Terms of Service

1. Agreement and acceptance

These Terms of Service ("Terms") form a legal agreement between FreightVIS ("FreightVIS", "we", "us", "our") and the organisation that subscribes to or uses the FreightVIS platform, website, and related services (collectively, the "Service"). By clicking to accept, subscribing, or accessing or using the Service, you ("Customer", "you", "your") agree to these Terms. If you are entering into these Terms on behalf of an organisation, you represent that you are authorised to bind that organisation.

These Terms, together with our Privacy Policy, any applicable Order, and, where a Customer requires one, a Data Processing Addendum, form the entire agreement between the parties (the "Agreement").

The Service is intended for business customers and is not offered to consumers for personal, domestic, or household use. If you do not agree to these Terms, you must not access or use the Service.

2. Definitions

• "Authorised User" means an individual you permit to use the Service under your account (such as employees, contractors, drivers, and dispatchers).
• "Customer Data" means data, content, and information (including personal information) that you or your Authorised Users submit to, upload to, or generate within the Service.
• "Documentation" means the user guides and technical documentation we make available for the Service.
• "Fees" means the amounts payable for your Subscription and any other services.
• "Order" means the online sign-up, subscription plan, or quote describing your Subscription, Fees, and term.
• "Subscription" means your right to access and use the Service for the period specified in your Order (the "Subscription Term").

3. Description of Service

FreightVIS is a freight and logistics management platform that provides tools for job management, dispatch scheduling, fleet tracking, driver management, invoicing, compliance monitoring, analytics, and client communication. The Service is delivered as a cloud-based software-as-a-service (SaaS) application accessible via web browsers.

Subject to the Agreement and payment of Fees, we grant you a non-exclusive, non-transferable, non-sublicensable right during the Subscription Term to access and use the Service for your internal business purposes, in accordance with the Documentation and any usage limits in your Order. We may update, enhance, or modify the Service from time to time, and will not materially reduce its core functionality during a paid Subscription Term without reasonable notice. New features may be subject to additional terms or Fees.

4. Account registration & Authorised Users

To use the Service, you must register for an account and provide accurate, complete information. You are responsible for:

• Maintaining the confidentiality of your login credentials and enabling available security controls (such as multi-factor authentication)
• All activity that occurs under your account and your Authorised Users' compliance with the Agreement
• Ensuring that team members you invite comply with these Terms
• Keeping your account information up to date
• Notifying us immediately at support@freightvis.com of any suspected unauthorised access to your account

You must be at least 18 years of age to create an account. Each person should have their own individual account; sharing login credentials between multiple individuals is not permitted. You must ensure you have the necessary rights and authority (including any required consents and notices to individuals) to use their information in the Service.

5. Subscription plans & billing

5.1 Plans

The Service is offered under tiered subscription plans (Starter, Plus, and Pro). Each plan includes specific feature access and usage limits, including vehicle and driver limits, as set out in your order or quote, or available on request via the Contact page. Features marked as requiring a specific tier are not accessible on lower tiers.

5.2 Billing

Subscription Fees are billed in advance on a monthly or annual basis via Stripe. Unless stated otherwise, Fees are quoted in Australian Dollars (AUD) and are exclusive of GST and other applicable taxes. Where GST applies, you must pay the GST-exclusive amount plus GST on receipt of a valid tax invoice. You authorise us to charge your designated payment method for all applicable Fees.

5.3 Upgrades & downgrades

You may change your plan at any time from the Subscription page. Upgrades take effect immediately with prorated charges. Downgrades take effect at the start of the next billing period.

5.4 Non-payment

If payment fails, we will attempt to charge your payment method again over the following days. If payment remains unsuccessful, your account may be suspended until the outstanding balance is resolved. We will notify you before any suspension. We may charge interest on undisputed overdue amounts at the rate permitted by law.

5.5 Price changes & renewal

Unless your Order states otherwise, each Subscription renews automatically for successive periods equal to its term. We may change Fees for a renewal term by giving at least 30 days' written notice before the end of the then-current Subscription Term. To cancel before a renewal, follow the process set out in clause 17.

6. Access & subscription requirements

Access to the Service requires an active paid subscription. We do not offer a free trial. Before you subscribe, we provide documentation, product previews, and a personal walkthrough to help you make an informed decision. If you do not have an active subscription, including before subscribing, after cancellation, or following a failed payment, your account is limited to a read-only state in which you can view your existing data but cannot create or modify records.

7. Acceptable use

You agree not to:

• Use the Service for any unlawful purpose or in violation of any applicable laws.
• Attempt to gain unauthorised access to the Service, other accounts, or our systems.
• Reverse engineer, decompile, or disassemble any part of the Service.
• Use automated tools (bots, scrapers) to access the Service except via our official API
• Transmit viruses, malware, or other harmful code.
• Interfere with or disrupt the integrity or performance of the Service.
• Upload or store content that infringes on the intellectual property rights of others.
• Resell, sublicense, or redistribute the Service without our prior written consent.
• Use the Service to send unsolicited communications (spam)

Violation of these terms may result in immediate suspension or termination of your account.

8. Customer Data & Responsibilities

8.1 Ownership

You retain all rights to the data you and your team enter into the Service ("Your Data" or "Customer Data"), including job records, client information, vehicle data, invoices, timesheets, documents, and all other operational data. We do not claim ownership of Customer Data. You grant us a non-exclusive, worldwide licence to host, copy, transmit, process, and display Customer Data only as necessary to provide and support the Service, to prevent or address service or technical problems, and to comply with law.

