Privacy Policy

Last updated March 13, 2018

Sections
1. Privacy Policy
2. Terms of Use
3. Truck Driver Authorization Agreement
4. Trucking Company and Agency Subscription Agreement

 

CDLLife I, LLC Privacy Policy

The Company believes that understanding what our customers (alternately, “you” or “your” or “user” or “visitor” or “subscriber” or “participant”) want for products, services and information is an important part of building an interesting and useful online environment and the applications designed for download and use on mobile or other digital communication devices. Company wants to contribute to providing a safe and secure environment for you, the individual, whether as a sole individual or acting on behalf of an entity, if you choose to become an interactive participant on this Site and a subscriber to or user of Company’s products and/or services.

You acknowledge because you are accessing and using this Site that you have read, understood and agreed to the terms and conditions of this Privacy Policy and expressly consent to the practices described herein below.

Company has designed its Site with this belief in mind, and has created this page so that you have easy access to information about Company’s privacy practices. At any time, however, Company may, without notice, change its privacy practice and the terms of its privacy policy. In the event Company does so, Company will post these changes here so that you will up to date on what information Company will gather, how Company might use that information and whether Company will disclose the information to anyone. Your continued use of this Site constitutes acceptance of these changes. Notwithstanding the foregoing, we are not required to provide you any notice about any changes and you waive the right to receive any notice; and, as a result, you are obligated to check this Site frequently for any changes.

California Privacy Rights:

California Civil Code Section 1798.83, also known as the “Shine The Light” law, permits our customers who are California residents to request and obtain from us once a year, free of charge, information about the personal information (if any) we disclosed to third parties for direct marketing purposes in the preceding calendar year. If applicable, this information would include a list of the categories of personal information that was shared and the names and addresses of all third parties with which we shared information in the immediately preceding calendar year. If you are a California resident and would like to make such a request, please submit your request in writing to:

CDLLife I LLC (“Company”)
By Email: [email protected]

Reference to Topics Covered under This Privacy Policy:

1) What Information does Company Collect On-Line? (a. Information We Collect).
2) What Sort of Information Will Company Not Collect?
3)”Cookies” Sent from the Site and Our Use of Them.
4) How Does Company Use the information It Collects? (a. How We May Use Certain Personal Information (More Specific Uses).
5) How Does Company Use Email or Messages?
6) What Information May Company Share with Others? (a. Protecting Personal Information; b. Disclosing Personal Information (More Specific Uses)).
7) What Information Will Company Not Share with Others? (a. Special Attention to Children)
8) Choices for Your Site Interaction?
9) Security of Your Personal Information and Retention of Your Personal Information. (a. Links to Other Websites; b. Your Consent; c. Consent to United States (U.S.) Law; d. Changes to Privacy Policy)
10) How to Contact Company with Questions or Comments?

1. What Information Does Company Collect On-Line?

When you visit Company’s Site and/or subscribe to or access and use Company’s products and/or services, Company asks you to provide information by filling out and submitting an online form. This information may include your name, registration name, account name, registration name, business address, cell phone number, wireless email address, physical location, mailing address, Internet email address and/or any other identification for a digital device that is associated with Site user. Company asks for this information so that Company can provide to you your selected products and/or services or provide you with information or content of interest. The information is stored in Company’s customer file in a secure environment separate from the Site. You can always choose whether or not to disclose any or all of the information requested; however, certain information is required for subscribing to or using our services and/or products as recited in applicable agreements.

Company may also occasionally send details about our sales, new products, new services, new partnerships, special offers, market expansion and promotions to the email address you provide.

Although Company, itself, uses a visitor’s personal data for communicating specific content of interest to the visitor as a result of that visitor’s Site navigation or if Company determines that a visitor may have interests or queries that Company can clarify or answer or if Company responds to an employment information request, Company also automatically gathers certain usage information like the number and frequency of visitors to the Site or the number and type of customers that access and obtain information about Company’s product and/or service offerings or apply for Company employment positions. Usage information involving multi-visitors is collected for use in the aggregate and analyzed to make improvements to Company’s Sites and contents, to Company’s product and service offerings or to study employment opportunities and trends. Therefore, any information in the aggregate that is analyzed does not include your individual and personal information, such as your name and email address. If the Site visitor sends an email to Company, supplies certain personal data or supplies employment data or information that is specifically directed to Company, that email, personal data or employment information shall be stored by Company solely for its own access and use in connection with responding to an email that is specific to that user or considering an employment opportunity—each of which may be subject to separate communication outside of this Site.

When users establish an account or registration on this Site, the user may provide certain information such as their email address, username, password, and other contact information. The user may further provide information in connection with their digital device account, such as a profile picture or a specific device ID. If a user is a customer that accesses and uses Company products and/or services, we may also collect that user’s individual information in connection with how they use and interact with Company, and when they use their digital devices to view product or service offerings and/or purchase products or services under the relevant applicable agreements.
A user may further generate information associated with the user’s Internet connection, browser, or computer/device; IP address or digital device ID; and with respect to the visitor’s use of and interaction with accessible digital aspects such as pages, portals, platforms or features.

If a user links their social media profiles and accounts on this Site or other digital devices through social media networks (e.g., by clicking a Facebook “like” button), information may be made available to, and collected by Company, through those social media profiles and accounts. In addition, if a user elects to connect their third party devices or third party applications (collectively “Third Party Apps”) to this Site or digital devices in order to utilize certain features, services, platforms and functionalities, we may collect information from such Third Party Apps.

If a user accesses via a mobile device this Site through an application or accesses this Site from other external devices or sources, Company applies these privacy practices to the foregoing device accesses and use.
The user acknowledges that this Site may provide access to and use of services through a separate services site, to which access is available via a link on this Site A user shall agree to privacy guidelines, obligations and considerations described in the relevant associated agreement for the services.

a. Information We Collect:

We collect the information you give us in order to provide you products and services of interest to you, inform you about our products and services, to provide you access to particular tools and service, to send you personalized emails or secured messages pertaining to your use of the Site contents or access and/or use of the services and products and to explain your product and service requests.
When you access our Site, we will log your IP address in our web server logs. We also collect related information such as browser type, operating system, and Web pages visited to help manage our Site.

2. What Sort of Information Will Company Not Collect?

Unless you provide it, Company will not collect or know your name or email address. Company, in general, does not use tracking technology that is augmented to follow you on the Internet outside of the Site.

3. “Cookies” Sent from the Site and Our Use of Them.

A cookie is a small file stored on your computer by a Site to give you a unique ID. Cookies help make it easier for you to use the Site, and they help Company provide you with the information you need — when and where you need it.

A cookie generated by a Site contains no information about you. It contains only a numeric ID that, for example, allows you to retrieve your information so that you can check on the product or service to which you have access and use. Company encourages you to update your information periodically so that Company may provide you with the best possible on-line service in connection with your platform services access and use.

Company also may use web beacons (single-pixel graphic files also known as “transparent GIFs”) to access cookies and to count users who visit the Site or open our HTML-formatted email messages. Another example of information that we automatically collect as you navigate the Site is information about your computer’s connection to the Internet. This information allows us, among other things, to improve the delivery of our web pages to you and to measure traffic on the Site.

In keeping with Company’s standard policy on customer information, Company analyzes data gathered via cookies only in aggregate, not at the individual customer level. In particular, for example, we use Cookies to analyze user activity in order to improve product and/or service offerings and our home page, to direct you to your preferences on the Site, and to generally target marketing interest in our products and/or services to post information and data of interest to our users. Company uses third-party providers (e.g., Google Analytics) to facilitate Cookie capabilities and functions on our Site but does not share any personal information about you to such third-party provider but may share information in the aggregate as described herein.

4. How Does Company Use the Information It Collects?

Company may use the information it collects to improve the Site, enhance Company’s product and/or service offerings, bring you new product and/or service offerings and meet your needs related to your use of the Site, the Site’s content and/or Company’s product and/or service offerings. As recited above, information may be used in the aggregate or personal information may be used to communicate directly with you, the visitor.

In the end, Company hopes this information will help Company tailor its communications and/or products and/or services to your particular needs so that you receive more of what you want from Company, the Site and its contents and Company’s products and/or services and less of what you don’t want. If you access and use Company’s products and/or services and/or visit the Site, Company will periodically supply you with information about Company’s products and/or services. If you do not wish to receive this information, please email Company at the contact below with instructions to disengage you from the receipt of such information.

a. How We May Use Certain Personal Information (More Specific Uses):

  • We use personal information to deliver products/services, or to carry out the responses you have requested.
  • We use the information collected to send communications to you, such as your interactive action status (e.g., agreement confirmations), information about products and services available from Company and its corporate affiliates, promotional offers, and surveys.
  • We use the information to customize, analyze, and improve our products, services (including our Site), technologies, communications and relationship with you.
  • We use the information to enforce our conditions under applicable agreements, Site terms and/or separate contracts (if applicable) with you.
  • We use information to prevent fraud and other prohibited or illegal activities.
  • We use information for interactive status actions (e.g., forwarding project reports of interest).
  • We use information to communicate special offers, promotions and information about our products or services.
  • We use information to send newsletters, announcements, reminders and other opportunities.
  • We use information to send out product or service alerts, product or service pricing change alerts, product or service availability alerts and associated Company information.
  • We use information to administer your account or registration.
  • We use information to provide you access to and use of certain tools, information and services.
  • We use the information to respond to your inquiries, including personalized emails.
  • We use information to obtain feedback.
  • We use information to statistically analyze user behavior and activity.
  • We use the information to conduct research and measurement activities.
  • We use the information to consider you for employment opportunities.
  • We use the information to administer your account for providing services under an associated agreement.
  • We use the information to comply with legal requirements or to respond to legal process; to maintain the security of our products and services; and to protect Company’s proprietary rights and interests.

 

5. How Does Company Use Email or Messages?

Company will send one or more emails or messages to confirm each account, registration, or project service request which you elect, and Company may occasionally use email addresses or messages for promotion of services or products, or other items of interest to our users. If you receive an email or message from Company that you would rather not receive, please email Company at the contact below with instructions to disengage you from the receipt of such information. Please note that Company does not sell or share email addresses with other companies.

Company encourages you to [email protected] with your questions or comments. Emails that Company determines, using reasonable screening technology, are sent by bona fide users are reviewed by Company to determine if Company can address the email request.

6. What Information May Company Share with Others?

If you provide Company with your name or email address, Company may group your information (never information about you personally) with other customers who have bought similar services and/or products in the aggregate; and, also provide aggregate information (never information about you personally) to Company’s business partners for the purposes of enhancing Company product and/or service offerings to you.

a. Protecting Personal Information.

We understand the importance of securing and protecting your personal information that you have provided at this Site in connection with your use of the Site and your access and use of Company products and services as provided under relevant applicable agreements. We use a variety of security technologies and procedures to help protect your personal information from unauthorized access, use, and disclosure.

Your use of the Site and/or access and use of Company products and services is considered your consent to Company’s collection, use and disclosure, as provided herein, of your personal information. However, you shall also be responsible for complying with all applicable data protection and privacy laws when providing such personal data to Company via the Site or as a result of accessing and using Company’s products or services. You acknowledge that email may be an unsecured medium and that data encryption may not be available when transmitted via the Internet and that transmission of such personal information may not be guaranteed by Company and that such personal information may be intercepted, lost or breached before such personal information is imported into Company’s system for processing and storage. Additionally, your personal data will always be available to you for you to review, control, edit, update or delete. You, also, can disable personal data collection capabilities such as Cookies. Company may engage in state of the art technical methods and processes to encrypt, verify, process, collect, store, import and export and erase such personal data once imported into the Company’s system, and implement physical security measures for physical data storage employing strict security measures and restrictions with respect to access and use of such personal data.

Company uses all reasonable and technical availability to adhere to the principles of the EU-U.S. and Swiss-U.S. Privacy Shield frameworks that were designed by the U.S. Department of Commerce, and the European Commission and Swiss Administration, respectively, to provide companies on both sides of the Atlantic with a mechanism to comply with data protection requirements when transferring personal data from the European Union and Switzerland to the United States in support of transatlantic commerce. Further, if your access and use of the Site and/or Company products or services requires the provision of personal data that is subject to the EU’s General Data Protection Regulation (GDPR) in effect as of May 2018, Company shall use all reasonable resources to comply with the requirements recited thereunder and applicable to such personal data. On July 12, 2016, the European Commission deemed the EU-U.S. Privacy Shield Framework adequate to enable data transfers under EU law and on January 12, 2017, the Swiss Government announced the approval of the Swiss-U.S. Privacy Shield Framework as a valid legal mechanism to comply with Swiss requirements when transferring personal data from Switzerland to the United States. The Privacy Shield program is administered by the International Trade Administration (ITA) within the U.S. Department of Commerce to facilitate the Privacy Shield framework in the U.S. and enables U.S.-based organizations to join one or both of the Privacy Shield Frameworks in order to benefit from the adequacy determinations applicable to your personal data. A method of complying with frameworks is to join either Privacy Shield Framework, a U.S.-based organization will be required to self-certify to the Department of Commerce and publicly commit to comply with the Framework’s requirements. While joining the Privacy Shield is voluntary, once an eligible organization makes the public commitment to comply with the Framework’s requirements, the commitment will become enforceable under U.S. law. All organizations interested in self-certifying to the EU-U.S. Privacy Shield Framework or Swiss-U.S. Privacy Shield Framework should review the requirements in their entirety. Compliance with the foregoing requires a link to: https://www.privacyshield.gov and the provision of relevant information and compliance with Privacy Shield requirements and remedies. Participation in the foregoing Privacy Shield is subject to the payment of fees.
In the event of a conflict between this privacy policy and the terms of any applicable agreement(s) for services and/or products between you and Company, the terms of those agreement(s) will control.

b. Disclosing Personal Information (Further Specific Uses):

We may share your personal information with corporate affiliates to carry out interactive action requests or to make our business or that of our corporate affiliates more responsive to your needs.
We may share your personal information with business partners that help Company carry out your request or that help Company to customize, analyze and/or improve our communications or relationship with you, and then only with business partners who share Company’s commitment to protecting your personal information. We may also share your information in the event of a merger, reorganization or sale of Company.
We may disclose your personal information in connection with law enforcement, fraud prevention, or other legal action as required by law or regulation, or if Company reasonably believes it is necessary to protect Company, its customers or the public or as it relates to any user understandings in connection with this Site or any agreement with Company or to enforce any tangible or intangible property rights and interests or for any other property, health or safety reasons or threats of any person of which we become cognizant as a result of interaction with this Site, including fraud or your identity verification.
We employ other parties to carry out certain functions or operations on our behalf, who are authorized to use the information solely for our purposes (e.g., web site developers, analyzing user data).
We may share information with Social Networks when users interact with this Site or other digital devices (e.g., clicking the “like” button on Facebook) or Third Party Apps.
Except as described above, we will not disclose your personal information to other third parties unless you have provided consent.

