SERVICE: (A) WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (C) WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE; OR (D) RESULT IN ANY REVENUE, PROFITS, OR COST REDUCTION. THE SERVICE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. WE ARE NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES OR OTHER DAMAGES RESULTING FROM SUCH PROBLEMS. LANEZ FREIGHT OFFERS A PLATFORM TO CONNECT SHIPPERS, BROKERS, AND CARRIERS BUT DOES NOT AND DOES NOT INTEND TO PROVIDE SHIPPING SERVICES OR ACT IN ANY WAY AS A CARRIER, COURIER, OR SHIPPING PROVIDER. IT IS UP TO THE THIRD PARTY CARRIER TO PROVIDE SHIPPING SERVICES, WHICH MAY BE SCHEDULED THROUGH THE USE OF THE SERVICE. LANEZ FREIGHT HAS NO RESPONSIBILITY OR LIABILITY FOR ANY SHIPPING SERVICES PROVIDED TO SHIPPERS BY SUCH THIRD PARTY CARRIERS. LANEZ FREIGHT SHALL NOT BE DEEMED TO BE AN AGENT OR A PARTNER OF CARRIER OR SHIPPER FOR ANY REASON. CARRIERS SHALL NOT BE DEEMED TO BE A SUBCONTRACTOR OR EMPLOYEE OF LANEZ FREIGHT FOR ANY REASON. ANY DISPUTE SHIPPERS HAVE WITH ANY CARRIER OR OTHER THIRD PARTY, INCLUDING WITHOUT LIMITATION ANY OTHER USER OF THE SERVICE, IS DIRECTLY BETWEEN THE SHIPPER AND ANY SUCH THIRD PARTY. WE MAKE NO WARRANTY REGARDING THE SUITABILITY, LEGALITY, REGULATORY COMPLIANCE, QUALITY, OR ABILITY OF ANY CARRIERS, SHIPPERS, SHIPPED ITEMS AND SHIPPING SERVICES SCHEDULED THROUGH THE USE OF THE SERVICE. BY USING THE SERVICE, YOU OR YOUR SHIPMENTS MAY BE EXPOSED TO SITUATIONS THAT ARE POTENTIALLY DANGEROUS, OFFENSIVE, HARMFUL, UNSAFE OR OTHERWISE OBJECTIONABLE. YOU USE THE SERVICE AT YOUR OWN RISK. YOUR INTERACTIONS WITH OTHER USERS AND THIRD PARTIES ARE SOLELY BETWEEN YOU AND SUCH USER OR THIRD PARTY. YOU AGREE THAT LANEZ FREIGHT WILL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE INCURRED AS THE RESULT OF ANY SUCH INTERACTIONS. IF THERE IS A DISPUTE BETWEEN YOU AND ANY USER OR THIRD PARTY, WE ARE UNDER NO OBLIGATION TO BECOME INVOLVED. YOU HEREBY WAIVE AND RELEASE LANEZ FREIGHT AND OUR SUPPLIERS, OFFICERS, EMPLOYEES, AGENTS, SUCCESSORS AND ASSIGNS FROM, AND HEREBY WAIVE AND RELINQUISH, EACH AND EVERY PAST, PRESENT AND FUTURE DISPUTE, CLAIM, CONTROVERSY, DEMAND, RIGHT, OBLIGATION, LIABILITY, ACTION AND CAUSE OF ACTION OF EVERY KIND AND NATURE INCLUDING PERSONAL INJURIES, DEATH, AND PROPERTY DAMAGE, ARISING FROM YOUR USE OF THE SERVICE, OR IN ANY WAY RELATED TO OTHER USERS OR THIRD PARTIES. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
11. LIMITATION ON LIABILITY
IN NO EVENT SHALL WE OR OUR SUPPLIERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY PERSONAL INJURY OR LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE, INCLUDING WITHOUT LIMITATION, USING THE SERVICE IN VIOLATION OF ANY LAWS, OR INABILITY TO USE THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN,EXCEPT AS PROVIDED IN SECTION 3, OUR AND OUR SUPPLIERS’ LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT OR THE SERVICE FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) FIFTY US DOLLARS ($50) OR (B) AMOUNTS YOU HAVE PAID LANEZ FREIGHT IN THE PRIOR SIX MONTHS, IF ANY. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM JURISDICTIONS.
12. THIRD PARTY SITES & ADS
The service might contain links to third party websites, services, and advertisements for third parties (collectively, “Third Party Sites & Ads”). Such Third Party Sites & Ads are not under the control of Lanez Freight and Lanez Freight is not responsible for any Third Party Sites & Ads. Lanez Freight provides these Third Party Sites & Ads only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third Party Sites & Ads. You use all Third Party Sites & Ads at your own risk. When you link to a Third Party Site & Ad, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third Party Sites & Ads.
