uShip User Agreement
The legal entity You are entering into this Agreement with is uShip, Inc., 205 Brazos, Austin, TX 78701, if you reside in the United States. If you reside anywhere outside of the United States then the entity in which You are legally entering into this Agreement with is uShip Europe B.V., Rokin 75, 1012 KL, Amsterdam, NL.
1. License and Acceptable Use. The uShip Services contain copyrighted material, inventions, know how, potential patentable business method material, design logos, phrases, names, logos or applications and code ("Intellectual Property Content") all of which, unless otherwise indicated and/or provided pursuant to a third party license, are our sole property and we retain all appurtenant rights, interests and title thereto. We also claim ownership rights under the copyright and trademark laws with regard to the "look", "feel", "appearance" and "graphic function" of our Services including but not limited to its color combinations, sounds, layouts and designs. You agree and acknowledge that your use of the uShip Services does not confer upon You any license or permission to use our (or any third party's) Intellectual Property Content. You shall not reproduce, modify, display, sell, or distribute the Intellectual Property Content, or use it in any other way for public or commercial purpose. All other trademarks, service marks and copyrights are held by their rightful owners.
uShip grants to you a non-exclusive, non-transferable (except as permitted below), world-wide, limited license to make use of the uShip Services to which You utilize. This license does not include any resale of uShip Services, or its contents; any collection and use of any shipment listings, descriptions, or prices; any derivative use of any uShip Service or its contents; any downloading or copying of account information; or any use of data mining, robots, or similar data gathering and extraction tools. All rights not expressly granted to You in this User Agreement are reserved and retained by uShip or its licensors, suppliers, users, rightsholders, or other content providers. No uShip Service, nor any part of any uShip Service, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of uShip. You may not misuse the uShip Services. You may use the uShip Services only as permitted by law.
Shipper. A person or company that arranges to have goods shipped on their own behalf by any type of conveyance. The shipper might be the consignee (recipient of the shipment) or the consignor (sender of the shipment), or a 3rd party that is neither. On uShip shippers may be referred to as the “Shipping Customer” or “Customer”.
Transportation Service Provider (TSP). Any party, person, agent or carrier that provides freight (or passenger) transportation and related services to a shipper or agency. For the transportation of goods, this includes carriers, brokers, freight forwarder, and third party logistics providers.
Carrier. A person or company who provides transportation of goods (or passengers) for compensation.
Broker. A person who, for compensation, arranges, or offers to arrange, the transportation of goods by an authorized motor carrier. Motor carriers, or persons who are employees or bona fide agents of carriers, are not brokers within the meaning of this definition when they arrange or offer to arrange the transportation of shipments which they are authorized to transport and which they have accepted and legally bound themselves to transport.
3. uShip is a Neutral Venue and Digital Clearinghouse. uShip is not a Transportation Service Provider or Shipper. Our website acts as a venue where shippers and TSPs can interact and enter into agreements. uShip is not a party to any shipping agreement made between uShip members via the uShip software platform. As a result, we have no control over the quality, safety, or legal aspects of the transactions that take place on our website. uShip does not prequalify or validate the claims of TSPs including with respect to their licensure, insurance and registration, nor does uShip prequalify or validate the claims of brokers including those related to compliance with the Moving Ahead for Progress in the 21st Century Act (MAP-21). uShip does not endorse, recommend or refer any specific TSP or shipper, nor does uShip have any control or influence over actions or decisions made by users of the service. All users of the uShip platform make their own decisions and You acknowledge and agree that we are not in any way arranging transportation services on your behalf. Because we are not involved in the actual transaction between shippers and TSPs, we have no control over the accuracy of listings, the ability of TSPs to transport items, or the ability of shippers to send items. We cannot ensure the shipper or TSP will actually complete a shipment. We cannot and do not guarantee the ability of members to complete or fulfill any services booked through the uShip platform. Furthermore, due to the difficulty of individual authentication, especially on the Internet, we cannot and do not guarantee the verification of any member’s identity. Any identity verification methods we employ are strictly on a best efforts basis and should not be solely relied upon by our members. You acknowledge and agree that any and all communications, correspondence, verbal or written or by electronic means, or any warranties or representations, made with regard to the arrangement of transportation services are not provided by us and are specifically and solely between You and the other member.
4. Membership. You agree that You can form legally binding contracts under applicable law. Our Services are not available to temporarily or indefinitely suspended uShip members. You acknowledge that You are at least 18 years of age. Minors may only use our Services in conjunction with their parents or guardians. Your uShip membership may not be transferred or sold to another party. If You are registering as a business entity, you represent that You have the authority to bind the entity to this agreement. Members who engage in the transportation of goods must have a valid license to operate the vehicle they intend to use. You agree that the uShip Services are for transportation services only and that work that You provide will only involve transportation services. You agree that You will not use your participation in the uShip website as a means to sell or market any types of goods or products, unless specifically allowed by uShip.
5. Shippers. You are responsible for reading all terms, conditions and tariffs published by TSPs, and when booking shipments on uShip. You are agreeing to the TSPs terms, conditions and tariffs, and entering into a legally binding agreement with the TSP, unless the transaction is prohibited by law or by this Agreement. You acknowledge that, unless otherwise noted by the TSP, pick-up dates, delivery dates and transit times are estimates only and are not guaranteed. Cancellations may be requested by either party prior to services being rendered (see Section 11 additional details). A TSP reserves the right to inspect your shipment before accepting it, and to refuse to transport any item prohibited by this Agreement or by law. IMPORTANT: uShip does not screen or qualify TSPs for compliance with federal, state or local laws and regulations, including but not limited to broker compliance with the Moving Ahead for Progress in the 21st Century Act (MAP-21). It is recommended that You confirm such compliance directly with the TSP before services are rendered by the TSP.