7. What Information will Company Not Share with Others?

Company will not share, sell or trade email addresses, which are personal to you, and that are collected as part of a survey, with others. For privacy purposes, all information relating to our customers is stored on a highly secure server that is protected by utilizing multiple layers of authentication.

Third-party web sites, apps or other digital devices are not under our control except to the extent that you use the foregoing to access the Site. The foregoing have their own privacy notices independent of this Site and the privacy practice described herein applies only to this Site not to the applicable privacy practices attributable to the digital devices that access and use this Site.

a. Special Attention to Children:

Company takes special care to protect the safety and privacy of young people accessing and using our services and/or products. Company does not specifically collect information about children and believes that children should get their parents’ consent before giving out any personal information. Company encourages you to participate in and supervise your child’s Internet experience. Specifically, children under age 13 will not be subject to collection or storage of information by us if we know the user to be 13 or younger and more specifically, we do not knowingly collect personal information from or solicit persons under 13 years of age. Users 14-18 must have parental permission to interact with the Site or digital devices.

8. Choices for Your Site Interactions:

You may instruct Company to stop sending you certain promotional materials (e.g., email messages, newsletters) by following the opt out instructions provided in our materials; and if you selectively opt out of certain mailings without affecting your use of the Site.
Click below to opt out of direct mail, telephone, fax, message or email communications.
You may choose to view or edit your personal information that has been stored online by visiting the account section of the Site. For the security of your account, you will be required to sign in with your login ID and password.
You may contact Company to determine the types of personal information that we process and to correct or update your personal information.
Note, this Privacy Policy is specific to the United States. Privacy practices vary from country to country, and you will be responsible for knowing local country privacy requirements and compliance therewith. Company shall not be liable for privacy compliance outside the United States.

9. Security of Your Personal Information and Retention of Your Personal Information:

We take what we believe to be reasonable precautions and have implemented managerial and technical procedures to try to protect the security of data and information, including personal information. However, we cannot guarantee against any loss, misuse, unauthorized disclosure, or alteration or destruction of data or personal information. You provide your personal information to us at your own risk.

You acknowledge that: (1) there are security and privacy limitations in computer systems and on the Internet, including any type of digital communication or mobile devices, which are beyond our control; (2) the security, integrity, and privacy of any and all information and data exchanged between you and us through the Site, including personal information, cannot be guaranteed; and (3) any such information and data, including personal information, may be viewed or tampered with by a third party while such information or data is being used, transmitted, processed, or stored. Where your use of the Site includes the processing of personal data independent of any relevant related agreement terms associated with your product and/or service access and use, Company shall use all reasonable efforts to securely process personal data including storage and erasure thereof. For the purposes of your use of this Site and any relevant agreement for product and/or service access and use in effect, you are the data exporter. Consistent with applicable industry practices and regulatory and statutory requirements for personal data handling, storage, processing and erasure, Company, at your written request, will, timely and using reasonable efforts, delete, destroy and erase all such personal data except as subsequently indicated.

We keep your personal information only as long as we need it for the purposes for which it was originally collected (or to which you have subsequently consented) or for other legitimate purposes (such as regulatory compliance), or as permitted by applicable law.
BY SUBMITTING YOUR PERSONAL INFORMATION TO US, YOU ARE CONSENTING TO THE PROCESSING OF YOUR PERSONAL INFORMATION IN THE UNITED STATES OR IN ANY OTHER COUNTRY IN THE WORLD AND TO OUR USE OF YOUR PERSONAL INFORMATION AS SET FORTH IN THIS PRIVACY POLICY. IF YOU ARE SUBMITTING PERSONAL INFORMATION OF THIRD PARTIES TO US, YOU WARRANT AND REPRESENT YOU HAVE THEIR CONSENT TO PROVIDE THEIR PERSONAL INFORMATION TO US AND WILL HOLD US HARMLESS FROM AND AGAINST CLAIMS BY SUCH INDIVIDUALS RELATING TO OUR PROCESSING AND USE OF SUCH PERSONAL INFORMATION WITHIN THE TERMS OF THIS PRIVACY POLICY. ANY LIABILITY OF COMPANY AND YOUR SOLE CLAIM FOR DAMAGES FOR ANY BREACH, CORRUPTION, LOSS, NEGLIGENCE OR ERASURE OF YOUR PERSONAL INFORMATION IS LIMITED TO ONE-HUNDRED UNITED STATES DOLLARS OR UP TO THE AMOUNTS OF THE AVAILABLE INSURANCE COVERAGE FOR THE CLAIM MADE, AND COMPANY SHALL HAVE NO FURTHER LIABILITY OR BE SUBJECT FOR ANY FURTHER CLAIMS OF DAMAGES.

a. Links to Other Websites:

We are not responsible for the practices employed by websites linked to or from our Site nor the information or content contained therein. Often links to other websites are provided solely as pointers to information on topics that may be useful to the users of this Site.

Please remember that when you use a link to go from this Site to another website, our privacy policy is no longer in effect. Your browsing and interaction on any other website, including websites which have a link on this Site, is subject to that website’s own rules and policies. Please read over those rules and policies before proceeding.

b. Your Consent;

By using this Site you consent to our collection and use of your personal information as described in this privacy policy. If we change our privacy policies and procedures, we will post those changes on this Site to keep you aware of what information we collect, how we use it and under what circumstances we may disclose it.

c. Consent to United States (U.S.) Law;

Please note that your personal information will be stored and processed on our computers in the U.S. or, at our discretion, outside of the U.S. If you access this Site or its contents from the European Union, Asia, or any other region with laws or regulations governing personal data collection, use, and disclosure that differ from U.S. laws, please be advised that through your continued use of this Site, you are transferring your personal information to the U.S. and you consent to that transfer and this Privacy Policy. Additionally, you understand that your personal information may be processed in countries (including the U.S.) where laws regarding processing personal information may be less stringent than in your country.

You and Company also agree and hereby submit to the exclusive personal jurisdiction and venue of the competent courts in the State of Kansas, county of Johnson, or the nearest Federal Court with respect to such matters. Company makes no representation that materials on this Site are appropriate or available for use in other locations, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access this Site from other locations do so based on their own initiative and are responsible for compliance with local laws. You shall adhere to U.S. Export Administration Laws and Regulations, and to International Internet Laws, Rules and Regulations.
The Terms of Use shall serve to supplement this Privacy Policy and is incorporated herein by reference, and in the event of conflict, the terms recited in this Privacy Policy shall prevail.

d. Changes to this Privacy Policy:

We reserve the right, at any time, to add to, change, update, or modify this Privacy Policy by posting such change, update, or modification on the Site. Any such change, update, or modification will be effective immediately upon posting on this Site.

10. How to Contact Company with Questions or Comments:

Company is always happy to answer your questions and listen to your comments, and Company offers several options for you to contact us as recited below.

CONTACT: Please let us know if you found the above useful with respect to your access and use of the Site. Any questions, clarifications, changes to personal information or to opt out of this Site and stop all communications from Company, or any other concerns regarding this Privacy Policy, please contact:

CDLLIFE I LLC (“Company”)
By E-Mail:[email protected]

CDLLife I, LLC Terms and Conditions

Effective December 31, 2018

Web Site General Terms of Use
The Company owns and operates this Company Web Site (“Site”). The Site includes material, items, logos, trademarks, features, text, software, photos, videos, graphics, music, sound, data, project organization and management processes information, scientific data and results, and information (“Material”) in its content that are the subject of trademark, copyright, patent or other proprietary protection. Further, certain Materials in this Site are the property of third parties, who have authorized Company to distribute and use these Materials within this Site. All right, title and/or interest in and to such Materials, including all associated proprietary rights, are held by and shall remain with Company. You, the individual, whether as a sole individual or acting on behalf of an entity, that accesses, views and or uses the Site acknowledge that you do not acquire any ownership rights in, nor do you acquire any license to any rights, either expressed or implied, to the Materials by accessing and using this Site. Company specifically reserves all rights not expressly authorized under these Terms of Use, and you are only authorized to use this Site and the Materials as outlined herein. Company has the right, at any time and without notice, to change or discontinue this Site or any aspect or feature of this Site, including without limitation, the content, hours of availability, and the equipment needed for access or use of this Site, and any service or product offered at this Site, without liability and the terms recited in this Terms of Use and the Privacy Policy as recited under this Legal and Security Tab link. Use of the Site is strictly voluntary.

If you do not agree to these Terms of Use and the Policy Practice Statement, you must immediately log off the Site and may not use, in any manner or in any way, the Site. Additionally, contents on this Site may contain typographical errors, inaccuracies, omissions in relation to services, pricing, locations, descriptions, information, and other matters. Company reserves the right to correct any errors, inaccuracies, or omissions and to discontinue, change or update information and content in the Site at any time and without notice. If Company discovers any pricing errors or product and/or service errors, those errors will be promptly corrected, at any time and without notice, on this Site and on any related agreement, and the corrected price or product and/or service will be immediately effective on the date associated with the update or change. The user acknowledges that this Site is directed to activities, job opportunities, job connections, information, news, current events and industry knowledge in connection with all “things” truck driving.

Restrictions on Use (As Applicable)
You shall use the Company Site for lawful purposes only. You shall not post or transmit on this Site any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, gives rise to civil liability or otherwise violate any law. Without Company’s express prior approval, you shall not post or transmit through this Site any material which contains advertising or any solicitation with respect to products or services. You shall not use this Site to advertise or perform any commercial solicitation, including without limitation, the solicitation of users to become subscribers, contributors or members of other online information services, users of any platform services or products and/or services competitive with this Site. Any conduct by you that, in Company’s discretion, restricts or inhibits any other user from using or enjoying this Site will not be permitted. Further, you may not eliminate, remove, alter or modify any advertising placed on this Site.

Subject to the copyright and trademark use authorizations below, since this Site contains Materials that are the subject of copyright, trademark and other proprietary protection, you may not modify, publish, transmit, display, participate in the transfer or sale, create derivative works, or in any way exploit, any of the Materials, in whole or in part, or this Site, in whole or in part, external to you. You may download the Materials for your internal use only on a single computer or you may network the Materials only on your internal intranet, which is owned, leased or solely controlled by you. Except as otherwise expressly permitted under statutory proprietary law or under these Terms of Use, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded Materials will be permitted without the express written permission of Company and/or the third party owner. In the event of any permitted copying, redistribution or publication of the Materials, no changes in or deletion of author attribution, trademark legend or copyright notice shall be made, and the integrity of the Material and this Site shall be preserved.

You shall not upload, post or otherwise make available on this Site any item protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right and the burden of determining that any item is not protected by such proprietary rights rests with you. You shall be solely liable for any damage resulting from any infringement of copyrights, trademarks or other proprietary rights, or any other harm resulting from such availability. By providing items to any public area of this Site, you automatically grant, or warrant that the owner of such item has expressly granted to you, the royalty-free, worldwide, perpetual, irrevocable, non-exclusive right and license to use, in any manner, reproduce, modify, adapt, publish, display, translate and distribute such material (in whole or in part) and/or to incorporate it in other works in any form, media or technology now known or hereafter developed. You also permit any other user of this Site to access, view, store or reproduce the item for that user’s personal use on a single computer. You grant Company the right to edit, copy display, publish and distribute any item made available on this Site by you.

