RXO Connect Terms and Conditions
Last updated: October 2022
Please read these Terms and Conditions (the “Terms”) carefully before using RXO Connect™ provided by RXO as Broker, as defined in the Motor Carrier Transportation Agreement executed between RXO and Carrier (the “Agreement”) and incorporated by reference and applicable to these Terms. These Terms supplement your responsibilities as a Carrier or Carrier Representative (each as defined in the Agreement). If you are not a Carrier or Carrier Representative, you may not access and use RXO Connect.
Your access to and use of RXO Connect is conditioned on your acceptance of and compliance with these Terms.
By accessing or using RXO Connect you agree to be bound by these Terms. If you disagree with any part of the Terms then you may not access and use RXO Connect.
These Terms are effective as of the date of your initial use of RXO Connect. If there is a conflict between the terms of the Agreement and these Terms, the Agreement will control. These Terms do not modify the requirements set forth in any load tender or shipper instructions, and any use of RXO Connect must comply with those instructions and the Agreement. You may use RXO Connect if you want to, but RXO does not require you to use RXO Connect.
Acknowledgement: This Agreement is between you and RXO. RXO is solely responsible for RXO Connect and the content thereof.
Scope of License: Your access and use of RXO Connect and these Terms are personal to you, and you may not transfer the license RXO has granted to you or assign these Terms to someone else.
Location Services. RXO Connect may access location services. RXO Connect stores and processes personal data that you have provided to us.
Compliance with the Law. You are required to follow all applicable federal, state, local and other laws, including traffic laws, and you agree you will not use RXO Connect in violation of any applicable laws.
Internet Connections. Certain functions of RXO Connect will require an active internet connection. RXO is not responsible for and accepts no liability for RXO Connect not working at full functionality if you do not have internet access or an adequate internet connection.
Third-Party Services. RXO is not responsible for and accepts no liability for the way you use RXO Connect. Further, when you are using RXO Connect, it is important to bear in mind that, although RXO endeavors to ensure RXO Connect is updated and correct at all times, RXO Connect does rely at least in part on third parties and third-party services to function, and RXO cannot guarantee the accuracy of such services. It is up to you to ensure the services are accurate. RXO accepts no liability for any loss, direct or indirect, you experience as a result of relying wholly on the functionality of RXO Connect.
Carrier is solely responsible for each Carrier Representative assigned an administrative role, a dispatcher role, or both, in connection with Carrier’s use of RXO Connect and for maintaining the access and rights of all Carrier Representatives. Carrier agrees to periodically validate the users with access to RXO Connect on Carrier’s behalf and to remove user access if a user or Carrier Representative is no longer a representative, agent, or employee of Carrier. Carrier is, and expressly agrees to be, fully responsible and liable for the use of RXO Connect by any Carrier Representative, even if a Carrier Representative is no longer a representative, agent, or employee of Carrier. Carrier agrees to indemnify, defend and hold RXO harmless for all claims, demands, costs, damages (including special, indirect or consequential damages), fines, penalties, losses, liabilities (including reasonable attorneys’, accountants’, and experts’ fees and disbursements and other costs of defense, investigation and settlement, costs of containment, cleanup and remediation of spills, releases or other environmental contamination, and costs of enforcement of indemnity obligations), judgments, penalties, fines and other amounts relating to or arising out of the use of RXO Connect by Carrier or a Carrier Representative regardless of whether a Carrier Representative remains a representative, agent, or employee of Carrier.
Changes. RXO is committed to ensuring that RXO Connect is as useful and efficient as possible. For that reason, RXO reserves the right to make changes to RXO Connect or to charge for its services, at any time and for any reason. RXO will not charge you for RXO Connect or its services without providing advance written notice of change in fee structure or policy.
Updates, Maintenance and Support. RXO reserves the right to update RXO Connect at any time. RXO does not warrant or represent that it will update RXO Connect, or that RXO Connect will work on all browsers or older versions of browsers. RXO may stop providing RXO Connect and may terminate use of it at any time without giving notice of termination to you. Unless RXO expressly commits or agrees in writing otherwise, upon any such termination, (a) the rights and licenses granted to you in these terms will end; and (b) you must stop using RXO Connect.
Links to Other Web Sites. RXO Connect may contain links to third-party web sites or services that are not owned or controlled by RXO. RXO has no control over, and assumes no responsibility or liability for, the content, privacy policies, or practices of any third-party web sites or services. You further acknowledge and agree that RXO will not be responsible or liable, directly or indirectly, for any damage or loss caused by or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such third-party web sites or services.
Warranty. You expressly acknowledge and agree that use of RXO Connect is at your sole risk, and that the entire risk as to satisfactory quality, performance, accuracy, and effort is with you. RXO will not have any liability for any claims, losses, damages, costs, or expenses attributable to any failure to conform, if any. To the maximum extent permitted by applicable law, RXO Connect is provided “as is” and “as available,” with all faults and without warranty of any kind, and RXO hereby disclaims all warranties and conditions with respect to RXO Connect, whether express, implied, or statutory, including, but not limited to, the implied warranties or conditions of merchantability, of satisfactory quality, of fitness for a particular purpose, of accuracy, of quiet enjoyment, and of non-infringement of third-party rights. RXO does not warrant (A) against interference with your enjoyment of RXO Connect, (B) that the functions contained in, or services performed or provided by, RXO Connect will meet your requirements, (C) that the operation of RXO Connect will be uninterrupted or error-free, or (D) that defects in RXO Connect will be corrected. No oral or written information or advice given by RXO, or its authorized representative, will create a warranty.
Limitation of Liability. To the extent not prohibited by law, in no event will RXO be liable for personal injury or any incidental, special, indirect, or consequential damages whatsoever, including, without limitation, damages for loss of profits, loss of data, business interruption, or any other commercial damages or losses, arising out of or related to your use or inability to use RXO Connect, however caused, regardless of the theory of liability (contract, tort, or otherwise) and even if RXO has been advised of the possibility of such damages. Some jurisdictions do not allow the limitation of liability for personal injury, or of incidental or consequential damages, so this limitation may not apply to you. In no event will RXO’s total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of fifty dollars ($50.00). The foregoing limitations will apply even if the above-stated remedy fails of its essential purpose.
Intellectual Property Rights. You may not send it on to anyone else, and you are not allowed to copy or modify RXO Connect, any part of RXO Connect, or RXO’s trademarks in any way. You are not allowed to attempt to extract the source code of RXO Connect, and you also must not try to translate RXO Connect into other languages, or make derivative versions. RXO Connect itself, and all the trademarks, copyright, database rights and other intellectual property rights related to it belong to RXO or its third-party licensors. In the event that a third-party claims RXO Connect or your possession and use of RXO Connect infringes on any third party’s intellectual property rights, RXO will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim.
Legal Compliance. You represent and warrant that (A) you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country; and (B) you are not listed on any U.S. Government list of prohibited or restricted parties.
Changes to the Terms. RXO reserves the right, in its sole discretion, to modify or replace these Terms at any time.
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