6. Transportation Service Providers. You must legally be able to transport the shipments You book through uShip. You agree that it is your sole obligation to comply with all laws, rules, statutes and regulations that may apply including any and all local, state and federal licensing requirements TSPs agree that through the various products and features on uShip that they are solely responsible for all aspects of services, pricing and terms they offer the shipper. Rates, services and terms are solely provided by the TSPs and not by uShip. You understand and acknowledge that all shipment information is provided by other registered users and uShip has no control over or responsibility for the accuracy of this information. You are responsible for reading all of the shipment details and by booking shipments on uShip you are entering into a legally binding agreement to complete the services as requested by the shipper.
7. Payments. As a part of the uShip service members can make payments to one another in cases where uShip Payments is available. uShip Payments is not an escrow service and each individual member is solely in control of payments made through uShip. uShip has no control over the payments between members or the release of funds.
Shippers may be given up to three payment options at the time of booking with a TSP:
a) Full Pre-funded Payment: The shipper pre-funds their uShip account with the total shipping price. In some cases the shipper is presented with a payment code and in some cases the payment is automatically released according to the agreed upon terms.
For shipments with a payment code, when delivery is completed the customer can release payment from their account or give the payment code directly to the TSP, which is the equivalent of making a non-reversible cash payment. TSPs can only ask for the payment code after the load is delivered when being paid through uShip Payments (exception: shipments of live animals may require payment at pick-up). The shipper agrees that they will release the payment code to the TSP upon delivery of the shipment regardless of damages, delays or any other service level issue that might have occurred during transit. uShip will make commercially reasonable efforts to ensure proper disposition of funds among shippers and TSPs. 365 days after the date of booking, if commercially reasonable efforts do not result in disbursement of funds, the funds associated with the transaction(s) in question become property of uShip. If a shipper refuses to release the payment code, uShip cannot release payment without the shipper’s consent under any circumstance. It is the responsibility of both the TSP and shipper to resolve all monetary disputes, damage claims, breach of contract claims, etc. outside of uShip.
For pre-funded shipments without a payment code, You authorize uShip to release payment in accordance with the TSP’s payment terms. The funds are made available for withdrawal by the TSP’s uShip account when the payment is released or the code is submitted.
b) uShip Booking Deposit: Shippers pay a deposit in the amount of the TSP’s transaction fee (see Section 9.a.3) to the TSP through uShip. This deposit is credited to the TSP’s uShip account. The deposit amount is then deducted from the booked shipping price and the shipper pays the remaining balance directly to the TSP at the agreed upon time. This fee is non-refundable in the event of a completed shipment.
c) Payment on Terms: Some TSPs may offer some shippers the option to pay for their shipments on terms. Paying on terms allows shippers to pay for their shipment at a pre-specified duration after delivery. Shippers authorize uShip to automatically initiate payments to TSPs at the pre-specified time after delivery via the shipper’s primary payment method. If the primary and secondary payment methods fail and the TSP does not receive payment then the shipper may be subject to late payment fees assessed by the TSP. If the TSP is unable to collect through uShip then a 3rd party collection agency may be utilized to recover payment.
Payment on Terms Guarantee: The uShip Payment on Terms Guarantee automatically credits the eligible TSP’s uShip account in the event that a shipper’s payment fails. These Guarantee funds come from and are paid by uShip and not the shipper. The shipper still owes the TSP for the shipment and the shipment remains unpaid until the funds are collected. When late payments are recovered the uShip Payment on Terms Guarantee funds are debited back from the TSP’s uShip account.
d) uShip Fast Cash: The uShip Fast Cash program gives eligible TSPs the option to debit funds from uShip that are later paid back to uShip by using future credits that are made to your account. Funds debited from uShip under this program are paid by uShip and are not related to any specific shipment. Eligibility for withdrawal limits of Fast Cash is based upon a variety of factors and subject to change at any time.
e) Chargebacks and Reversed Payments: In the event that a shipper successfully charges back a credit or debit card payment or reverses any other payment type, then uShip will reverse the payment within the shipper and TSPs accounts and the shipment would then be treated as unpaid. If the TSP has already withdrawn funds then this may result in an overdrawn account and will be subject to collections per Section 9.e.4.
Unwarranted chargebacks or payment reversals initiated by uShip members are prohibited and will result in the suspension of your uShip account, and may result in uShip pursuing any and all options at its disposal to collect the withdrawn funds including, but not limited to, sending your unpaid account to a 3rd party collections agency. In the event that shipping services were not performed, all members must abide by the uShip cancellation policy described in Section 11. The uShip cancellation process ensures the integrity of the feedback system and accuracy of any refund.
There are situations where a chargeback may be warranted, such as when a member feels that their card or payment method has been charged fraudulently. Prior to any chargeback initiation, uShip must be notified by the card holder so that uShip may investigate the claim to determine if a chargeback is appropriate. A chargeback may not be filed as a replacement, or an addition to, a cancellation of a uShip transaction.
If an unwarranted chargeback of the shipper’s payment is initiated and accepted by the payment processor or other entity, uShip reserves the right to charge the TSP for any costs associated with the chargeback. If a chargeback is accepted, the TSP becomes responsible for that invoiceable amount.
8. Pricing and Price Changes. uShip does not set or control prices offered by shippers or TSPs. Quotes and offers shippers receive from TSPs are required to be all-inclusive based on the information shippers provide; however if the actual shipment characteristics are materially different than specified by the shipper and result in changes such as but not limited to equipment required, accessorial services required, all duties, customs assessments, governmental penalties and fines, taxes, and legal costs allocable to shipments, then TSPs may invoice a different amount than the original quote. For the Less-than-Truckload (LTL) Published Rate format only, fuel surcharges shown at the time of booking are those that are in effect at the time of booking and are subject to change depending on the fuel surcharge rate effective on the actual pick-up date. In the event the shipper does not list commodity classification (class), then the density of the shipment will be calculated and converted to class based on conversion chart per the National Motor Freight Classification Guide. Shippers will be notified of any price changes or new fees that are requested through uShip and uShip will charge the shipper’s payment method on file within 48 hours. In the event that a shipment is re-rated and the resulting amount due is less than the amount initially quoted and paid through uShip Payments, a uShip account credit equal to the difference between the amount initially paid and the adjusted invoice amount will be applied to the Shipper’s uShip account. Credits may be applied toward booking any other shipment within one year of the date of issuance, otherwise they will expire. Shippers should contact member support regarding refund requests, questions or concerns about their uShip account credits.
|Pounds per cubic foot (PCF)
9. Fees. You are solely responsible for paying all fees incurred by any users of your account as well as all applicable taxes. Some features on uShip require a payment method to be on file with uShip. You authorize uShip to charge any applicable fees to the payment method(s) You provide to us. uShip reserves the right to waive or change our fees, penalties, or interest at any time. We may temporarily change or suspend our fees as a promotion and such changes are effective for the promotional period described on the uShip website.
a) Basic Accounts Fees. There are no registration or subscription fees for basic shipper (personal or business), broker or carrier accounts.