Further, you, as a visitor or user of the Site, shall not:

• Violate any applicable law or regulation;
• Upload, post, use, transmit, or otherwise make available, including by e-mail, (each, a “Post”) any content or information that is false or inaccurate;
• Post any content that is unlawful, illegal, stalking, harmful, violent, threatening, abusive, harassing, tortious, defamatory, vulgar, profane, sexual in nature, obscene, libelous, false, invasive of another’s privacy or publicity rights, or content that could otherwise be considered to be objectionable in Company’s sole judgment;
• Impersonate or use the identity of another person or organization, or falsely state or otherwise misrepresent your affiliation with a person or organization or engage in any actions that includes personal or identifying information about any individual included in the contents of this Site;
• Engage in any activities or manipulate identifying material to misrepresent the origin of content;
• Post any content that is subject to any disclosure restrictions;
• Post any materials, items, information or content that infringes or otherwise violates any patent, copyright, trademark, or any other intellectual property rights;
• Post any unsolicited or unauthorized advertising or promotional materials, including without limitation, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
• Use the Site to disseminate any information or content, including by e-mail, that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, or information or content that could otherwise be considered to be objectionable or hateful toward an individual or group of individuals on the basis of gender, sexual orientation, race, ethnicity, age, disability or religion;
• Post any material that contains software viruses or any other corrupt computer code, files or programs that impair the use of any computer software or hardware or telecommunications equipment or any other devices;
• Interfere with or otherwise limit the use of the Site by other users; or collect, compile, or store personal information about other users of the Site;
• Disrupt or interfere with the operation of the Site by overloading or exceeding the capacity of the Site or the systems resources; accounts; usernames and passwords; servers; or networks connected to or accessible through the Site or any affiliated or linked sites;
• Disrupt or interfere with the operation of the Site or Company networks by bypassing the Company’s robot exclusion headers or other measures we may use to prevent or restrict access to the Site;
• Disrupt or interfere with the security of, or otherwise cause harm to, the Site or the systems resources; accounts; usernames and passwords; servers; or networks connected to or accessible through the Site or any affiliated or linked sites;
• Use any robot, spider, other automatic device, or manual process to “screen scrape,” monitor, “mine,” or copy the web pages on the Site or the content contained therein without Company’s prior, express, and written permission; or
• Use the Site for commercial purposes, which includes marketing, solicitation or promotion except as otherwise allowed herein or in valid agreements with Company.
The foregoing provisions of this Section are for the benefit of Company, its subsidiaries, affiliates and its third-party content providers and licensors and each shall have the right to assert and enforce such provisions, directly, against you or on its own behalf. You acknowledge that Company, its parent, its subsidiaries, affiliates and third-party content providers and licensors assume no responsibility or liability for your actions or activities that are inconsistent with the restricted uses recited herein.

Disclaimer of Warranty/Limitation of Liability

A. YOU EXPRESSLY AGREE THAT USE OF THIS SITE IS AT YOUR SOLE RISK. THIS SITE, AND THE CONTENTS THEREIN, ARE NOT GUARANTEED TO BE UNINTERRUPTED OR ERROR FREE; NOR IS ANY WARRANTY PROVIDED AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THIS SITE, AND THE CONTENTS THEREIN, OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION, SERVICE OR PRODUCTS PROVIDED THROUGH THIS SITE OR THAT THIS SITE IS FREE FROM ANY CLAIMS OF INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY COMPANY, ITS AGENTS OR EMPLOYEES SHALL CREATE ANY WARRANTY.

B. THIS SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER APPLICABLE LAW. ADDITIONALLY, THERE ARE NO WARRANTIES AS TO THE RESULTS OBTAINED FROM THE USE OF THIS SITE AND THE CONTENTS HEREIN. THE INFORMATION OR CONTENTS OF THIS SITE SHOULD BE USED BY YOU ONLY AS AN INFORMATIONAL SOURCE AND SHOULD NOT SERVE AS THE SOLE FACTOR IN OR BASIS FOR ANY DECISION, INFORMATION OR CONTENTS. THE INFORMATION OR CONTENTS OF THIS SITE ARE INTENDED TO SOLELY PROVIDE GENERAL GUIDANCE ON MATTERS OF INTEREST FOR YOUR USE AND YOU ACCEPT FULL RESPONSIBILITY FOR ITS USE. WHILE EVERY EFFORT IS MADE TO ENSURE THE CORRECTNESS AND COMPLETENESS OF THE INFORMATION OR CONTENTS CONTAINED HEREIN, YOU ACKNOWLEDGE THAT COMPANY DOES NOT PROMISE OR GUARANTEE THAT THE INFORMATION OR CONTENT CONTAINED HEREIN IS CORRECT, COMPLETE, OR ACCURATE. YOU ACKNOWLEDGE, BY YOUR USE OF THE SITE, THAT SUCH USE IS AT YOUR SOLE RISK. COMPANY MAKES NO REPRESENTATION OR WARRANTY THAT THE CONTENT PROVIDED ON THIS SITE IS APPLICABLE OR APPROPRIATE FOR USE IN LOCATIONS OUTSIDE OF THE UNITED STATES. THE CONTENTS OF THIS SITE MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AS TO THE PRODUCTS OR SERVICES OFFERED HEREIN. ANY APPLICABLE PRODUCT OR SERVICE WARRANTIES THAT ACCOMPANY THE PRODUCT AND/OR SERVICE IS RECITED IN A SEPARATE AGREEMENT AND UNDERSTANDING, WHICH WILL BE SUBJECT TO ACCEPTANCE BY YOU PRIOR TO YOUR USE OF THE PRODUCT AND/OR SERVICE.

C. IN NO EVENT WILL COMPANY OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING THIS SITE, OR THE CONTENT INCLUDED THEREIN, BE LIABLE IN CONTRACT, IN TORT (INCLUDING FOR ITS OWN NEGLIGENCE) OR UNDER ANY OTHER LEGAL THEORY (INCLUDING STRICT LIABILITY) FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR SIMILAR DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS OR REVENUES, LOSS OF USE OR SIMILAR ECONOMIC LOSS, ARISING OUT OF THE USE OF OR INABILITY TO USE THIS SITE. YOU HEREBY ACKNOWLEDGE THAT THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL ASPECTS REGARDING THE USE OF THE CONTENTS OF THIS SITE. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. Under no circumstances whatsoever shall Company’s aggregate liability resulting from or relating to your use of the Site exceed One Hundred Dollars ($100.00).

D. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS COMPANY AND ITS PARENT, SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS, FROM AND AGAINST ANY AND ALL LOSS, EXPENSES, DAMAGES, AND COSTS, INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEYS FEES, RESULTING, WHETHER DIRECTLY OR INDIRECTLY, FROM MY VIOLATION OF THESE TERMS OF USE. YOU ALSO AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS COMPANY AND ITS PARENT, SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS, FROM AND AGAINST ANY AND ALL CLAIMS BROUGHT BY THIRD PARTIES ARISING OUT OF YOUR USE OF THIS SITE OR SITE CONTENTS IN BREACH OF THESE TERMS OF USE BY ANY MEANS, INCLUDING WITHOUT LIMITATION, THROUGH A POSTING, A LINK, REFERENCE TO USER CONTENT, OR OTHERWISE, UNLESS PROHIBITED BY APPLICABLE LAW.

Term/Obligations Upon Termination
Your right to use any part of this Site may be subject to immediate termination by Company if your use of this Site is inconsistent with the Terms of Use recited herein or if you misappropriate, misuse or infringe any of the Materials and/or the associated proprietary interests or rights of Company or any third party. Notwithstanding the foregoing, Company may block, restrict, disable, suspend or terminate your access to or use of this Site, in whole or in part, without prior notice or without liability to you. You are free to discontinue your use of this Site at any time. All Material is and shall remain the sole and exclusive property of Company. Your right to use such Material is only authorized for the purposes stated herein, and you may store the Material during your continued and uninterrupted use of this Site; however, you may not store for future use such Material beyond your termination of access and use of this Site, nor may you develop a library of such Material during your use of this Site or after your termination of use of this Site.

Site Applicable Related Terms
These Terms of Use incorporate by reference the following terms and/or statements:
Privacy Policy
Trademark Use Terms
Copyright Use Terms
Governing Laws Terms
Permission to Link Terms
Third-Party Link Terms
Account Terms (or Registration Terms)

Contact Information

CDLLIFE I LLC (“Company”)
By E-Mail:[email protected]

TRADEMARK USE TERMS

Company Trademark Use Authorization
Company trademarks, service marks, certification marks, logos and/or trade names (collectively, marks) identify Company products and services, and let the public know the source of those products and services. You may make fair use of our trademarks in advertising and promotional materials, and in referring to our products and services (for example, in a magazine article) without our written permission, provided you follow standard trademark usage practices and provide proper attribution. Further, any other use of the marks shall be subject to express written authorizations under accepted agreement terms. In the event you wish to use the marks for linking, please refer to Company’s Permission to Link Terms.

You May Not Use Company Marks, Whether Design or Word Marks, in the Following Ways:
In a non-Company product or service name or publication title; or
in, in combination with, as, or as part of your own or third-party trademarks, service marks, logos or trade names;or to identify non- Company products or services; or
in a manner likely to cause confusion; or
in a manner that implies inaccurately that Company sponsors, endorses, or are otherwise is connected with your own activities, products, and services; or
in a manner that distorts, changes, dilutes or modifies the marks so as to affect its registered U.S. and international trademark status or in a manner detrimental to the enforcement of U.S. and international trademark protections; or
in a manner that disparages or adversely impacts Company or any of its parent, subsidiary, affiliate, associate or related business entities, or any of its directors, officers, employees or agents thereof, or its Site, products or services.
Your use of any marks constitutes your acceptance of the terms of this authorization. Company disclaims any warranties or guarantees, whether express or implied, including warranties against infringement with regard to the marks and their use, and the marks are provided “AS IS.” Further, Company reserves the right, for any reason and without notice, at any time, to terminate this authorization or modify the terms recited herein. Any other uses require written permission from Company. Please make such requests by contacting Company as specified in this Site. Company will evaluate your request as soon as possible.
In the event any other trademarks appear on this Site that are not Company marks, you have no authorization to use, in any manner, or link to such marks; nor does Company grant you any rights, explicitly or implied, to use any such marks or to link to such trademarks. You will need to obtain permission from the owners of such marks in order to use or link.

Additionally, Company has rights to certain registered domain names in which it has a proprietary interest. The domain names are subject to the same restrictions as recited above and in the linking terms.

COPYRIGHT USE TERMS

Company Trademark Use Authorization
Company’s Site contains copyrighted material that includes, but is not limited to, screenshots, documents, data, graphical displays, pictures, digital images, text and computer code. These materials are owned by Company or its suppliers, and your download, access or use of these materials from this Site does not transfer any rights, title or interest, whether expressed or implied, in the materials or the copyrights held in the materials, except as authorized herein, to you. Company disclaims any warranties or guarantees, whether express or implied, including warranties against infringement with regard to the materials and their use, and the materials are provided “AS IS.” Further Company reserves the right for any reason and without notice, at any time, to terminate this authorization or modify the terms recited herein.

Personal Use of Site Copyrighted Material
Company hereby authorizes you to view, copy, download, and print Company materials that are available on this Site, subject to the following conditions:
The materials may be used solely for your personal or intranet requirements for informational purposes, and for no other purposes, including commercial exploitation or distribution, either independently or in combination with or integrated in other products.
The materials may not be modified, altered, changed, translated or edited nor may you create derivative works thereof, except where otherwise stated.
Copyright or any other proprietary notices may not be removed, deleted or altered in any manner.

You may not reproduce, copy, or redistribute the design or layout of this Site, individual elements of this Site design, or Company marks without the express written permission of Company, or where otherwise stated.

Commercial Use of Site Copyrighted Material
Reproduction, copying, or redistribution for commercial purposes (external to your intranet) of any Materials on this Site is strictly prohibited without the express written permission of Company.
DMCA (Digital Millennium Copyright Act)

We respect the intellectual property of others, and we ask you to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our Copyright Agent the following information:

1) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
2) A description of the copyrighted work that you claim has been infringed;
3) A description of where the material that you claim is infringing is located on the Site;
4) Your address, telephone number, and email address;
5) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
6) A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Our Copyright Agent for Notice of claims of copyright infringement on the Site can be reached at the following:

GOVERNING LAWS TERMS
Applicable LawsThis Site (excluding linked sites) is controlled by Company from its offices within the State of Kansas, United States of America. It can be accessed from all 50 states, as well as from other countries around the world. As each of these places has laws that may differ from those of Kansas, by accessing this Site both you and Company agree that the statutes and laws of the State of Kansas, without regard to the conflicts of laws principles thereof, will apply to all matters relating to use of this Site.You and Company also agree and hereby submit to the exclusive personal jurisdiction and venue of the competent courts in the State of Kansas, county of Johnson, or the nearest Federal Court with respect to such matters. Company makes no representation that materials on this Site are appropriate or available for use in other locations, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access this Site from other locations do so on their own initiative and are responsible for compliance with local laws. You shall adhere to U.S. Export Administration Laws and Regulations, and to International Internet Laws, Rules and Regulations.

PERMISSION TO LINK TERMS
Terms for Linking
Company welcomes a link from your web page to Company’s Site. The following describes how you may link and the process for achieving such interaction between this Site and your link. Except as Company may authorize elsewhere, non-Company sites may link to this Site only by using Company’s logo, tradename, trademark or URL – (collectively, Link Elements). By using these Link Elements, you agree to be bound by the following terms.

1) Company grants you a non-exclusive, non-transferable right and license to display the Link Elements only on your site only for the purposes of establishing a link to this Site. You may display one or more Link Elements on your site provided that when a user clicks on your choice of a Link Element, the user always links to this Site, except where otherwise authorized. Further, you are not permitted to change or modify the Link Elements in a manner that is detrimental to the enforcement of U.S. and international trademark and copyright interests and title. Further, you may not eliminate, remove, alter or modify any advertising placed on this Site or any affiliated Company Sites. Further, you may not link to any site that disparages or compromises this Site, either legally or morally, in anyway.

2) The link elements are not to be considered or to be construed, either explicit or implied, as any endorsement, agency or affiliate relationship, strategic alliance or any other legal or business relationship and are only provided for the convenience of the user at your site.

3) You may not use the link elements for or in the encouragement of unlawful or illegal purposes, or use or display the link elements in a disparaging, derogatory, detrimental or adverse manner, whether or not related to Company or Company’s Site.