13. COPYRIGHT POLICY
Lanez Freight respects the intellectual property of others and asks that Users of our Service do the same. In connection with the service, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing materials and for the termination, in appropriate circumstances, of Users who are repeat infringers of intellectual property rights, including copyrights. If you believe that one of our Users is, through the use of the service, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated Copyright Agent: 1. your physical or electronic signature; 2. identification of the copyrighted work(s) that you claim to have been infringed; 3. identification of the material on our services that you claim is infringing and that you request us to remove; 4. sufficient information to permit us to locate such material; 5. your address, telephone number, and email address; 6. a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and 7. a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner. Please note that, pursuant to 17 U.S.C §512(f), any misrepresentation of material fact in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney fees incurred by us in connection with the written notification and allegation of copyright infringement.
14. LTL RATES
LTL rates are based on the freight class as determined by the NMFC (National Motor Freight Classification) which are based on the actual description, size, and weight of the shipment. Additional fees may apply for other charges including appointment delivery, reweighs and reclassifications, lift gate services, inside delivery or various other accessorial services.
Truckload rates are based on dock – door pickup/dock – door delivery and shipper load/consignee unload and are state to state and mileage based. Additional fees may apply for charges including but not limited to, tractor detention, trailer detention, and driver assistance. Once Lanez Freight has contracted with a carrier to move a truckload shipment, the scheduled load must be tendered to the carrier as requested on the Bill of Lading at the agreed upon price, or truck ordered and not used (TONU) fee will be assessed.
Flatbed rates are based on equipment type, state to state/mileage and weight. If a flatbed shipment contains oversize freight, additional charges and transit days shall apply.
All displayed transit times are estimates only and do not include day of pickup. Pickup dates are not guaranteed.
15. LTL GUARANTEED SERVICES
LTL Guaranteed Services are inclusive of transit times only as noted by the carrier selected. Guaranteed Service transit times do not include holiday and/or no service days as defined by the individual carrier. Shipments not delivered within date/time specified on the bill of lading may not be considered a service failure when the reason for the delivery delay is deemed as no fault of the carrier.
These reasons could include, but are not limited to, the following conditions: acts of God; the existence of violence, riots, military action, governmental actions, pandemics, epidemics, or such possible disturbance as creating reasonable apprehension of danger; acts or omissions by shipper, consignee, owner of goods or public authority; delays due to customs clearance or documentation required for movement of shipment; closure of federal, state, city or local roads, streets, or highways resulting in travel delays by carrier; shipments not accepted by the consignee when offered for delivery.
This service is not a guarantee for pickup. Pickup Day is not included in the qualification and calculation of LTL transit time. The Shipper is liable for all charges related to the shipment. In the event of carrier failure to comply with the guaranteed service requested, the Shipper or Broker is permitted ten (10) business days from the actual delivery date of shipment to file a claim request in writing with carrier. If carrier does not receive a claim request or receives the request after the allowable TEN (10) business days, the service provided by the LTL carrier will be deemed to have met all guaranteed service standards and the claim request will automatically be considered invalid and denied. In the event of carrier failure to comply with the guaranteed service requested and after the carrier has agreed to liability, Lanez Freight will credit the account of the said Shipper for freight charges according to the carrier’s guaranteed refund policy only. In no event shall Lanez Freight be liable, nor will any account be credited if the Shipper does not use Lanez Freight bill of lading. To the extent Lanez Freight is found negligent, Lanez Freight’s liability is limited to no greater than a refund of the total freight charge payment related to the specific Bill of Lading in question.
16. GENERAL
16.1. These Terms of Service are periodically reviewed, modified and enhanced as necessary. Please revisit the Terms of Service periodically to stay aware of any changes thereto. If we modify the Terms of Service, we will make the relevant updates available through the service. Lanez Freight will endeavor to notify you of these changes by email but will not be liable for any failure to do so. Amendments will be effective upon Lanez Freight’s posting of such updated terms. Continued use of the service following such posting shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions, as amended. If you do not understand any of the terms herein or have questions or other issues related to your use of Lanez Freight, you may inquire regarding the same via email at the address noted above.