- Shipper Listing/Posting Fees. uShip may collect a listing fee in order to list a shipment. The amount for such a listing fee, if any, will be displayed to members before listing any shipment.
- Shipper Service Charges. uShip may collect a Service Charge fee from the shipper at the time of booking. The amount for such a Service Charge, if any, will be displayed to the shipper before booking. This fee is non-refundable in the event of a completed shipment.
- TSP Transaction Fees. TSPs may be charged a base transaction fee (base fees may be discounted for special programs) for shipments that are booked and completed through the uShip Services. The origin, destination, category, customer type (shipper or broker), listing date, and format (auction, fixed offer price, or published rates) of a shipment determines the applicable fee according to the TSP Transaction Fee Schedule, which may change from time to time. In the event a TSP assesses additional charges than the original booked quote due to changes in the services provided, the fee will be based upon the final assessed shipping price.
b) PRO Accounts Fees. As a user of uShip PRO you are subject to subscription and transaction fees that are set forth in the uShip PRO Fee Schedule and may be discounted from time to time for special promotional programs. The features and functionality of each version or service level may be changed from time to time at uShip's discretion. If you subscribe to use a paid version of the uShip PRO service on a free-trial basis and you do not cancel the trial before the expiration then, upon the expiration of the trial period, your account will be automatically converted to a paid account and your primary payment method will be billed. Unless stated to the contrary, all charges for paid versions of the uShip PRO Commercial Service are non-refundable, even if your use of the paid version of the uShip Service is cancelled before the end of your current billing period.
c) uShip Payments and Withdrawal Fees. (Refer to Section 7 for full uShip Payment program details)
- There are no fees to receive payments via the uShip Payments program.
- Fees may apply to withdraw from uShip depending on the TSP’s selected withdrawal method.
||1-4 business days
||Free to withdraw to PayPal, fees to withdraw from PayPal vary.
||Instant (withdrawal from PayPal may take 1-3 business days)
||Activation and monthly fees waived for three months, a $15 value! It costs $2 to withdraw to your Payoneer card and is free to make purchases. Complete fee details
||Up to 2 hours
||$10.00 per check
||5-7 business days (mail transit times may vary)
d) TSP Fast Cash Fees. TSPs using the optional Fast Cash program (refer to Section 7.d) are subject to a non-refundable fee of $1.00 for every increment of $20.00 withdrawn, which will be assessed at the time in which the TSP receives the Fast Cash in their uShip account.
e) Penalty Fees.
TSP Excessive Cancellation Surcharge. See Section 11 for the cancellation policy. TSPs that have excessive cancellations at the time a shipment is booked will have a variable surcharge added to the TSP transaction fee. The TSP’s transaction fee will incur an excessive cancellation surcharge based on the TSP’s previous 12 month cancellation rate on uShip. If that rate is above 10%, the TSP receive an excessive cancellation surcharge, as shown below.
Excessive Cancellation Surcharge Schedule
||Match Fee Surcharge
||No Additional Fee
- Booking Request Acceptance Rate (BRAR) and Expiration Penalty Fees. In certain categories TSPs are able to publish their current rates, services, and terms, which are displayed to shippers. Shippers can either instantly book at the published rate or send a Booking Request to the TSP, which the TSP can accept, decline or let expire.
Acceptance Rate Guidelines and Fees:
Booking Request Acceptance Rate Penalty Table:
- Expired and declined Booking Requests will be reviewed on a bi-monthly basis to determine actual counts and a TSP’s Booking Request Acceptance Rate (BRAR). You, as a TSP, have 100% control over inaccurate quotes and expired booking requests. It is the responsibility of the TSP to ensure that proper pricing is rendering on uShip’s Services and that you respond to Booking Requests within 1 business day of receiving the request.
The BRAR metrics review period is every other week.
- A $75.00 fee will be assessed for each expired booking request.
A fee will be assessed for each declined booking request if the TSP’s BRAR is 85% or less.
- The TSP will be suspended from Published Rates for two weeks if the BRAR is 60% or less.
If the TSP is suspended three or more times within a six month period, the TSP may be subject to permanent suspension from Published Rates.
Accepted Booking Requests
(Accepted BR + Declined BR + Expired BR)
Shipper cancelled booking requests are not included in the BRAR calculation. The TSPs’ BRAR will be reviewed by uShip on a rolling 4-week period to determine performance level and/or fees incurred.
|Booking Request Acceptance Rate
||Fee Amount per Declined Booking Request
|100% - 86%
|85% - 81%
|80% - 71%
|70% - 61%
|60% - 0%
||2 week suspension
- Failed ACH Fees. If payment by bank account (ACH) is not received for any reason, a fee of $50.00 will be debited to your uShip account.
- Unpaid Balance Fees. If, for any reason, any unpaid balances have not been received or in any manner realized by uShip on matches that have been completed by You for the services and any additional services performed by You ("Unpaid Balances"), You agree to pay such Unpaid Balance immediately. If in any billing period, we are not able to collect the full Unpaid Balance from your available uShip account balance we reserve the right to charge your payment method on file for the balance(s) associated. uShip may charge your account a penalty of $15.00 if the balance owed is 30 days past due, $25.00 if the balance owed is 60 days past due, and $50.00 if the balance owed is 90 days past due.