4) As a result of your use of these Linking Elements, you are not granted any other license or right in the marks or copyrights held and owned by Company in these Linking Elements and any related materials. Further, no license, either expressed or implied, is granted to any other intellectual property, including those properties associated with this Site, and any or all of the contents, therein.

5) Company, at any time without notice, reserves the right, for any reason and in its sole discretion, to terminate or modify immediately, Company’s Terms for Linking. Upon termination, you shall promptly remove the link elements from your site. Company disclaims any warranties or guarantees, whether express or implied, including warranties against infringement, with regard to the link elements and their use, and the contents of this Site. The content of this Site is provided “AS IS”.

6) Company reserves the right to pursue any action against any use that does not conform to these terms or infringes any Company intellectual property right or any or other interest, or violates any other applicable laws related to, arising from or associated with the link, Linking Elements, Company or this Site.THIRD PARTY LINK TERMSLinks to Third-Party SitesIn the event there are any links provided in this Site to other third-party sites, which let you leave this Site, you acknowledge by your use of such links that Company provides such links for your convenience only and makes no representations whatsoever about such third-party sites. These non-Company linked sites are independent from Company and Company is not responsible for the contents of any linked site or any link contained in a linked site, or the operation, performance reliability of such site or the contents therein or any changes or updates to such sites. The inclusion of any such link does not imply endorsement, either expressly or implied, by Company of the linked site. The linking to and use of such site is completely your responsibility and any liabilities or risks associated with such linking or use of the Site, and the contents therein, shall be assumed totally and completely by you. Company assumes no liability or risk for any damages, either direct or consequential, or claims as a result of such linking and use of this Site and you will hold Company completely harmless with respect to any claim made or action commenced as a result of such linking to or use or the site and any contents therein.

ACCOUNT AND/OR REGISTRATION ESTABLISHMENT TERMS
If you are a registered user at this Site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer or mobile devices or other electronic data devices. You agree to accept responsibility for all activities that occur on behalf of your account. Company reserves the right, without notice and in its sole discretion, to refuse or restrict access or service, terminate accounts or registrations, or remove or edit content. To open an account or submit a registration, you will create a username and a password, and agree to maintain the security, confidentiality and integrity of your username, password, and any other security measures employed by Company. You are responsible for all access to or use of your account under your username and password, including but not limited to access or use by any other individual, whether or not authorized by you. You agree to immediately notify Company of any breach of security, including but not limited to unauthorized use of your username or password, and to immediately take all reasonable steps to prevent its further occurrence, including but not limited to changing your password. You represent and warrant that all information that you provide for your account or registration is current, accurate, complete and truthful, including but not limited to, your legal name, street address, email address, telephone number, and any other requested information. You represent and warrant that you are an authorized account or registration user at this Site. You acknowledge and understand that you are communicating electronically with Company. You expressly consent to receipt of electronic communications from Company whether by posting or email that results from your setting up your user account or registration. You agree that all agreements, notices, disclosures, authorizations, verifications, confirmations or other electronic digital means of communications that Company provides to you with respect to your account or registration establishment satisfies the legal requirements that such communication be in writing. Also, such communications from Company relating to your access and use of services, programs, or products described at this Site shall be subject to terms and conditions recited in an accepted service, program or product agreement but communication related to such service, product or agreement may be transmitted via this Site; and therefore, the foregoing terms apply.

Effective Date: December 31, 2018

TRUCK DRIVER AUTHORIZATION AND RELEASE AGREEMENT OF DDI: IMPORTANT!

READ THIS TRUCK DRIVER AUTHORIZATION AND RELEASE AGREEMENT OF DDI (“AGREEMENT”) CAREFULLY BEFORE SUBMITTING YOUR DRIVER DISCLOSURE INFORMATION (“DDI”) TO US (“WE”, “OUR”), ACCESSING AND/OR USING THE TRUCK DRIVER MATCHING SERVICES PROGRAM (THE “PROGRAM”). THIS AGREEMENT CONSTITUTES A LEGALLY BINDING AGREEMENT BETWEEN “YOU” (“YOUR”) (AN INDIVIDUAL WHO IS AN INDEPENDENT TRUCK DRIVER CONTRACTOR FOR HIRE) AND US (AN ENTITY THAT POSTS YOUR INFORMATION FOR HIRING OPPORTUNITIES ACROSS THE U.S. FOR INDEPENDENT TRUCK DRIVERS). IF YOU SUBMIT YOUR INFORMATION AND/OR THE PROGRAM IS ACCESSED AND/OR USED, YOU ARE DEEMED TO HAVE UNCONDITIONALLY ACCEPTED THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS. THIS AGREEMENT IS EFFECTIVE AS OF THAT SUBMISSION, ACCESS AND/OR USE DATE (“EFFECTIVE DATE”) AND SHALL REMAIN IN EFFECT AS LONG AS YOU ACCESS AND/OR USE THIS WEB SITE OR UNLESS WE TERMINATE YOUR ACCESS AND/OR USE OR YOU OPT OUT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU ARE NOT AUTHORIZED TO SUBMIT YOUR DDI, AND/OR ACCESS AND/OR USE THIS PROGRAM; AND AS A RESULT, YOU SHALL IMMEDIATELY CEASE ACCESS AND/OR USE OF THE PROGRAM; AND YOU WILL BE PROMPTLY REMOVED FROM THE PROGRAM. THIS AGREEMENT REPRESENTS THE COMPLETE AGREEMENT CONCERNING YOUR SUBMISSION OF INFORMATION AND/OR THE PROGRAM, AND THESE TERMS SUPERSEDE ANY PRIOR or concurrent AGREEMENT, REPRESENTATION, OR UNDERSTANDING BETWEEN THE PARTIES IN CONNECTION WITH YOUR SUBMISSION OF INFORMATION AND/OR ACCESS AND/OR USE OF THE PROGRAM. YOU and WE may be alternatively referred to as party, individually, and parties, collectively.

1. PURPOSE. The purpose of this Agreement is to recite the terms and conditions under which WE will permit YOU to access and use OUR hosting service to post YOUR availability for truck driving positions as an independent truck driver for hire for engagement by agencies or individual entities or persons. YOU acknowledge that WE do not guarantee that you will be offered any contract employment by any trucking company or any agency that hires contract drivers; and you understand that any contract for hire is solely between YOU and the hiring entity and individual, and WE assume no liability for such contract, the terms in the contract or any payments to be made to you under the contract or with respect to any relationship between YOU and the contracting party for truck driving services.

2. DEFINITIONS. The following terms when used herein shall have the following meanings:
a) “Program” is defined as a hosting service that generally operates and functions to ingest and process certain data and information in connection with YOU, which may include certain personal information (e.g., name, SSN, EIN), obtaining contact information ( e.g., address, mobile number, email), requesting truck driving experience (e.g., years driving, previous employers, type of freight transported, client lists) and/or personal references utilizing an easy access menu style format to populate the requested data and information (collectively, “DDI”). The Program allows via an On-Line Editor the capability to provide and modify DDI entries within the Format.
b) “Access” is defined as the right granted to YOU to access and use the Program via an active unique link, which is activated upon your submission of DDI recited on the associated Program website.
c) “Activation Date” is defined as the date that WE first provide and permit Access to the Program by YOU by sending an email notice to YOU that YOUR setup has occurred; and as a result, enables an active link for the Term of Access.
d) “Term of Access” is defined as the length of time that Access is granted to YOU commencing upon the Activation Date.
e) “Format” is defined as the DDI form that asks for certain of YOUR personal data and/or information.
f) “Hiring Leads” are defined as any agency, company, entity, individual or organization (“Hiring Parties”) that desires to hire a truck driver in the U.S. based on the DDI input into the Format by YOU, and is posted to allow the foregoing Hiring Parties to engage YOU as an independent truck driver. Hiring Parties will directly communicate (via email, mobile phone, web site, social media, or direct personal contact) with YOU.
g) “DDI” is defined as any data or information that is provided by and input into the Format by YOU via the On-Line Editor as recited in the Program contents.

3. AGREEMENT TERM/TERM OF ACCESS. The Term of the Agreement starts upon the submission of DDI and shall remain in effect, unless earlier terminated as provided herein under Section 11. The Term of Access shall be from the effective Activation Date, if no termination occurs under the Agreement or YOU elect to opt out, then Access shall remain unaffected.

4. PROGRAM SCOPE. During the Term of Access, YOU acknowledge that the Program applies only to the posting of DDI for the Purpose.

5. PROPRIETARY INTERESTS/AUTHORIZATIONS/CONFIDENTIALITY.

a) YOU acknowledges that WE own all right, title and interest in and to the Program, Format, On-Line Editor, any of OUR Websites, any of OUR links, and any associated tangible or intangible, as provided by US, materials, documents or other embodiments of information or data, and expressions, OUR confidential information under Section 5 (d), including any related, associated or underlying concepts, ideas, methods, and processes; algorithms, source, object, binary, executable code, html and code listings; interfaces, improvements, enhancements, modifications, changes, alterations, versions, releases, updates, error corrections and bug fixes; system(s) and architecture; expressions and derivative works thereof; having patent, copyright, trade secret, trademark, service mark, trade name and any other proprietary interest, whether statutory or common law, which is in existence as of the Effective Date or which is developed, generated, or created by US during the Term of Access under this Agreement. YOU further acknowledge that any improvements, enhancements, changes, alterations, modifications or derivative works, which are developed, created or generated by YOU, either jointly with US or solely, from the preceding during the Term of Access shall be owned and held by US and that YOU hereby assigns and assigns all right, title and interest therein, without further consideration, to US to confirm OUR ownership thereof. (collectively, “Our Property”).

b) WE acknowledge that YOU own all right, title and interest in and to DDI (collectively, “DDI Property”). WE shall treat DDI Property as confidential and proprietary to YOU, and refrain from disclosing or releasing to any third party DDI except as authorized herein by YOU or until such DDI Property) becomes public through no fault of US, or ii) becomes obsolete as is customary in the industry, or iii) is released in writing by YOU, whichever of the foregoing events occurs first. Notwithstanding the foregoing, YOU, as provided for herein, consent, authorize and waive any rights to DDL Property to participate in a posting where the Hiring Parties can view and, if desired, engage YOU to become a truck driver.

c) During the effective Term of Access, WE grant to YOU the following rights to certain items of Our Property: i) only YOU are authorized, on a non-exclusive basis, to access and use certain authorized contents of the Program only via an active link to the Program; ii) only YOU are authorized, on a non-exclusive basis, to populate the Format with YOUR DDI , and YOU shall not display or permit access to the Format by any third party; iii) YOU may not copy, alter, modify or create derivative works of the Format; and iv) YOU shall not be permitted to disassemble, decompile, reverse engineer, extract, modify, alter, or change or create derivative works of Our Property, including but not limited to, the Format and the Program or contents of any of OUR Websites or disclose, disseminate, distribute, license, assign or transfer the Program, the Format, or any of OUR Websites, or Our Property, to any third party. The authorizations herein do not diminish, in any manner, OUR rights, title and interests in Our Property, including but not limited to the Program or Format, or any of OUR Websites; and YOUR access and/or use of Our Property, including but not limited to the Format and the Program, is limited to the scope of the authorizations described herein. YOU are not permitted to alter, modify, change or, in any manner, affect the integrity or quality of Our Property, including but not limited to the Format and the Program, or remove any confidential and/or proprietary notice that appears on the Our Property, including but not limited to the Format and the Program nor remove, alter or modify any of OUR proprietary notices such as, but not limited to, OUR copyright notice on the Program, Format, or on any Our Property. No other licenses, grants or authorizations under any patent, trademark, copyright, trade secret or other intellectual property, either common law or statutory, is either granted or implied by the provision, distribution and/or disclosing to YOU of Our Property, including but not limited to the Program, Format or any of OUR Websites.

d) YOU shall consider the Program (including the source code and associated code listings) and Our Property, including all related technical and business information, whether disclosed in oral, visual or written form, to be confidential and proprietary to US. YOU shall exercise at least a reasonable standard of care to protect the confidentiality of the information, and to prevent the unauthorized use, dissemination, disclosure or publication of confidential information during the Term of Access. The term of confidentiality shall extend for two (2) years beyond the expiration and/or termination date of this Agreement; however, it is understood that this Agreement shall impose no obligations of confidentiality on YOU where the Program or Our Property: (a) was rightfully in YOUR possession before receipt from US; (b) is or becomes a matter of public knowledge through no fault of YOUR’s; (c) is rightfully received by YOU from a third party without a duty of confidentiality; (d) is disclosed by US to a third party without a duty of confidentiality on the third party; (e) is disclosed under operation of law; provided that YOU timely notify US and WE are given the opportunity to protest such disclosure; or (f) is disclosed with OUR prior written approval.