16.2. Dispute Resolution. PLEASE READ THIS CAREFULLY. IT AFFECTS YOUR RIGHTS: (a) Any and all controversies, disputes, demands, counts, claims, or causes of action including the interpretation and scope of this clause, and the arbitrability of the controversy, dispute, demand, count, claim, or cause of action between you and Lanez Freight and our employees, agents, successors, or assigns, regarding or relating to these the service or this Agreement, shall exclusively be settled through binding and confidential arbitration; (b) Arbitration shall be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration shall be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association (“AAA”) or JAMS. As modified by this Agreement, and unless otherwise agreed upon by the parties in writing, the arbitration will be governed by the AAA’s or JAMS’s rules for commercial arbitration and, if the arbitrator deems them applicable, the procedures for consumer-related disputes. You are thus GIVING UP YOUR RIGHT TO GO TO COURT to assert or defend your rights EXCEPT for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING. Arbitrator decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT. You and we must abide by the following rules: (1) ANY CLAIMS BROUGHT BY YOU OR US MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (2) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS- WIDE RELIEF; (3 the arbitrator shall honor claims of privilege and privacy recognized at law; (4) the arbitrator’s award shall be final and may be enforced in any court of competent jurisdiction; (5) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (6) each side pays its own attorney fees; and (c) notwithstanding the foregoing, either you or we may bring an individual action in small claims court. Further, claims of infringement or misappropriation of the other party’s patent, copyright, trademark, or trade secret shall not be subject to this arbitration agreement. Such claims shall be exclusively brought in the state or federal courts located in Austin, Texas. Additionally, notwithstanding this agreement to arbitrate, either party may seek emergency equitable relief before a state or federal court located in Austin, Texas in order to maintain the status quo pending arbitration, and hereby agree to submit to exclusive personal jurisdiction of the courts located within the City of Austin, Texas for such purpose. A request for interim measures shall not be deemed a waiver of the right to arbitrate; (d) With the exception of subparts (1) and (2) in the paragraph 16.2(b) above (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Agreement, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, either subparts (1) and (2) in the paragraph 16.2(b) (prohibiting arbitration on a class or collective basis) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be null and void, and neither you nor we shall be entitled to arbitration. If for any reason a claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in state or federal court in Austin, Texas.
(e) Notwithstanding any provision in this Agreement to the contrary, if we seek to terminate the Dispute Resolution section as included in the Agreement, any such termination shall not be effective as to any claim of which you provided us with written notice prior to the date of termination. (f) For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at http://www.adr.org. For more information on JAMS, it’s Rules and Procedures, and how to file an arbitration claim, you may call JAMS at 800-352-5267 or visit the JAMS website at http://www.jamsadr.com;(g) Any and all controversies, disputes, demands, counts, claims, or causes of action between you and Lanez Freight and our employees, agents, successors, or assigns, regarding or relating to the Service or this Agreement, shall exclusively be governed by the internal laws of the State of Texas, without regard to its choice of law rules and without regard to conflicts of laws principles except that the arbitration provision shall be governed by the Federal Arbitration Act.
16.3. Force Majeure. Any delay in the performance of any duties or obligations of either party except the payment of money owed will not be considered a breach of this Agreement if such delay is caused by a labor dispute, shortage of materials, fire, earthquake, flood, governmental action, pandemic, epidemic, road closures, or any other event beyond the control of such party.
16.4. Entire Agreement. This Agreement, including Accessorial Rates, incorporated by reference herein, constitutes the entire agreement between you and us regarding the use of the service. Our failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. The word “including” means including without limitation. If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will be unimpaired, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. This Agreement may be executed in counterparts.
16.5. Independent Contractor. Your relationship to Lanez Freight is that of an independent contractor, and neither party is an agent, employee or partner of the other. You assume complete responsibility for all state and federal taxes, assessments, insurance ,including, but not limited to, workers’ compensation, unemployment compensation, disability, pension and social security insurance, and any other financial obligations arising out of the transportation services rendered hereunder. You are not, nor will you be deemed to be, an agent, legal representative, joint venturer, franchisor, franchisee, or legal partner of Lanez Freight for any purpose. You will not be entitled to enter into any contracts, make any representations or warranties in the name of, or accept any obligations whatsoever on behalf of Lanez Freight.
16.6. Assignment. This Agreement, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Lanez Freight’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing shall be null and void. In any event of assignment, the terms of this Agreement shall be binding upon assignees.
16.7. Press. You hereby grant Lanez Freight permission to identify you as a customer of Lanez Freight or user of our services and to reproduce your name and logo on the site and in any other marketing materials.
16.8. Conflict. If there is any conflict or inconsistency between the terms and conditions set forth in this Agreement and the terms set forth in any Bill of Lading, Proof of Delivery or any other shipping form, the terms and conditions of this Agreement shall control over such terms. If there is a conflict between the terms of these Terms of Service and a separate Broker or Shipper Agreement which serves as the primary agreement for purposes of defining the transportation services to be provided by Broker, the terms of such separate agreement shall govern, but all non-conflicting terms herein shall apply.
16.9. Copyright/Trademark Information. Copyright © 2020, Lanez Freight. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the service are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party, which may own the Marks.
16.10. Disclosures. Lanez Freight is located as noted above. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
16.11. Electronic Communications. The communications between you and Lanez Freight use electronic means, whether you use the service or send us emails, or whether Lanez Freight posts notices on the service or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Lanez Freight in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Lanez Freight provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hard copy writing. The foregoing does not affect your non-waivable rights.