In addition, uShip may charge interest, in the amount of 1.5% per month or fraction thereof, on any unpaid account balance that You maintain. Any partial payments made to members’ account balances will first be applied to the most recent fees owed us. If at any time after 30 days we cannot collect any fees owed to us, we may suspend or terminate your account or, at our discretion, put your account into the uShip Financial Probation Program, which allows You to continue to create offers and win business in the uShip marketplace while being subjected to a higher TSP transaction fee (increased by 20.0%) that is paid directly to us by the Shipper as a deposit prior to the shipper accepting an offer from You. This deposit reduces the money that You may collect from the Shipper by the exact amount of the deposit paid by the Shipper. If you subsequently pay off your entire balance owed to uShip, You may be removed from the uShip Financial Probation Program. uShip reserves the right to waive or change our fees, penalties, or interest at any time. uShip also reserves the right to prevent You from changing your transactional currency until You have paid all Unpaid Balances. You also agree to pay any costs of collection incurred by us with respect to any Unpaid Balance. You also consent and authorize us to in our sole discretion make appropriate reports to 3rd party credit collection agencies, credit reporting agencies, financial institutions, tax agencies and law enforcement authorities, and cooperate with them in any resulting investigation or prosecution.
10. Authorization to Credit and Debit Accounts. As a shipper or TSP, You irrevocably and expressly authorize uShip to credit any monies to the account that You have identified for uShip. You agree that it is your responsibility to maintain a valid, credit card or bank account on file with us while engaging in activity with the uShip Services. You agree that if You do not maintain a valid, credit card or bank account on file with us during any billing attempt, You may be subject to interest and penalties per Section 9.e.4. You expressly authorize uShip to withhold any monies and/or debit any monies from any account that You have identified to uShip for any chargebacks, fees, costs, deductions, adjustments and any other amounts owed to uShip. We reserve our rights to all actions and remedies in connection with any monies owed to uShip.
11. Match Cancellations and Account Credits. A cancellation may be requested by either party after a shipment is booked on uShip but before any services are performed. Cancellations should only be requested after reasonable attempts have been made to reach an agreeable solution and it is certain that the services that were booked on uShip will not be performed. When You request a cancellation, the other party will be notified and will have 72 hours to respond by either:
- accepting the cancellation and your reason;
- accepting the cancellation but providing their own reason and/or comments; or
- disputing the reason for cancellation and requesting review by uShip staff.
If your request for cancellation is accepted by the other party, the match will be canceled and the shipment can either be relisted or deleted. If your cancellation request is disputed by the other member, then the request will be sent to uShip and a determination will be made on allowing or not allowing the cancellation. If the other party does not respond within the 72 hour period, the cancellation and reason will be automatically accepted.
a) Refunds and Credits. The shipper deposit and/or the shipper Service Charge will be applied as a credit to the shipper's uShip account for all canceled shipments booked using the Booking Deposit payment method. An automatic refund for the 90% booked shipment price and a credit equal to the shipper Service Charge plus 10% of the booked shipment price will be issued for all canceled uShip Payments transactions paid by PayPal or Credit Card. In the event of a cancellation before the payment code has been released, You will receive a credit equal to your shipper Service Charge plus 10% of the booked shipment price. Credits may be applied toward booking the same or any other shipment within one year of the original cancellation date. The remaining 90% of the booked shipment price will be refunded in full. A full refund of the booked shipment price and shipper Service Charge will be issued for all canceled uShip Payments transactions paid by a bank account. A refund can only be given if the uShip Payments payment code has not been released to the TSP.
b) Excessive Cancellations. Every TSP is allowed 1 cancellation for every 10 booked shipments without penalty, with your total booked shipments always rounded up to the nearest 10. Each cancellation above this allowance is considered to be excessive, and TSPs that have excessive cancellations at the time a bid placed or offer is accepted will have a variable surcharge added to their transaction fee. The cancellation rate is equal to the total number of cancellations divided by the total number of matches, minus any special cases. The TSP’s transaction fee will incur an excess cancellation surcharge (see section 9.e.1) based on the TSP’s previous 12 month cancellation rate on uShip. Cancellations do not affect the overall feedback score or the % positive. Excessive cancellations will be displayed in the TSP’s profile. If a Brokered Load is automatically canceled because the shipper to broker transaction has been canceled, the cancellation will not be posted on the carrier’s profile or count as an excessive cancellation.
12. Mobile Application Usage. When using the Services on a mobile device and/or the uShip mobile application, you shall: (i) observe all traffic laws and otherwise drive safely; (ii) use your good personal judgment while driving, (iii) not interact with the app, unless your vehicle is stationary and legally parked; (iv) not use the Services for any illegal, unauthorized, unintended, unsafe, hazardous, or unlawful purposes.
uShip does not warrant that the mobile application will be compatible or interoperable with your mobile device or any other piece of hardware, software or equipment. Furthermore you acknowledge that compatibility and interpretability problems can cause the performance of your mobile device to diminish or fail completely, and may result in permanent damage to your mobile device, and corruption of the software of and files located on your mobile device, and uShip shall have no liability should these problems arise. You assume all responsibility and risk for the use of the uShip Services and mobile applications.
You may only access the Service using authorized means. It is your responsibility to check to ensure you download the correct application for your device. uShip is not liable if you do not have a compatible mobile device or if you download the wrong version of the application for your mobile device. uShip reserves the right to terminate the Service and the use of the application should you be using the Service or application with an incompatible or unauthorized device. You will comply with all applicable law from your home nation, the country, state and/or city in which you are present while using the application or Service.