e) Subject to the authorizations and consent, herein, which are to be read concurrent with our Privacy Policy, but which authorizations and consent supersede the terms, as applicable under such Privacy Policy, WE understand the importance of securing and protecting YOUR personal information that YOU have provided under the Program. WE use a variety of security technologies and procedures to help protect YOUR personal information, including DDI, from unauthorized access, use, and disclosure. YOUR access and use of the Program is considered YOUR consent to OUR collection, use and disclosure, as provided herein, of YOUR personal information, including DDL. YOU acknowledges that email may be an unsecured medium and that data encryption may not be available when transmitted via the Internet and that transmission of such personal information may not be guaranteed by US and that such personal information, including DDI, may be intercepted, lost or breached before such personal information, including DDI, is imported into OUR system for posting, processing and storage. Additionally, YOUR personal data, including DDI, will always be available to YOU for YOUR ability to review, control, edit, update or delete. YOU, also, can disable personal data collection capabilities such as Cookies. WE may engage in state of the art technical methods and processes to encrypt, verify, process, collect, store, import and export and erase such personal data, including DDI, once imported into the OUR system, and implement physical security measures for physical data storage employing strict security measures and restrictions with respect to access and use of such personal data, including DDI. WE use all reasonable and technical availability to adhere to the principles of the EU-U.S. and Swiss-U.S. Privacy Shield frameworks that were designed by the U.S. Department of Commerce, and the European Commission and Swiss Administration, respectively, to provide companies on both sides of the Atlantic with a mechanism to comply with data protection requirements when transferring personal data from the European Union and Switzerland to the United States in support of transatlantic commerce. Further, if YOUR access and use of the Program requires the provision of personal data, , including DDI, that is subject to the EU’s General Data Protection Regulation that went into effect May 2018, WE shall use all reasonable resources to comply with the requirements recited thereunder and applicable to such personal data. On July 12, 2016, the European Commission deemed the EU-U.S. Privacy Shield Framework adequate to enable data transfers under EU law and on January 12, 2017, the Swiss Government announced the approval of the Swiss-U.S. Privacy Shield Framework as a valid legal mechanism to comply with Swiss requirements when transferring personal data from Switzerland to the United States. The Privacy Shield program is administered by the International Trade Administration (ITA) within the U.S. Department of Commerce to facilitate the Privacy Shield framework in the U.S. and enables U.S.-based organizations to join one or both of the Privacy Shield Frameworks in order to benefit from the adequacy determinations applicable to your personal data. A method of complying with frameworks is to join either Privacy Shield Framework, a U.S.-based organization will be required to self-certify to the Department of Commerce and publicly commit to comply with the Framework’s requirements. While joining the Privacy Shield is voluntary, once an eligible organization makes the public commitment to comply with the Framework’s requirements, the commitment will become enforceable under U.S. law. All organizations interested in self-certifying to the EU-U.S. Privacy Shield Framework or Swiss-U.S. Privacy Shield Framework should review the requirements in their entirety. Compliance with the foregoing requires a link to: https://www.privacyshield.gov and the provision of relevant information and compliance with Privacy Shield requirements and remedies. Participation in the foregoing Privacy Shield is subject to the payment of fees. In the event of a conflict between this privacy policy and the terms of any applicable agreement(s) for services and/or products between YOU and US, the terms of those agreement(s) will take precedence. Notwithstanding the foregoing, if YOU elect to post DDI as part of the Program, such election is considered full and knowledgeable consent, authorization and acknowledgement that any Hiring Parties or any other individual that accesses the Program will be able to view and use such DDI without restriction.

6. YOUR AUTHORIZATIONS AND RESTRICTIONS.
a) WE may collect your personal information, including DDL, via various means and media, including YOUR subscription to newsletters, accessing and using this website following the submission of the form, any links to this web site via social media, or via the use of any device such as a mobile phone, iPad or any other portable electronic data transmission device.

b) By submitting your DDL form, you are authoring US and consenting to OUR distribution of YOUR DDL via telemarketing efforts using an automated call system or an artificial or prerecorded voice, blast text messages, blast email messages and via any and all social media accounts, including on any media form, in existence now or in the future and on any mobile site or mobile application. Note, that YOU can opt out at any time. Message and data rates may apply to these blast digital communications. These will also include promotional activity, sweepstakes, contests or raffles. These will also include surveys and survey analysis activities.

c) YOU acknowledge that we may add supplemental terms to this Agreement on OUR website, at any time.

d) YOU agree that your current DDL is complete and accurate at the time of submission of the form and to update YOUR DDL. If at any time, WE have reason to believe that your DDL is false, not current, in accurate or incomplete, then WE may suspend or terminate your submission and refuse any future access and/or use of the Program.

e) YOU are not permitted to access and use the Program for any revenue generating endeavor, commercial enterprise or other purpose than the Purpose.

f) YOU are not permitted to make the Program available on mobile applications or available over any network or other environment, now or in the future permitting access or use by multiple devices or users concurrently.

g) YOU are not permitted to use the Program for creating a competitive product, program, application or service that is, directly or indirectly, competitive with the Program.

h) YOU are not permitted to send automated or blast queries to any other website or send unsolicited emails to any third party.

i) YOU are not permitted any applications, accessories or devices for use with the Program.

j) YOU may not use any data or information of any other web site participant or user to your own benefit, to solicit other users and participants, send emails of any nature to other users or participants or generate any content that is adverse to the contents of this website of the Program.

k) YOU authorize US to use YOUR DDL to distribute to third parties for the Purpose and to display DDL for the Purpose. Third parties may include affiliates, subsidiaries, partners or other third-party service providers, contractor or consultants that are used for the Purpose. WE will also provide DDL to third parties upon your written request. Further, you consent to OUR providing YOUR DDL to potential Hiring Leads or other industry-related organizations.

l) YOU authorize US to disclose in cases of necessity or appropriateness such as : i) under applicable law; ii) legal processes; iii) Government request, both state and federal; iv) to enforce the Agreement; v) the protection or enforcement of OUR rights and interests; or vi) in the event WE are involved in corporate transaction such as a merger, acquisition or reorganization.

m) YOU must be of legal age to submit DDL, unless YOU have signed parental consent.

7. PROGRAM AVAILABILITY/DATA PROCESSING.
YOUR Access for the Term of Access will be made available under the terms and conditions recited herein. However, YOU acknowledge that WE may discontinue, at any time and without notice, and without any liability, at OUR discretion and without cause, YOUR Access or the availability of the Program for the Purpose; and therefore, it is incumbent on YOU to monitor the website. YOU may elect to terminate as a result and as provided under Section 11. Further, at any time during the Term of Access and without notice to the YOU, WE can make any changes to the Program, Format, or Access, which WE deem necessary to continue to provide Access for the Term of Access. Any new versions, releases, updates, enhancements, bug fixes, error corrections, patches, changes, alterations, or improvements to the Program will be made available to YOU, at OUR sole discretion, which YOU must accept in order to maintain Access. The foregoing shall be implemented at any time during the Term of Access. WE will maintain Access for the current Term of Access but may terminate the Agreement if YOU refuse to allow implementation of the foregoing. Further, WE may offer additional functionality, capability or applications, which could be subject to costs for accessibility and use thereof, and will be recited on the associated Program website, and which shall be effective on the date specified therein if YOU desire to so use additional functionality, capabilities or applications. Any of the foregoing once made available and/or elected, as applicable, shall be subject to the terms of this Agreement. YOU acknowledge that events over which WE has no control, such as but not limited to hosting availability, server availability, power outages, or system maintenance shut downs, whether scheduled or unscheduled, or system failures, may result in OUR immediately ceasing Access. In such event, where Access is terminated by events reasonably out of OUR control as provided in connection with the foregoing or under Section 12(g), WE shall have no further liability or obligations, and this Agreement will terminate as provided under Section 11 subject to the obligations recited therein. Termination may occur as provided under Section 11.

8. OBLIGATIONS.
YOU shall: a) avoid deceptive, misleading, or unethical practices that may be detrimental to US or the Program or Our Property; b) not make any representations, warranties or guarantees to any third party or entity on OUR behalf, concerning the Program, and its operation, usefulness or performance; c) assume all costs, expenses, liabilities and responsibilities for the information and data, including DDI, input to the Format; d) assume all costs, expenses, liabilities and responsibilities in connection with any use, analysis, reliance, accuracy or guarantee of DDI that results in Hiring Leads; and e) comply with all applicable federal, state and local country laws, Internet laws and regulations and international treaties and pacts with respect to the subject matter of this Agreement.

9. TECHNICAL SUPPORT.
WE shall not be obligated to provide maintenance, technical support, updates, error corrections, new versions or releases of the Program.

10. INDEMNITY/WARRANTIES/DISCLAIMERS/LIMITATION OF LIABILITY.
a) YOU shall indemnify and hold US harmless from and against all claims, costs, liabilities, damages, and judgments (including reasonable attorney’s fees and court costs) that WE may suffer or incur arising out of third party claims due to: (i) YOUR use and/or reliance, in any manner, on the Program’s processing of DDL and any Hiring Leads; (ii) YOUR non-compliance with the conditions under Section 8; (iii) YOUR unauthorized use, copying, modification, alteration of or unauthorized combination of materials, items, software or components with the Program or Format or Our Property; (iv) YOUR infringement, misuse or unauthorized use of Our Property; (v)  YOUR business arrangements with any third party, including Hiring Leads, in connection with this Agreement or the Program or Format; (vi) DDL, which YOU may edit, input and/or modify; (vii) DDL manipulation or processing that generates inaccurate, erroneous, corrupted or missing DDL; or (viii) any fraudulent representation, or misrepresentation of YOURSELF.

b) YOU assume full responsibility and liability for the accuracy and reliability of any DDL, which YOU input, in connection with the Program or Format and/or is manipulated with YOUR input.

c) WE shall not be responsible for or liable for any data loss, corruption or erasure of DDL or any third-party data accessed or used by the Program or populating the Format and WE shall not be responsible for any data or information that is obtained directly from any other sources. YOU acknowledge that WE are not responsible for any errors or omissions in such data or information, including DDL. Further, WE shall not be responsible for or assume any liability for any engagement or non-engagement by an entity as a result of a Hiring Lead; and further assumes no liability with respect to the arrangement with or payment by the entity engaging YOU as a result of a Hiring Lead.

d) EXCEPT FOR THE WARRANTIES EXPRESSLY STATED HEREIN, THE ACCESS AND/OR USE OF THE PROGRAM, AND FORMAT, AND ASSOCIATED OUR PROPERTY, ARE PROVIDED “AS IS,” AND THERE ARE NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, USABILITY OR RELIABILITY OF ANY HIRING LEAD GENERATED, OR NON-INFRINGEMENT. YOU ASSUME ALL LIABILITIES, RESPONSIBILITIES AND OBLIGATIONS WITH RESPECT TO ANY RELIANCE ON THE PROGRAM, FORMATS, OR YOUR INPUTS OR DDL OR HIRING LEADS; AND ACKNOWLEDGE THAT THE PROGRAM, FORMATS, AND HIRING LEADS ARE ONLY FOR REFERENCE PURPOSES AND ARE SIMPLY A SINGLE TOOL TO BE USED TO BE ENGAGED AS A TRUCK DRIVER; AND ARE NOT TO BE RELIED UPON, SOLELY, WITH RESPECT TO ANY BUSINESS OR HIRING DECISIONS. ANY DDL INPUT IS YOUR SOLE RESPONSIBILITY, AND YOU ASSUME THE ENTIRE LIABILITY FOR THE ACCURACY AND RELIABILITY OF DDL OR ANY HIRING LEADS GENERATED THEREFROM, AND WE MAKE NO WARRANTIES OR REPRESENTATIONS WITH RESPECT TO THE FOREGOING. WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY ENGAGEMENT BY THE HIRING PARTIES, INCLUDING ANY ASSOCIATED HIRING TERMS AND CONDITIONS, INCLUDING PAYMENTS FROM HIRING PARTIES TO YOU. YOU ASSUME COMPLETE AND ENTIRE RESPONSIBILITY AND OBLIGATIONS WITH RESPECT TO HIRING LEADS, CONTACT BY HIRING PARTIES AND THE NEGOTIATION AND EXECUTION OF A CONTRACT WITH RESPECT TO ANY HIRING ARRANGEMENT. WE MAKE ABSOLUTELY NO WARRANTY THAT ANY HIRING LEADS WILL OCCUR BY SUBMITTING DDL TO THIS PROGRAM, AND YOU ACKNOWLEDGE THAT YOU ARE ENTIRELY RESPONSIBLE FOR THE DECISION TO USE THIS PROGRAM. WE SHALL NOT WARRANT THAT THE ACCESS AND/OR USE OF THE PROGRAM WILL BE UNINTERRUPTED OR REMAIN AVAILABLE THROUGHOUT THE TERM OF ACCESS. WE MAKE NO WARRANTIES AS TO ANY GOVERNMENT PROVIDED DATA OR INFORMATION. FURTHER, WE SHALL HAVE NO OBLIGATION OR LIABILITY IN CONNECTION WITH THE STORAGE OR RETRIEVAL OF ANY PERSONAL DATA, INCLUDING DDL, OR THE INTEGRITY OF THE SUCH DATA SO STORED OR RETRIEVED. ADDITIONALLY, OUR EMPLOYEES, CONSULTANTS, REPRESENTATIVES OR CONTRIBUTORS SHALL NOT BE AUTHORIZED TO GIVE YOU ADVICE, INTERPRETATION, EXPLANATION OR ANALYSIS OF ANY INFORMATION GENERATED NOR MAY YOU RELY OR USE SUCH ADVICE IF SO GIVEN FOR ANY PURPOSE.

e) OUR ENTIRE LIABILITY FOR ANY CLAIM FOR ANY KIND OF LOSS OR DAMAGE ARISING OUT OF, IN CONNECTION WITH, OR RESULTING FROM THIS AGREEMENT, OR ANY BREACH HEREOF, OR FROM THE ACCESS, PROGRAM, FORMAT, OR OUR PROPERTY OR GENERATED HIRING LEADS SHALL BE LIMITED TO ACTUAL AND PROVABLE DAMAGES UP TO THE AMOUNT OF ONE HUNDRED U.S. DOLLARS, AND IN NO EVENT, SHALL OUR ENTIRE LIABILITY EXCEED ANY THAT AMOUNT, AND NO OTHER DAMAGES ARE AVAILABLE. EXCEPT WHERE OTHERWISE RECITED AND WITH RESPECT TO OUR PROPERTY, IN NO EVENT, WHETHER AS A RESULT OF BREACH OF THIS AGREEMENT, BREACH OF WARRANTY OR ANY ACT OF NEGLIGENCE OR THE POSSESSION, USE, ACCESS OR OPERATION OF THE PROGRAM, FORMAT, HIRING LEADS OR THE SUBJECT MATTER HEREIN OR ANY OTHER CLAIMS MADE IN CONNECTION WITH THIS AGREEMENT, SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY CONSEQUENTIAL, SPECIAL, PUNITIVE OR INCIDENTAL DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES ASSOCIATED WITH OR ARISING FROM LOSS OF PROFIT OR REVENUES. SOME STATES DO NOT ALLOW SUCH LIMITATION, AND IN THAT EVENT THIS SECTION SHALL BE MODIFIED TO COMPORT WITH THAT PARTICULAR STATE’S REGULATORY STATUTE. THE ABOVE REMEDIES ARE THE ENTIRE REMEDIES AVAILABLE FOR THE BREACH OF ANY WARRANTY PROVIDED HEREIN OR THIS AGREEMENT.