13. Bills of Lading. For certain shipments and for the convenience of the parties, uShip generates an electronic and printable bill of lading utilizing the booking information provided by both parties for your use in tendering the shipment. The bill of lading issued in connection with each shipment is non-negotiable and shall be deemed, conclusively, to have been prepared by You, the shipper. The parties agree that uShip does not issue the bill of lading and that uShip is not a party to the bill of lading. For certain TSPs, a failure by the shipper to provide the bill of lading generated via uShip to the selected TSP may result in the loss of the quoted rate. If the shipper makes changes to a shipment after booking, then the shipper is required to either make changes to the bill of lading or cancel the shipment and rebook with current information. TSPs shall have no obligation to honor rate quotes in any of the following instances: any alteration of the bill of lading, or tendering of shipments to any carrier other than the selected TSP, or the use of a bill of lading not generated via the uShip platform. These terms and conditions apply when using the Standard Bill of Lading available on uShip: Standard Bill of Lading Terms and Conditions.
14. Carrier Cargo Claims and Carrier Limitations of Liability. As a neutral venue, uShip does not set terms specific to carrier cargo liability. Except where otherwise provided by the carrier via the uShip platform, the carrier liability for any cargo damage, loss, or theft from any cause shall be determined under the presiding, applicable law. All cargo claims should be submitted immediately by the shipper to the selected TSP to help ensure timely resolution, and uShip shall have no liability or responsibility for same. The shipper may not offset freight or other charges against claims for any loss, damage, mis-delivery, or non-delivery. Where provided by the carrier through uShip, the liability for cargo loss offered will be determined by individual carrier’s governing General Rules Tariff or terms and conditions in effect at the time of shipment. If a shipment contains freight with a pre-determined exception value, as determined by the selected carrier, the maximum exception liability will override the otherwise standard liability for cargo loss. The maximum amount that a shipper may recover on a cargo claim will be that which is recoverable under the carrier’s published liability limits and/or tariffs. The shipper agrees that by booking a shipment on uShip they have been afforded a choice of reasonable liability rates for the protection of all freight shipped, and has voluntarily chosen the released rates and limits published by carriers through the platform.
15. uShip Cargo Insurance. On certain shipments shippers may have the option to purchase the uShip Cargo Insurance coverage offered by Lloyd’s of London through Roanoke and McGriff, Seibels & Williams. By accepting and/or purchasing uShip Cargo Insurance during the booking process, You agree to the terms and conditions under the uShip Cargo Insurance Policy, acknowledge that You understand certain policy restrictions apply including policy claim limits, exclusions on certain commodities and exclusions on shipments entering/leaving certain countries, and agree that uShip Cargo Insurance may be included in the total price at the time of booking. You further acknowledge that, if You do not opt out of uShip Cargo Insurance, You give us the permission to submit any necessary information You provide us to the third party insurance provider. You further agree to follow the insurance claims process detailed in the policy and acknowledge that uShip cargo insurance, if purchased, is non-refundable except in the case of a completed cancellation. uShip has no responsibility, liability or involvement in the issue of insurance, the denial of insurance, or in the payment of claims. Summary of policy details can be found here: uShip Cargo Insurance Policy Summary
16. Information You Submit. You solely are responsible for any information You provide to us or other users in the registration, shipping, transportation process, or any other use of our Services. Your personal information and any shipment listings must be true, legal, accurate, and non-fraudulent. You authorize uShip to use the information You supply to us in connection with our Services and in accordance with this Agreement. You acknowledge and agree that our Services act as a passive conduit for any and all communication and/or distribution of information. We have no control, editorial or otherwise, over any communication, information, and specifically, over the content of such communication or information. We do not and will not ensure the accuracy or reliability of such communication or information nor will we act as a monitor over the content of such communication for information. However, we do reserve the absolute right to remove or restrict any communication or information that You may post to the uShip Services that is in violation of this Agreement, illegal, threatening, or lewd. You assume legal responsibility for all damages incurred as a result of any of your online communication or distribution of information.
Furthermore, You expressly represent and warrant the following: (1) You are the owner, with all appurtenant rights thereto, of any and all communication, content and/or information that You post on the uShip Services, or; (2) You are the legitimate and rightful grantee of a worldwide, royalty free, perpetual, irrevocable, sub-licensable, non-exclusive license to use, distribute, reproduce and distribute such communication, content and/or information. To only that extent to allow us to use your communication, content and/or information and not violate your rights in the same, You grant to us a royalty free, transferable, worldwide, perpetual, irrevocable, sub-licensable, non-exclusive license to exercise the copyright, publicity and database rights that You have in your communication, content and/or information. You further represent and warrant that any and all of your online communication, content and/or information:
- Will not violate any international, federal or state law, regulation, rule, or statute;
- Will not violate the terms of this Agreement;
- Will not infringe any third party's intellectual property rights including but not limited to copyright, patent or trademark rights;
- Will not contain obscene, lewd, or suggestive content and under no circumstances will it contain pornography;
- Will not be libelous, threatening, harassing or defamatory. This specifically includes making legal claims of any sort about uShip employees, agents, other members, or any of the uShip Services;
- Will not knowingly contain any computer hardware or software, viruses, trojan horses, worms, or any other computer programming that may interfere with the operation of our Services, operation of any of our systems, and/or create or impose a large burden or load on our Services;
- Will not scan or test the vulnerability or security of our Services or the system within which our Services operate;
- Will not be used for commercial or public purposes outside of the requirements of this Agreement;
- Will not knowingly create liability for uShip through your use of uShip’s Services;
- Will not frame or link to our Services without our written permission; and
- Will not knowingly involve the upload, or insertion of, any programming language or code into or onto our Services.
a) uShip Member Moderation. The uShip Services are self-policed by uShip members via a flagging system that is used to communicate the policies of the uShip User Agreement and Flagging Policies. A registered user who receives a red flag on three separate occasions is subject to suspension of their account. uShip reserves the right to edit, amend, or delete any information posted on the uShip Services if, in the sole opinion of uShip, that it is in violation of any policy or the Community Rules and Guidelines.
b) Information Posted Publicly. Unless otherwise indicated, shipping transaction activity on uShip is intended to be made public, and You are authorizing uShip to use or repurpose this information within the scope of the uShip Services and this Agreement, including in a user identifiable manner. In order to maintain the safety, security and integrity of the uShip Service, You may not provide contact information to other members prior to booking.