11. TERMINATION.

a) Either party may terminate this Agreement at any time and for any reason; provided that the terminating party notify the other party via email or written notice so that WE may take steps to delete YOU from OUR Program.

b) If either party materially defaults in the performance of its obligations hereunder, or otherwise breaches this Agreement, the breaching party shall correct such breach within thirty (30) days after written notice from the non-breaching party. If any such breach is not remedied within such thirty (30)-day period, then the non-breaching party, at its option, may terminate this Agreement by giving final written notice to the other party. Notwithstanding the foregoing,

c) Upon any termination of this Agreement, the following shall occur: i) all rights granted to the YOU hereunder, shall immediately terminate; ii) YOU shall immediately, at OUR option, delete, with written confirmation, or return, any Our Property in the YOUR possession or control to US; and (iii) YOUR Access will immediately cease.

12. OTHER.
a) The parties hereto are independent contractors with respect to each other. Each party is not and shall not be deemed to be an employee, agent, partner or legal representative of the other for any purpose and shall not have any right, power or authority to create any obligation or responsibility on behalf of the other.

b) This Agreement, including the Terms of Use and Privacy Policy on OUR website, constitute the entire and complete agreement between the parties with respect to the subject matter hereof, and supersedes any and all prior or contemporaneous oral or written understandings or agreements, but in the event of conflict between this Agreement and the Terms of Use and Privacy Policy, concerning the subject matter hereof, the terms of this Agreement shall control.

c) All amendments or modifications of this Agreement shall be binding upon the parties so long as the same shall be in writing and executed by each of the parties hereto.

d) No waiver of any provision of this Agreement or any rights or obligations of either party hereunder shall be effective, except pursuant to a written instrument signed by the party waiving compliance, and any such waiver shall be effective only in the specific instance and for the specific purpose stated in such writing. The provisions of this Agreement are severable; and if any provision shall be deemed invalid or unenforceable, the applicability or validity of any other provision of this Agreement shall not be affected, and this Agreement shall be construed as if such invalid or unenforceable provisions are not contained in this Agreement.

e) YOU shall not, without OUR prior written consent, assign or delegate this Agreement, or any rights or duties hereunder, directly, indirectly, by operation of law, or otherwise to any third party. In the event of any permitted assignment hereunder, the assignee shall accept, without modification, in its entirety all the terms and obligations recited herein.

f) Neither party shall be deemed to have breached this Agreement by reason of delay or failure in performance or force majeure resulting from causes beyond the control, and without the fault or negligence, of the party. Such causes include, but may not be limited to, an act of God, an act of war, riot, epidemic, fire, flood or other disaster; or as a result of suppliers unavailability, where no equivalent, alternate suppliers are available; or hosting or server unavailability, where no equivalent alternate host or server are available; or any other failure of data communication, transmission or reception functions, which is beyond the reasonable control of a party. This Agreement shall remain in effect unless such delay or failure persists for sixty (60) consecutive days and there is no foreseeable remedy or cure available in which case this Agreement shall terminate as provided under Section 11.

g) The following sections, as appropriate, shall survive termination of this Agreement: Sections 5, 8, 10, 11 and 12.

h) In the event of a dispute, prior to any formal action being taken, the parties shall try and resolve this dispute at the executive level within thirty (30) days following receipt of written notice that a dispute exists. If such dispute is not resolved within such thirty (30) days, then the parties may resort to formal legal action as provided under Section 12(i).

i) This Agreement shall be governed by the laws of the State of Kansas applicable to contracts entered into and to be performed entirely within the State of Kansas, without regard to the principles of conflicts of law, and if a claim or controversy arises, such claim or controversy shall be brought in a court of competent jurisdiction court of the State of Kansas. WE shall be entitled to seek all available legal and equitable remedies available. With regard to any claims hereunder for damages, the prevailing party shall also be entitled to reasonable attorney’s fees and court costs. All limitations of liability as recited herein shall apply to any award. Further, the aggrieved party may proceed to any court of competent jurisdiction to obtain immediate injunctive relief with regard to protecting any intellectual property or confidential and proprietary information.

j) This Agreement may be executed in one or more counterparts, each of which shall be deemed to be a duplicate original, but all of which, taken together, shall be deemed to constitute a single instrument.

Effective Date December 31, 2018

TRUCKING COMPANY AND AGENCY SUBSCRIPTION AGREEMENT

IMPORTANT!

READ THIS TRUCKING COMPANY AND AGENCY SUBSCRIPTION AGREEMENT (“AGREEMENT”) CAREFULLY BEFORE ACCESSING AND/OR USING THE TRUCK DRIVER MATCHING SERVICES PROGRAM (THE “PROGRAM”). THIS AGREEMENT CONSTITUTES A LEGALLY BINDING AGREEMENT BETWEEN “SUBSCRIBER” (EITHER AN INDIVIDUAL, ON BEHALF OF ITSELF, IF NO ENTITY IS THE BENEFICIAL RECIPIENT OF THE PROGRAM, OR AN EMPLOYEE, AGENT OR REPRESENTATIVE, ON BEHALF OF AN ENTITY THAT IS THE BENEFICIAL RECIPIENT OF THE PROGRAM, THAT PERFORMS THE ACTION OF ACCESSING AND/OR USING THE PROGRAM) AND CDLLIFE 1 LLC, A KANSAS CORPORATION, HAVING A BUSINESS ADDRESS AT 10314 SHAWNEE MISSION PARKWAY, SUITE 250, SHAWNEE, KANSAS 66203 (“CDL”). IF THE PROGRAM IS ACCESSED AND/OR USED, SUBSCRIBER IS DEEMED TO HAVE UNCONDITIONALLY ACCEPTED THIS AGREEMENT AND AGREES TO BE BOUND BY ITS TERMS. FURTHER, BY CLICKING “AGREE” AT THE END OF THIS DOCUMENT, SUBSCRIBER HAS DEMONSTRATED SUBSCRIBER’S UNCONDITIONAL ACCEPTANCE OF THIS AGREEMENT AND THIS AGREEMENT IS EFFECTIVE AS OF THAT DATE (“EFFECTIVE DATE”). IF SUBSCRIBER DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT (AS DEMONSTRATED BY CLICKING “DO NOT AGREE”), SUBSCRIBER IS NOT AUTHORIZED TO ACCESS AND/OR USE THIS PROGRAM; AND AS A RESULT, SUBSCRIBER WILL RECEIVE A FULL REFUND OF ANY FEE PAID PROVIDED NO USE HAS OCCURRED. THIS AGREEMENT REPRESENTS THE COMPLETE AGREEMENT CONCERNING THE PROGRAM, AND IT SUPERSEDES ANY PRIOR or concurrent AGREEMENT, REPRESENTATION, OR UNDERSTANDING BETWEEN THE PARTIES, INCLUDING BUT NOT LIMITED TO ANY ASSOCIATED PURCHASE ORDER TERMS AND CONDITIONS UNDER WHICH THE PROGRAM WAS OBTAINED. Notwithstanding the foregoing, SUBSCRIBER may have already accepted a version of the terms and conditions in this Agreement by signing a separate agreement with CDL; and therefore, the individual, employee, agent or representative of the entity must make inquiries of the SUBSCRIBER to determine if such other agreement exists. If none exists, any action as recited above binds the SUBSCRIBER to this Agreement. If an agreement has been signed by an authorized representative of SUBSCRIBER, this Agreement shall be considered to supplement the executed agreement but shall not supersede the terms of that executed agreement. CDL and the SUBSCRIBER may be alternatively referred to as party, individually, and parties, collectively.

1. PURPOSE.
The purpose of this Agreement is to recite the terms and conditions under which CDL will permit the SUBSCRIBER to access and use CDL’s product or service system that matches the SUBSCRIBER to independent truck drivers that meet specific requirements and needs of the SUBSCRIBER for SUBSCRIBER to consider hiring such truck drivers for jobs located in the U.S. This product or service is uniquely customized for each SUBSCRIBER based on the information and data requirements and needs provided from SUBSCRIBER to CDL. Any contract that is entered into between the truck driver and SUBSCRIBER is solely the responsibility of the SUBSCRIBER and SUBSCRIBER assumes all liability for the terms and conditions of such contract and any compliance by the hired truck driver; and CDL has no responsibility or liability for the truck driver, the truck driver’s performance or non-performance, or compliance with or breach of the contract by the truck driver.

2. DEFINITIONS.
The following terms when used herein shall have the following meanings:
a) “Program” is defined as a service that generally operates and functions to ingest and process certain data and information in connection with the hiring requirements for an independent truck driver utilizing an easy access menu style format that utilizes the data and information that populates the Format to perform algorithmic operations once populated with such data and information to perform a matching function with available truck drivers that meet the SUBSCRIBER needs and criteria, and generate reports, spreadsheets, documents or any other embodiments of information, whether in tangible or electronic form, which may be useful as a tool for engaging truck drivers that meet the SUBSCRIBERS criteria for hiring requirements and needs. The Program also provides an associated Online Editor, which allows entry, field and display adjustments in connection with Criteria Data for truck drivers within the Format in connection with the generated Report that provides the matching of truck driver to SUBSCRIBER.
b) “Access” is defined as the right granted to the SUBSCRIBER by CDL to access and use the Program via an active unique link, which is activated upon full execution of this Agreement and upon payment in full of the appropriate fees as recited in the “Payment and Pricing Schedule”, which resides on CDL’s website.
c) “Activation Date” is defined as the date that CDL first provides and permits Access to the Program by the SUBSCRIBER by sending an email notice to the SUBSCRIBER that the SUBSCRIBER’s setup has occurred and as a result, enables an active link for the Term of Access.
d) “Term of Access” is defined as the length of time that Access is granted to the SUBSCRIBER commencing upon the Activation Date. The Term of Access is commensurate with the amounts paid and as recited in Section 3.
e) “Format” is defined as the expression of display of data and/or information in an online form that may be or is generated as a result of accessing the Program, and typically has the capability of displaying the type and sequence of data and/or information that is processed by the Program.
f) “Online-Editor” is defined as the ability of the SUBSCRIBER to manipulate the content populating the Format so as to allow the SUBSCRIBER to manipulate data and information entry, field selection and content display within the selected field.
g) “Subscription Tier” is defined as the selected level of functionality provided to the SUBSCRIBER during the Term of Access that adds to and/or enhances the contents of the Report that is generated by the Program. The Subscription Tier and prices therefore are recited as recited on the Program’s associated website: [email protected]
h) “Report” is defined as any spreadsheet, document, print-out or other embodiment of information, whether in tangible or electronic form, that is generated by the Program following ingestion of data and information from the Format as provided and input by the SUBSCRIBER, which may be useful to the SUBSCRIBER in evaluating each candidate truck driver as an independent contractor to perform truck driving services for the SUBSCRIBER.
i) “Criteria Data” is defined as any data or information that is provided by and input into the Format by the SUBSCRIBER defining the needs and requirements for engaging truck drivers and the contents of any Report generated therefrom, and is subject to the Online-Editor function.

3. AGREEMENT TERM/TERM OF ACCESS.
The Term of the Agreement shall begin on the Effective Date and shall thereafter continue to be in effect on a month by month basis, unless earlier terminated as provided herein under Section 11. The Term of Access shall be from the effective Activation Date, which commences upon the payment of the Initial Access Fee on the Effective Date and thereafter, monthly fees as recited on the Program’s associated website: ________________________commensurate with the applicable Term of Access based on the selected Subscription Tier. If no termination occurs under the Agreement and monthly payments remain current for the Term of Access, Access to the Program for the selected Subscription Tier shall remain in effect so long as all fees have been fully paid as recited on the Program’s associated website: _______________ for the applicable Term of Access. The SUBSCRIBER acknowledges that the non-payment of any fees due and owing will, at CDL’s discretion, result in the suspension of Access for the SUBSCRIBER. However, if the SUBSCRIBER remedies the non-payment by making a payment in full of all fees due and owing, then CDL, absent Agreement termination, may reinstate Access for the Term of Access at the selected Subscription Tier commensurate with the fees paid.