17. Prohibited Activities. uShip may suspend or remove your account if we suspect that You have engaged in prohibited activities in connection with our Services. uShip reserves the right to edit, amend, or delete any prohibited or malicious content that members submit on our Services. Members may not manipulate or attempt to manipulate other member’s uShip accounts. Other prohibited activities include but are not limited to:
- Requesting payment from another uShip member via instant cash transfer services (non-bank, point-to-point cash transfer services such as Western Union or Moneygram);
- Improperly influencing in any manner, or cause another to, improperly influence or manipulate in any manner the feedback of the member;
- Posting and/or copying and pasting the content of a member feedback review from the uShip Services to your own personal or business website, to any other third party website and/or on any of your own personal, business or third party marketing/advertising materials regardless of the form;
- Attempting to gain feedback by receiving multiple feedback from the same member (members may only leave one feedback, whether positive, neutral, or negative, to any other member, regardless of the number of matches that the two parties complete with each other);
- Posting or attempting to post, in any manner or by any means, a feedback review on your own account;
- Asking shippers to pay off-site through another form of payment when they have already paid through uShip Payments.
- Changing, or in any way attempting to collect from members, as an additional charge to the total amount agreed upon for the services, the uShip Transaction Fee, or;
- Charging members a higher price (including taxes, service charges, or any other fees) than that which was agreed upon on uShip (provided that the shipment was as described on uShip). The booked shipment price must include ANY and ALL charges, including any taxes, fees, etc.;
- Representing or communicating to members that You are to collect the uShip Transaction Fee;
- Causing another person or entity to engage in any conduct, act or behavior intended or designed to circumvent or avoid, in any manner, our right to the uShip Transaction Fee;
- Entering into any transaction, letter of intent or memorandum of understanding, written or verbal, formal or informal agreement, with a member, that circumvents or avoids our right to a Transaction Fee;
- Communicating or corresponding, whether by written, verbal, or electronic means, with a member, for the purpose of entering into an agreement or transaction that circumvents or avoids our right to a Transaction Fee;
- Entering personal contact information, such as but not limited to: website addresses, fax numbers, phone numbers or email addresses;
- Using personal contact information, such as but not limited to: website addresses, fax numbers, phone numbers, or email addresses, obtained through the uShip site to offer to deliver a listed shipment off-site or to offer a shipment for delivery off-site.
18. Right to Suspend or Remove Members and Reinstatement. We reserve the absolute right to reject or suspend your participation, or remove You from your current participation, with the uShip Services at any time and for any reason or for no reason and without notice to You. An event that may result in the suspension or removal of your participation can include but is not limited to: any circumvention of the uShip Services by You or by others at your direction; your creation, maintenance and/or management of more than one account; your circumvention or non-payment in full of our fees; any attempt by You to improperly influence, or cause another to, improperly influence the feedback of members; any attempt by You to harass, or cause another to harass, or commit inappropriate communications with a member and/or a failure to deliver the promised services on time; any attempt by You to harass, or cause another to harass, or commit inappropriate communications with one of employees, agents, or partners; or our knowledge of criminal convictions which we deem to be of risk to the uShip community.
Upon your removal or suspension from the uShip Services You may petition for reinstatement. Your petition for reinstatement must include a written statement as to why You should be reinstated and an acknowledgement and understanding of previous violations. Your petition will be reviewed at our discretion and any determination as to your reinstatement will be based on our sole judgment. Your submission of a petition does not, in any manner, guarantee that You will be reinstated and we specifically disclaim any and all representations with respect to such guarantee. We will contact You as to our decision to reinstate You. We are not obligated to give You any reason or basis as to our decision. You understand that any decision as to reinstatement may be a simple, yes or no. All decisions are final.
19. Feedback. For each uShip transaction, the shipper and TSP are allowed to rate each other by leaving feedback for one another. Feedback consists of leaving one rating (positive, negative or neutral), along with a short comment about your experience as well as star ratings based upon specific components of a TSP’s service. You acknowledge that your feedback consists of comments left by other uShip members and a composite feedback number compiled by uShip. You agree that You will not use your uShip feedback in any venue other than uShip. Members should always use caution and good judgment when leaving feedback for another member because, members could be held legally responsible for damages to a member's reputation if a court were to find that the remarks constitute libel or defamation. Under federal law (the Communications Decency Act), because uShip does not censor feedback or investigate it for accuracy, uShip is not legally responsible for the remarks that members post, even if those remarks are defamatory. However, this law does not protect the person who leaves the feedback from responsibility for it.
a) Feedback Calculations. Feedback scores are calculated when another member gives You a +1, 0, -1 score. Each member's overall feedback score is the difference between the number of members who left a positive rating and the number of members who left a negative rating. When a member leaves more than one of a particular type of feedback, for example three positive ratings for another member (for three different transactions), the other member's score only increases by +1. While the score is only increased by +1, each of the comments are made available for the community to read in the profile section. A member can only influence another member's feedback score by one positive, one negative or one neutral rating. For example, if You leave 3 positives and a negative, only one of the positives and one of the negatives will count against the score, netting to provide a score of 0.
b) Resolving Feedback Disputes. To maintain the integrity of the feedback system, feedback left for a member is a permanent part of that member's profile. Generally, feedback comments cannot be edited at a later date. Members should resolve any misunderstandings prior to leaving feedback, as most misunderstandings can and are resolved quickly through direct communication. There may be times when You are unhappy with, disagree with, or regret feedback that You left for another member, or that may have been left for You. If You have a disagreement over feedback that has been left, You have the following options to respond:
- Reply to Feedback Received. Share your side of the story by responding to any comment that has been left for you. Your response will be shown directly below the comment left by the other uShip member.
- Mutual Feedback Withdrawal. If both members are able to resolve a problem after feedback has been left, You can mutually agree to withdraw the feedback rating and comment. Both members must agree, and feedback will be withdrawn at the same time upon confirmation of the request by both members.
- Feedback Comment Withdrawal. uShip will remove individual feedback comments only in very rare circumstances, such as but not limited to, when they violate certain uShip policies and instances when uShip receives a valid court order to remove feedback.
20. Dispute Resolution. Disputes between You and uShip regarding our Services should be reported to uShip Member Support. We will attempt to resolve any disputes You have with us. Because we are a neutral venue, we are not responsible for resolving any disputes between You and members regarding services. If You report a dispute to uShip, we will make reasonable efforts to help both parties communicate; however, all disputes must be resolved directly between You and the other party. Therefore, if we are contacted by a member who claims to have a dispute with You regarding transactions completed on uShip and they request your contact information (including but not limited to any of your provided phone numbers and/or addresses) to settle the dispute, You expressly authorize us to release your provided contact information to the uShip member and You agree to release us from any and all liability associated therewith. We encourage You to report all member-to-member disputes to law enforcement officials, or a certified mediation or arbitration entity. When appropriate, we also encourage you to report disputes involving fraud, theft, or other criminal activity to the appropriate law enforcement agencies.
21. Prohibited and Restricted Items. You may not list any shipment on our site that violates any applicable law, statute, ordinance, regulation or prohibited items. Prohibited items are hazardous or dangerous goods that may pose a danger to health, safety, or property while being transported (such as explosives, radioactive materials, flammable gases and solids, and toxic substances). Hazardous goods that cannot be shipped through the mail or commercial carrier are not allowed on uShip. The few hazardous materials that lawfully may be transported under certain conditions (if they are properly packaged and labeled) may be listed on uShip - provided that the listing contains a clear notice of the hazardous nature of the material and a description of the planned method of shipping that complies with the law. For details on particular hazardous substances and transportation requirements in the US, see the U.S. Postal Service Publication 52. For details on particular hazardous substances and transportation requirements outside of the U.S., please consult your local postal authority and/or regulatory agency. Restricted Items: Prohibited regulated or perishable goods. These are items considered restricted or perishable by the U.S. Postal Service which generally do not pose a danger to health, safety, or property while being transported, but their transport is regulated or banned for public policy reasons. Generally, restricted or perishable items that can lawfully be transported by mail or commercial carrier are permitted on uShip (see U.S. Postal Service Publication 52 for additional details). Full responsibility rests with the consigner to comply with all postal and non-postal laws and regulations that relate to the mailing of hazardous, restricted and perishable material. Anyone who sends, or causes to be sent, a non-mailable or improperly packaged hazardous material can be subject to legal penalties (i.e., fines and/or imprisonment), including but not limited to those specified in 18 U.S.C.
22. (U.S. Only) Household Goods Shipments. The Federal Motor Carrier Safety Administration (FMCSA), part of the U.S. Department of Transportation, administers laws and regulations for the protection of shippers of household goods. Your TSP is required by the FMCSA to provide You with certain information pertaining to a household goods move. You can determine the FMCSA registration and safety status of your TSP at www.fmcsa.dot.gov and review the FMCSA regulations for household goods moves as well as other helpful information at www.protectyourmove.gov.
23. (U.S. Only) Non-household Goods Shipments. The Federal Motor Carrier Safety Administration, part of the U.S. Department of Transportation, required that all TSPs handling interstate shipments register with it and provide certain information. You can determine the registration and safety statutes of your TSP at www.fmcsa.dot.gov. Certain transportation services may involve movements only within one state. A number of states have statutes and regulations pertaining to such intrastate transportation. We suggest You check with your state Department of Transportation if your service is entirely within one state.
24. No Agency. You hereby agree and acknowledge that your execution of this Agreement, your provision of services and/or your use of the uShip Services, does not confer or imply any contractor (independent or otherwise), agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship with us and furthermore that no affiliation, association or connection exists between You and uShip.
25. Release. Should you have a dispute with one or more uShip users, You release uShip, Inc., its officers, directors, agents, and employees from all claims, demands and damages (actual and consequential) of any kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
26. Confidentiality/Non-Disclosure. As a result of the performance of this Agreement and whether due to any intentional or negligent act or omission, we may disclose to You or You may otherwise learn of or discover, our documents, business practices, object code, source code, management styles, day-to-day business operations, capabilities, systems, current and future strategies, marketing information, financial information, software, technologies, processes, procedures, methods and applications, or other aspects of our business ("Our Information"). You hereby agree and acknowledge that any and all of our information is confidential and shall be our sole and exclusive intellectual property and proprietary information. You agree to use Our Information only for the specific purposes as allowed by the performance of this Agreement. Any disclosure of Our Information to a third party specifically including a direct competitor is strictly prohibited and will be vigorously challenged in a court of law. All obligations contained herein shall survive the termination of this Agreement. Furthermore, You acknowledge that our information is proprietary, confidential and extremely valuable to us, and that we would be materially damaged by your disclosure of Our Information. You acknowledge and agree that monetary damages provide an insufficient remedy for the breach of this confidentiality obligation, and that we shall be entitled to injunctive relief.
27. Taxes. You are solely responsible for any and all taxes, levies, charges and fees incurred or that may be payable to any taxing authority in connection with the transactions hereunder, other than any income tax incurred by uShip. All fees stated for use our Services are net of any applicable taxes.
28. Record Keeping/Audit. uShip reserves the right to keep all records of any and all transactions and communications between You and other members for administration purposes in accordance with all applicable laws and regulations.
29. Non-solicitation. During the term of this Agreement You shall not solicit to hire nor hire our employees of whom You become aware of through the performance of this Agreement. Furthermore, You shall not otherwise interfere with any of uShip’s other business relationships including but not limited to those with other uShip members. Specifically, You shall not knowingly, directly or indirectly, solicit or attempt to solicit, divert, and/or send marketing content to any uShip member in which you initially constituted a relationship through uShip.