4. PROGRAM SUBSCRIPTION SCOPE.
During the Term of Access, the SUBSCRIBER acknowledges that the Program applies only to matching truck drivers meeting certain SUBSCRIBER recited Criteria Data to facilitate potential leads, contacts and/or engagements between independent truck drivers and hiring SUBSCRIBERs in the United States. The SUBSCRIBER acknowledges that the SUBSCRIBER may engage on the Online-Editor to customize certain portions of the Program to highlight Criteria Data. The SUBSCRIBER acknowledges that the Criteria Data is provided solely by the independent contractor truck driver and CDL matches the truck driver’s data and information with the Criteria Data of SUBSCRIBER. CDL, however, does not vet, confirm, verify or check for accuracy of the data and information provided by the truck driver, and therefore, the SUBSCRIBER will be required to verify the accuracy of the Criteria Data against the truck driver submitted for hiring evaluation. CDL may grant access to certain portions of the Program for SUBSCRIBER to view truck driver data and information. SUBSCRIBER may not alter, modify or change, in any manner whatsoever, the truck driver’s data or information. SUBSCRIBER may additionally allow the Program to generate specific Reports based on that truck driver’s direct data and information. In the event SUBSCRIBER terminates, for any reason, the truck driver, SUBSCRIBER needs to provide sufficient and reasonable notice to the truck driver and to CDL. SUBSCRIBER assumes all and any liability, responsibility and obligations for its vetting, verifying, engaging, hiring, using and firing of the truck driver and CDL shall have no liability, responsibility or obligations to such truck drivers nor shall SUBSCRIBER obligate or bind truck drivers to CDL, in any manner.

5. PROPRIETARY INTERESTS/AUTHORIZATIONS/CONFIDENTIALITY.
a) The SUBSCRIBER acknowledges that CDL owns all right, title and interest in and to the Program, Format, On-Line Editor, any CDL Website, any CDL links, and any associated tangible or intangible CDL-provided materials, documents or other embodiments of information or data, and expressions, CDL confidential information under Section 5 (d), including any related, associated or underlying concepts, ideas, methods, and processes; algorithms, source, object, binary, executable code, html and code listings; truck driver lists, SUBSCRIBER lists, client lists, customer lists and all related information and data; interfaces, improvements, enhancements, modifications, changes, alterations, versions, releases, updates, error corrections and bug fixes; system(s) and architecture; expressions and derivative works thereof; having patent, copyright, trade secret, trademark, service mark, trade name and any other proprietary interest, whether statutory or common law, which is in existence as of the Effective Date or which is developed, generated, or created by CDL during the Term of Access under this Agreement. The SUBSCRIBER further acknowledges that any improvements, enhancements, changes, alterations, modifications or derivative works, which are developed, created or generated by the SUBSCRIBER, either jointly with CDL or solely, from the preceding during the Term of Access shall be owned and held by CDL and that the SUBSCRIBER hereby assigns all right, title and interest therein, without further consideration, to CDL to confirm CDL’s ownership thereof. (collectively, “CDL Property”).
b) CDL acknowledges that the SUBSCRIBER owns all right, title and interest in and to the Criteria Data, and Report, including any derivative works thereof, (collectively, “SUBSCRIBER Property”). CDL shall treat SUBSCRIBER Property as confidential and proprietary to the SUBSCRIBER, and refrain from disclosing or releasing to any third party SUBSCRIBER Property, until such SUBSCRIBER Property: i) comes into the public domain through no fault of CDL, or ii) becomes obsolete as is customary in the industry, or iii) is released in writing by the SUBSCRIBER, whichever of the foregoing events occurs first.
c) During the effective Term of Access, CDL grants to the SUBSCRIBER the following rights to certain items of CDL Property: i) only the SUBSCRIBER is authorized, on a non-exclusive basis, to access and use certain authorized contents of the Program only via an active link to the Program; ii) only the SUBSCRIBER is authorized, on a non-exclusive basis, to populate the Format with Criteria Data and use the Online-Editor in connection therewith, and the SUBSCRIBER shall not display or permit access to the Format by any third party; iii) the SUBSCRIBER may not copy, alter, modify or create derivative works of the Format that serves as the basis for the Report; iv) the SUBSCRIBER shall be permitted to generate Reports based on Criteria Data and the SUBSCRIBER may disclose, disseminate, distribute, copy, modify, change, alter and create derivative works of the Reports only for internal business needs and requirements; and v) the SUBSCRIBER shall not be permitted to disassemble, decompile, reverse engineer, extract, modify, alter, or change or create derivative works of the CDL Property, including but not limited to, the Format and the Program or contents of any CDL Website or disclose, disseminate, distribute, license, assign or transfer the Program, the Format, or any CDL Website, or CDL Property, to any third party. The authorizations herein do not diminish, in any manner, CDL’s rights, title and interests in CDL Property, including but not limited to the Program or Format, or any CDL Website; and the SUBSCRIBER’s access and/or use of CDL Property, including but not limited to the Format and the Program, is limited to the scope of the authorizations described herein. The SUBSCRIBER is not permitted to alter, modify, change or, in any manner, affect the integrity or quality of the CDL Property, including but not limited to the Format and the Program, or remove any confidential and/or proprietary notice that appears on the CDL Property, including but not limited to the Format and the Program nor remove, alter or modify any of CDL’s proprietary notices such as, but not limited to, CDL’s copyright notice on the Program, Format, or on any CDL Property. No other licenses, grants or authorizations under any patent, trademark, copyright, trade secret or other intellectual property, either common law or statutory, is either granted or implied by the provision, distribution and/or disclosing to the SUBSCRIBER of CDL Property, including but not limited to the Program, Format or any CDL Website to the SUBSCRIBER.
d) The SUBSCRIBER shall consider the Program (including the source code and associated code listings) and CDL Property, including all related technical and business information, whether disclosed in oral, visual or written form, to be confidential and proprietary to CDL. The SUBSCRIBER shall exercise at least a reasonable standard of care to protect the confidentiality of the information, and to prevent the unauthorized use, dissemination, disclosure or publication of confidential information during the Term of Access. The SUBSCRIBER may disclose such confidential and proprietary information to those of its employees, sub-contractors or consultants, who have a definable need to know and who are under similar obligations of confidentiality and use as provided herein. The term of confidentiality shall extend for two (2) years beyond the expiration and/or termination date of this Agreement; however, it is understood that this Agreement shall impose no obligations of confidentiality on the SUBSCRIBER where the Program or CDL Property: (a) was rightfully in the SUBSCRIBER’s possession before receipt from CDL; (b) is or becomes a matter of public knowledge through no fault of the SUBSCRIBER; (c) is rightfully received by the SUBSCRIBER from a third party without a duty of confidentiality; (d) is disclosed by CDL to a third party without a duty of confidentiality on the third party; (e) is disclosed under operation of law; provided that SUBSCRIBER timely notifies CDL and CDL is given the opportunity to protest such disclosure; or (f) is disclosed with CDL’s prior written approval.
e) The parties understands the importance of securing and protecting personal information associated with truck drivers that SUBSCRIBER has received under the Program. Each party uses a variety of security technologies and procedures to help protect truck driver’s personal information from unauthorized access, use, and disclosure. SUBSCRIBER’s access and use of the Program is considered SUBSCRIBER’s consent to CDL’s collection, use and disclosure, as provided herein, of truck driver’s personal information. SUBSCRIBER acknowledges that email may be an unsecured medium and that data encryption may not be available when transmitted via the Internet and that transmission of such personal information may not be guaranteed by CDL and that such personal information may be intercepted, lost or breached before such personal information is imported into CDL’s system for processing and storage. Additionally, truck driver’s personal data will always be available to SUBSCRIBER for SUBSCRIBER to review, control, edit, update or delete. SUBSCRIBER, also, can disable personal data collection capabilities such as Cookies. The parties may engage in state of the art technical methods and processes to encrypt, verify, process, collect, store, import and export and erase such personal data once imported into the a party’s system, and implement physical security measures for physical data storage employing strict security measures and restrictions with respect to access and use of such personal data. The parties shall use all reasonable and technical availability to adhere to the principles of the EU-U.S. and Swiss-U.S. Privacy Shield frameworks that were designed by the U.S. Department of Commerce, and the European Commission and Swiss Administration, respectively, to provide companies on both sides of the Atlantic with a mechanism to comply with data protection requirements when transferring personal data from the European Union and Switzerland to the United States in support of transatlantic commerce. Further, if either party’s access and use of the Program requires the provision of personal data that is subject to the EU’s General Data Protection Regulation that went into effect as of May 2018, the parties shall use all reasonable resources to comply with the requirements recited thereunder and applicable to such personal data. On July 12, 2016, the European Commission deemed the EU-U.S. Privacy Shield Framework adequate to enable data transfers under EU law and on January 12, 2017, the Swiss Government announced the approval of the Swiss-U.S. Privacy Shield Framework as a valid legal mechanism to comply with Swiss requirements when transferring personal data from Switzerland to the United States. The Privacy Shield program is administered by the International Trade Administration (ITA) within the U.S. Department of Commerce to facilitate the Privacy Shield framework in the U.S. and enables U.S.-based organizations to join one or both of the Privacy Shield Frameworks in order to benefit from the adequacy determinations applicable to your personal data. A method of complying with frameworks is to join either Privacy Shield Framework, a U.S.-based organization will be required to self-certify to the Department of Commerce and publicly commit to comply with the Framework’s requirements. While joining the Privacy Shield is voluntary, once an eligible organization makes the public commitment to comply with the Framework’s requirements, the commitment will become enforceable under U.S. law. All organizations interested in self-certifying to the EU-U.S. Privacy Shield Framework or Swiss-U.S. Privacy Shield Framework should review the requirements in their entirety. Compliance with the foregoing requires a link to: https://www.privacyshield.gov and the provision of relevant information and compliance with Privacy Shield requirements and remedies. Participation in the foregoing Privacy Shield is subject to the payment of fees. In the event of a conflict between this Agreement and the privacy policy and the terms of any applicable agreement(s) for services and/or products between the parties, the terms of this Agreement and those agreement(s) will take precedence.

6. PAYMENT AND PRICING SCHEDULE.
CDLLife will provide Access to the SUBSCRIBER for the Term of Access consistent with the selected Subscription Tier based on the currently published pricing terms and conditions as recited on the Program’s associated website: __________ that is in effect as of the Effective Date of this Agreement. The SUBSCRIBER shall promptly pay CDL the amounts specified as recited on the Program’s associated website: ___________ as follows: i) the Initial Access Fee amount is due and payable on the Effective Date; and ii) thereafter, to maintain Access, SUBSCRIBER must pay monthly fees when due and owing. Once payments of the Fees have been made, the amounts paid are not refundable for any reason. Failure to pay in full any amount due and owing shall result in denial, cessation and suspension of Access until such amount is paid in full. Any outstanding amount that is past due shall be subject to a 1.5% monthly interest rate (or the allowable rate permitted by law), whichever is lower, applicable to the total amount that is past due and owing. Further, CDL may elect to terminate this Agreement under Section 11 if the SUBSCRIBER does not remedy the payment deficiency as provided under Section 11. However, if there is no Agreement termination, then once the applicable Fee, and the applicable interest, is paid in full, then CDL shall re-instate Access. The pricing terms and conditions as recited on the Program’s associated website: ___________ is subject to change, at any time and at CDL’s discretion, and CDL will make the SUBSCRIBER aware of any such changes with at least five (5) days’ notice prior to the next monthly due date for the monthly fee as communicated by posting on a related website, email, fax or PDF to the SUBSCRIBER by CDL; and the changes therein shall become effective on the next monthly due date for the monthly fee for the continued Access. The SUBSCRIBER may elect to terminate the Agreement if the SUBSCRIBER does not desire to accept changes in the pricing terms and conditions for the next monthly period; and as a result, the SUBSCRIBER may elect to terminate this Agreement as provided under Section 11.

7. PROGRAM AVAILABILITY/DATA PROCESSING.
Access for the SUBSCRIBER for the Term of Access will be made available under the terms and conditions recited herein. However, the SUBSCRIBER acknowledges that CDL, five (5) days prior to any monthly renewal date, may discontinue without any liability, at its discretion and without cause, SUBSCRIBER Access. Further, at any time during the Term of Access but with five (5) days’ notice to the SUBSCRIBER, CDL can make any changes to the Program, Format, Online- Editor or Access, which CDL deems necessary to continue to provide Access for the Term of Access. Any new versions, releases, updates, enhancements, bug fixes, error corrections, patches, changes, alterations, or improvements to the Program will be made available, upon five (5) days’ notice, to the SUBSCRIBER, at the sole discretion of CDL, which the SUBSCRIBER must accept in order to maintain Access. The foregoing shall be implemented as described hereinabove, except in the case of mandatory maintenance changes, which may be implemented at any time during the Term of Access. CDL will maintain Access for the current Term of Access but may terminate the Agreement if the SUBSCRIBER refuses to allow implementation of the foregoing. Further, CDL may offer additional functionality, capability or applications, which prices for accessibility and use thereof, will be as recited on the Program’s associated website: _________, and which shall be effective on the date specified therein. Any of the foregoing once made available shall be subject to the terms of this Agreement. The SUBSCRIBER acknowledges that events over which CDL has no control, such as but not limited to hosting availability, server availability, power outages, or system maintenance shut downs, whether scheduled or unscheduled, or system failures, may result in CDL immediately ceasing Access. In such event, where Access is terminated by events reasonably out of control by CDL as provided in connection with the foregoing or under Section 12(g), CDL shall have no further liability or obligations, and this Agreement will terminate as provided under Section 11 subject to the obligations recited therein. However, if CDL intentionally, actively and directly ceases Access for a SUBSCRIBER through no SUBSCRIBER fault, CDL shall refund a pro-rata portion of the Fees paid by SUBSCRIBER based on the remaining period in the Term of Access. Termination may occur as provided under Section 11.