30. Unsolicited Idea Submission. We always want to receive messages and feedback from uShip members and welcome any comments regarding the uShip marketplace. However, uShip policy does not allow us to accept or consider ideas, suggestions, or proposals other than those we specifically request. The intent of this policy is to avoid the possibility of future misunderstandings when new functionality and features developed internally by uShip might be similar or even identical to your idea.
If You do send uShip an unsolicited suggestion, idea, or proposal, or if You send, at the request of uShip, a comment or suggestion to improve the uShip Marketplace (for example, through discussion boards or via email) (collectively, the "Submission"), uShip will consider the Submission to be non-confidential and non-proprietary. uShip shall have no obligations concerning the Submission, contractual or otherwise (including but not limited to an obligation to keep the Submission confidential), and shall not be liable for any use or disclosure of any Submission. uShip shall be entitled to unrestricted use of the Submissions for any purpose whatsoever, commercial or otherwise, without compensation to you.
31. Remedies. Remedies for use of our Services that violate this agreement include, but are not limited to, the immediate removal your shipment(s), offers, bids and/or profile, notifying our members of your actions, issuing a warning, temporarily suspending your membership, terminating your membership, and refusing to provide our Services to You.
32. Limited Liability and No Warranty. You acknowledge that we cannot guarantee the continuous operation of or access to our sites, Services, or tools including those of 3rd party solution providers. You further acknowledge that operation of and access to our sites, Services, or tools including those of 3rd party solution providers may be interfered with as a result of technical issues or numerous factors outside of our control. You agree that You are making use of our sites, Services, and tools including those of 3rd party solution providers at your own risk, and that they are being provided to You on an "AS IS" and "AS AVAILABLE" basis. Accordingly, to the extent permitted by applicable law, we exclude all express or implied warranties, terms and conditions including, but not limited to, implied warranties of merchantability, warranties of title, fitness for a particular purpose. In addition, to the extent permitted by applicable law, we are not liable, and You agree not to hold uShip responsible, for any damages or losses (including, but not limited to, loss of money, goodwill or reputation, profits, or other intangible losses or any special, indirect, or consequential damages) resulting indirectly from:
- Viruses or other malicious software obtained by accessing our Services, or tools linked to our Services including those of 3rd party solution providers;
- Glitches, bugs, errors, or inaccuracies of any kind including information and graphics obtained from or in our Services;
- The content, actions, or inactions of third parties, including items listed using our Services;
- Your need to modify practices, content, or behavior or your loss of or inability to do business, as a result of changes to this Agreement or our policies.
- Changes to the Service availability, planned or unplanned service downtime.
- Changes to any uShip products, features and Services.
Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to You.
33. Indemnity. You agree to indemnify and hold uShip and our officers, directors, agents, and employees harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your negligence, breach of this Agreement, or violation of any law or the rights of a third party.
34. Legal Compliance. You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of the uShip Service and your listing, shipping, transporting, and solicitation of offers to ship and transport items.
35. Arbitration. Any legal claim arising out of or relating to this Agreement or our services, excluding legal action taken by uShip to collect our fees and/or recover damages for, or obtain an injunction relating to, the uShip operations, intellectual property, and our Services, shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. The arbitration shall be conducted in Austin, Texas, and judgment on the arbitration award may be entered into any court having jurisdiction thereof.
36. Trademark and Domain Name Protection. The uShip Services contain trademarks, trade names, trade dress, service marks, domain names or other indicia of ownership (collectively the "Marks") owned or licensed for use by uShip. Unless otherwise agreed to in an Addendum to this Agreement, You agree that no right, property, license, permission or interest of any kind in or to the Marks is or is intended to be given or transferred to or acquired by You pursuant to the execution, performance or non-performance of this Agreement or any part thereof. You shall in no way contest or deny the validity of, our right of title to or license of use for, the Marks, and You shall not encourage or assist others directly or indirectly to do so, during the lifetime of this Agreement and thereafter. You shall not utilize the Marks in any manner that would diminish their value or harm their reputation. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of the uShip Services without express written consent. You may not use any meta tags or any other "hidden text" utilizing uShip’s name or trademarks without the express written consent of uShip. You shall not use or register any domain name that is identical to or similar to any of the Marks.
37. Security. uShip uses industry standard practices to safeguard your personal information, including firewalls and Secure Socket Layers (SSL). We utilize several different security techniques to protect data from unauthorized access, but we cannot guarantee the security of our system. We also do not guarantee uninterrupted or secure access to our system, as the operation of our Services can be interrupted by numerous factors outside of our control.
38. Governing Law. THIS AGREEMENT AND YOUR USE OF THE SERVICES SHALL BE GOVERNED BY THE LAWS OF THE STATE OF TEXAS, WITHOUT REGARD TO PRINCIPLES OF CONFLICT OF LAWS.
39. Other Terms and Conditions. You acknowledge and agree that we have the sole discretion to set forth and post additional terms and conditions for your use of the uShip Services at various places throughout the all of uShip’s Services. You agree that those additional terms and conditions shall be considered an effective amendment to this Agreement and said terms and conditions shall be incorporated herein. Furthermore, You expressly agree that if there is any conflict between those additional terms and conditions and the specific terms and conditions set forth herein, the terms and conditions set forth in those additional terms shall govern.
40. General. This Agreement may not be modified, supplemented, qualified, or interpreted by any trade usage or prior course of dealing not made a part of the Agreement by its express terms. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity of this Agreement as a whole and any such provision should be enforced by authorities, and reconstructed if need be, to apply to the maximum extent allowable under applicable law. The failure by either party to enforce at any time any of the provisions of this Agreement, to exercise any election or option provided herein, or to require at any time the performance of the other of any of the provisions herein will not in any way be construed as a waiver of such provisions. Reasonable attorneys' fees and costs will be awarded to the prevailing party in the event of litigation involving the enforcement or interpretation of this Agreement. The section headings used herein are for convenience only and shall not be given any legal import.
Last Revised Date: May 30, 2015
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