8. MARKETING PRACTICES.
The SUBSCRIBER shall: a) avoid deceptive, misleading, or unethical practices that may be detrimental to CDL or the Program or CDL Property; b) not make any representations, warranties or guarantees to any third party or entity on behalf of CDL, concerning the Program, and its operation, usefulness or performance; c) assume all costs, expenses, liabilities and responsibilities for the information and data, including Criteria Data, input to the Format; d) assume all costs, expenses, liabilities and responsibilities in connection with any use, analysis, reliance, accuracy or guarantee of the Report; and e) comply with all applicable federal, state and local country laws, Internet laws and regulations and international treaties and pacts with respect to the subject matter of this Agreement.

9. TECHNICAL SUPPORT.
CDL shall not be obligated to provide maintenance, technical support, updates, error corrections, new versions or releases of the Program. However, the SUBSCRIBER will promptly provide CDL with notice of problems with the Program.
10. INDEMNITY/WARRANTIES/DISCLAIMERS/LIMITATION OF LIABILITY.
a) The SUBSCRIBER shall indemnify and hold CDL harmless from and against all claims, costs, liabilities, damages, and judgments (including reasonable attorney’s fees and court costs) that CDL may suffer or incur arising out of third party (including SUBSCRIBER truck drivers) claims due to the: (i) SUBSCRIBER’s use and/or reliance, in any manner, on the Report in connection with any business activity; (ii) SUBSCRIBER’s non-compliance with the conditions under Section 8; (iii) SUBSCRIBER’s unauthorized use, copying, modification, alteration of or unauthorized combination of materials, items, software or components with the Program or Format or CDL Property; (iv) SUBSCRIBER’s infringement, misuse or unauthorized use of CDL Property; (v)  SUBSCRIBER’s business arrangements with any third party in connection with this Agreement or the Program, Format or Report; (vi) Client Data, which SUBSCRIBER edits, inputs and modifies; (vii) Client Data manipulation or processing that generates inaccurate, erroneous, corrupted or missing SUBSCRIBER Data, whether or not included in a Report; or (viii) truck driver’s negligence, fraud, illegal activity or any other act or omission under any theory of tort or contract..
b) CDL does not warrant that the Program will be substantially free from operational errors and performance problems; however, CDL shall use reasonable efforts to remedy or fix problems or errors, at its expense, if errors or problems, which are caused directly by CDL, are discovered during the Term of Access and CDL is timely advised of any problems or errors in connection with the Program, Format or Online-Editor. Notwithstanding the foregoing, CDL shall not be obligated to cure any problem or error in connection with the Program, Format or Online – Editor. The foregoing shall be the sole and exclusive remedy available to the SUBSCRIBER with respect to the Program, Format and Online-Editor.
c) The SUBSCRIBER assumes full responsibility and liability for the accuracy and reliability of any Criteria Data, which the SUBSCRIBER inputs, in connection with the Program or Format and/or is manipulated with the Online-Editor.
d) CDL shall not be responsible for or liable for any data loss, corruption or erasure of SUBSCRIBER Data or any third-party data accessed or used by the Program or populating the Format and CDL shall not be responsible for any data or information that is obtained directly from any other sources. The SUBSCRIBER acknowledges that CDL is not responsible for any errors or omissions in such data or information. Further, CDL shall not be responsible for or assume any liability for any engagement or non-engagement of a truck driver by SUBSCRIBER; and further assumes no liability with respect to the arrangement with or payment to truck driver by SUBSCRIBER regardless of whether the Criteria Data has actually been met by the truck driver.
e) EXCEPT FOR THE WARRANTIES EXPRESSLY STATED HEREIN, THE ACCESS AND/OR USE OF THE PROGRAM, AND FORMAT, AND ASSOCIATED CDL PROPERTY, ARE PROVIDED “AS IS,” AND THERE ARE NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, USABILITY OR RELIABILITY OF ANY REPORT GENERATED FOR ANY PURPOSES, INCLUDING THE ACCURACY OF THE INFORMATION OR DATA SUPPLIED BY THE TRUCK DRIVER OR THAT THE TRUCK DRIVER MEETS THE CRITERIA DATA, OR NON-INFRINGEMENT. THE SUBSCRIBER ASSUMES ALL LIABILITIES, RESPONSIBILITIES AND OBLIGATIONS WITH RESPECT TO ANY RELIANCE ON THE PROGRAM, FORMATS, OR REPORTS OR ACCURACY OF THE TRUCK DRIVER DATA OR CRITERIA DATA; AND ACKNOWLEDGES THAT THE PROGRAM, FORMATS, AND REPORTS, AND CONTENTS THEREOF, ARE ONLY FOR REFERENCE PURPOSES AND ARE SIMPLY A SINGLE TOOL TO BE USED IN AN EVALUATING THE POSSIBILITY OF HIRING THE TRUCK DRIVER; AND ARE NOT TO BE RELIED UPON, SOLELY, WITH RESPECT TO ANY BUSINESS DECISIONS OR TREATMENT ACTIONS OR ACTIVITY IN CONNECTION WITH THE ENGAGING, USE OR TERMINATING OF THE TRUCK DRIVER. ANY CRITERIA DATA INPUT IS THE SOLE RESPONSIBILITY OF THE SUBSCRIBER, AND THE SUBSCRIBER ASSUMES THE ENTIRE LIABILITY FOR THE ACCURACY AND RELIABILITY OF ANY CRITERIA DATA OR REPORT GENERATED THEREFROM, AND CDL MAKES NO WARRANTIES OR REPRESENTATIONS WITH RESPECT TO THE FOREGOING. CDL SHALL NOT WARRANT THAT THE ACCESS AND/OR USE OF THE PROGRAM WILL BE UNINTERRUPTED OR REMAIN AVAILABLE THROUGHOUT THE TERM OF ACCESS. CDL MAKES NO WARRANTIES AS TO ANY GOVERNMENT PROVIDED DATA OR INFORMATION. FURTHER, CDL SHALL HAVE NO OBLIGATION OR LIABILITY IN CONNECTION WITH THE STORAGE OR RETRIEVAL OF ANY TRUCK DRIVER DATA OR THE INTEGRITY OR ACCURACY OF THE DATA SO STORED OR RETRIEVED. ADDITIONALLY, CDL EMPLOYEES, CONSULTANTS, REPRESENTATIVES OR CONTRIBUTORS SHALL NOT BE AUTHORIZED TO GIVE ADVICE, INTERPRETATION, EXPLANATION OR ANALYSIS OF ANY REPORT GENERATED NOR MAY THE SUBSCRIBER RELY OR USE SUCH ADVICE IF SO GIVEN FOR ANY PURPOSE.
f) CDL’S ENTIRE LIABILITY FOR ANY CLAIM FOR ANY KIND OF LOSS OR DAMAGE ARISING OUT OF, IN CONNECTION WITH OR RESULTING FROM THIS AGREEMENT, OR ANY BREACH HEREOF, OR FROM THE ACCESS, PROGRAM, FORMAT OR CDL PROPERTY OR REPORT SHALL BE LIMITED TO ACTUAL AND PROVABLE DAMAGES UP TO THE AMOUNTS OF MONEY PAID HEREUNDER SHALL BE EQUAL UP TO AND NOT EXCEED THREE (3) MONTHS OF SUBSCRIPTION FEE AMOUNTS WHEREIN THE ACTUAL DAMAGES AWARDED SHALL BE PRO-RATED COMMENSURATE WITH THE UNUSED PORTION OF THE REMAINING TERM OF ACCESS, AND IN NO EVENT, SHALL CDL’S ENTIRE LIABILITY EXCEED ANY AMOUNTS PAID HEREUNDER BY THE SUBSCRIBER TO CDL PRO-RATED AS PROVIDED HEREIN, AND NO OTHER DAMAGES ARE AVAILABLE. EXCEPT WHERE OTHERWISE RECITED AND WITH RESPECT TO CDL PROPERTY. IN NO EVENT, WHETHER AS A RESULT OF BREACH OF THIS AGREEMENT, BREACH OF WARRANTY OR ANY ACT OF NEGLIGENCE OR THE POSSESSION, USE, ACCESS OR OPERATION OF THE PROGRAM, FORMAT, REPORT OR THE SUBJECT MATTER HEREIN, CRITERIA DATA OR ANY OTHER CLAIMS MADE IN CONNECTION WITH THIS AGREEMENT, SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY CONSEQUENTIAL, SPECIAL, PUNITIVE OR INCIDENTAL DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES ASSOCIATED WITH OR ARISING FROM LOSS OF PROFIT OR REVENUES. SOME STATES DO NOT ALLOW SUCH LIMITATION, AND IN THAT EVENT THIS SECTION SHALL BE MODIFIED TO COMPORT WITH THAT PARTICULAR STATE’S REGULATORY STATUTE. THE ABOVE REMEDIES ARE THE ENTIRE REMEDIES AVAILABLE FOR THE BREACH OF ANY WARRANTY PROVIDED HEREIN OR THIS AGREEMENT.

11. TERMINATION.
a) The SUBSCRIBER may, at any time and without cause, terminate this Agreement with thirty (30) days written notice.
b) If the SUBSCRIBER breaches the Agreement by failing to pay in-full to CDL any moneys due and owing hereunder; or if either party materially defaults in the performance of its obligations hereunder, or otherwise breaches this Agreement, the breaching party shall correct such breach within thirty (30) days after written notice from the non-breaching party. If any such breach is not remedied within such thirty (30)-day period, then the non-breaching party, at its option, may terminate this Agreement by giving final written notice to the other party.
c) Upon any termination of this Agreement, the following shall occur: i) all rights granted to the SUBSCRIBER hereunder, shall immediately terminate; ii) the SUBSCRIBER shall immediately, at the option of CDL, delete, with written confirmation, or return, any CDL Property in the SUBSCRIBER’s possession or control to CDL; and (iii) the SUBSCRIBER’s Access will immediately cease. The SUBSCRIBER acknowledges that any monies paid hereunder are not refundable for any type of termination hereunder, except as recited in Section 7.

12. OTHER.
a) The parties hereto are independent contractors with respect to each other. Each party is not and shall not be deemed to be an employee, agent, partner or legal representative of the other for any purpose and shall not have any right, power or authority to create any obligation or responsibility on behalf of the other.
b) This Agreement, and with respect to payment amounts and Subscription Tiers as recited on the Program’s associated website: ___________ and any other attachments added from time to time throughout the Term, constitute the entire and complete agreement between the parties with respect to the subject matter hereof, and supersedes any and all prior or contemporaneous oral or written understandings or agreements, including but not limited to the SUBSCRIBER purchase order terms and conditions, concerning the subject matter hereof. .
c) All amendments or modifications of this Agreement shall be binding upon the parties so long as the same shall be in writing and executed by each of the parties hereto.
d) No waiver of any provision of this Agreement or any rights or obligations of either party hereunder shall be effective, except pursuant to a written instrument signed by the party waiving compliance, and any such waiver shall be effective only in the specific instance and for the specific purpose stated in such writing. The provisions of this Agreement are severable; and if any provision shall be deemed invalid or unenforceable, the applicability or validity of any other provision of this Agreement shall not be affected, and this Agreement shall be construed as if such invalid or unenforceable provisions are not contained in this Agreement
e) The SUBSCRIBER shall comply with U.S. laws and regulations, and Internet laws and regulations in connection with truck driving and the provisions of truck driver information and data.
f) The SUBSCRIBER shall not, without the prior written consent of CDL, assign or delegate this Agreement, or any rights or duties hereunder, directly, indirectly, by operation of law, or otherwise to any third party. In the event of any permitted assignment hereunder, the assignee shall accept, without modification, in its entirety all the terms and obligations recited herein.
g) Neither party shall be deemed to have breached this Agreement by reason of delay or failure in performance or force majeure resulting from causes beyond the control, and without the fault or negligence, of the party. Such causes include, but may not be limited to, an act of God, an act of war, riot, epidemic, fire, flood or other disaster; or as a result of suppliers unavailability, where no equivalent, alternate suppliers are available; or hosting or server unavailability, where no equivalent alternate host or server are available; or any other failure of data communication, transmission or reception functions, which is beyond the reasonable control of a party. This Agreement shall remain in effect unless such delay or failure persists for sixty (60) consecutive days and there is no foreseeable remedy or cure available in which case this Agreement shall terminate as provided under Section 11.
h) The following sections, as appropriate, shall survive termination of this Agreement: Sections 5, 8, 10, 11 and 12.
i) In the event of a dispute, prior to any formal action being taken, the parties shall try and resolve this dispute at the executive level within thirty (30) days following receipt of written notice that a dispute exists. If such dispute is not resolved within such thirty (30) days, then the parties may resort to formal legal action as provided under Section 12(j).
j) This Agreement shall be governed by the laws of the State of Kansas applicable to contracts entered into and to be performed entirely within the State of Kansas, without regard to the principles of conflicts of law, and if a claim or controversy arises, such claim or controversy shall be brought in a court of competent jurisdiction court of the State of Kansas. CDL shall be entitled to seek all available legal and equitable remedies available. With regard to any claims hereunder for damages, the prevailing party shall also be entitled to reasonable attorney’s fees and court costs. All limitations of liability as recited herein shall apply to any award. Further, CDL or the SUBSCRIBER may proceed to any court of competent jurisdiction to obtain immediate injunctive relief with regard to protecting any intellectual property or confidential and proprietary information.
k) This Agreement may be executed in one or more counterparts, each of which shall be deemed to be a duplicate original, but all of which, taken together, shall be deemed to constitute a single instrument.