8.2 Your responsibilities

You are responsible for: (a) the accuracy, quality, and legality of Customer Data and the means by which it was acquired; (b) obtaining all rights, consents, and authorisations necessary for us to handle Customer Data as contemplated by the Agreement; (c) providing any privacy notices required to the individuals whose information is included in Customer Data; and (d) configuring and using the Service appropriately, including settings that affect the collection of location and telematics data.

8.3 Prohibited data

Unless expressly agreed in writing, you must not submit sensitive information (as defined in the Privacy Act 1988(Cth)), payment card data outside the Service's supported payment flows, or any data the submission of which would breach law or a third party's rights.

8.4 Data protection

Our handling of personal information is described in our Privacy Policy. Where you require a data processing addendum, one is applied and incorporated into the Agreement.

9. Intellectual property

9.1 Our Service

The Service, including its design, code, features, documentation, and branding, is the intellectual property of FreightVIS and our licensors, and is protected by copyright, trademark, and other intellectual property laws. Your subscription grants you a limited, non-exclusive, non-transferable licence to use the Service for your internal business operations. Except for the rights expressly granted, no rights are transferred to you.

9.2 Feedback

If you provide suggestions, feature requests, or other feedback about the Service, you grant us a perpetual, irrevocable, royalty-free licence to use that feedback to improve the Service without obligation to you.

9.3 Aggregated & de-identified data

We may collect and use aggregated and de-identified data derived from the operation of the Service (which does not identify you or any individual) to operate, improve, and develop our products and services, and for analytics and benchmarking.

10. Service availability & support

We strive to maintain high availability of the Service. However, we do not guarantee uninterrupted or error-free operation. Planned maintenance will be scheduled during off-peak hours with advance notice where possible.

Pro tier customers receive a Service Level Agreement (SLA) with specific uptime guarantees and remedies. SLA terms are provided separately as part of the Pro tier agreement. Where an SLA applies, service credits are your sole and exclusive remedy for failure to meet the availability target, except for rights that cannot be excluded under law.

We are not liable for service interruptions caused by factors beyond our reasonable control, including internet outages, third-party service failures, natural disasters, or government actions.

11. Confidentiality

"Confidential Information" means non-public information disclosed by one party to the other that is marked or would reasonably be understood to be confidential, including the Service, pricing, Customer Data, and business information. The receiving party must (a) use Confidential Information only to perform under the Agreement; (b) protect it with at least reasonable care; and (c) not disclose it except to its personnel and advisers who need to know and are bound by confidentiality obligations.

These obligations do not apply to information that is or becomes public without breach, was lawfully known before disclosure, is independently developed, or is rightfully obtained from a third party. A party may disclose Confidential Information where required by law, provided it gives reasonable notice where lawful.

12. Warranties

Each party warrants that it has the authority to enter into the Agreement. We warrant that the Service will perform materially in accordance with the Documentation during the Subscription Term. As your exclusive remedy for breach of this warranty (subject to clause 14), we will use reasonable efforts to correct the non-conformity or, if we cannot do so within a reasonable time, either party may terminate the affected Subscription, and we will refund any prepaid Fees for the unused portion.

You warrant that you have all rights and consents necessary in respect of Customer Data and that your use of the Service complies with the Agreement and applicable law.

13. Australian Consumer Law & disclaimers

Certain rights and guarantees under the Australian Consumer Law (Schedule 2 to the Competition and Consumer Act 2010(Cth)) and similar laws cannot be excluded, restricted, or modified ("Non-Excludable Rights"). Nothing in the Agreement excludes, restricts, or modifies any Non-Excludable Right.

To the extent we are able to limit our liability for a failure to comply with a guarantee that cannot be excluded (other than guarantees under sections 51 to 53 of the Australian Consumer Law), our liability is limited, at our option, to re-supplying the services or paying the cost of re-supply.

Except for the express warranties in clause 12 and any Non-Excludable Rights, the Service is provided "as is" and "as available", and we disclaim all other warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, accuracy, and non-infringement. We do not warrant that the Service will be uninterrupted or error-free, or that location, telematics, mapping, or ETA data will be accurate or complete in all circumstances.

14. Limitation of liability

To the maximum extent permitted by Australian law, and subject to the Non-Excludable Rights:

• Neither party is liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, goodwill, anticipated savings, data, or business opportunities, however arising.
• Each party's total aggregate liability arising out of or in connection with the Agreement is limited to the total Fees you paid to us in the twelve (12) months immediately before the event giving rise to the liability.

This cap does not apply to your obligation to pay Fees, liability under the indemnities in clause 15, liability for death or personal injury caused by negligence, fraud, or wilful misconduct, or any liability that cannot be limited by law. Nothing in these Terms excludes or limits liability that cannot be excluded or limited under Australian Consumer Law.

15. Indemnities

We will defend you against any third-party claim that the Service, used in accordance with the Agreement, infringes that third party's intellectual property rights, and will indemnify you for amounts finally awarded or agreed in settlement, subject to you promptly notifying us, giving us control of the defence, and reasonable cooperation. We have no obligation for claims arising from Customer Data, your combination of the Service with other items, or use of the Service not in accordance with the Agreement.

You will indemnify us against losses arising from (a) Customer Data, including any claim that Customer Data infringes a third party's rights or breaches law, and (b) your or your Authorised Users' breach of the acceptable use provisions or unlawful use of the Service.

16. Third-party services & integrations

The Service may interoperate with third-party services (for example, Stripe for payments, Xero and MYOB for accounting, and Google Maps for mapping and geocoding). Those services are provided by third parties under their own terms, and we are not responsible for them. If you enable a third-party integration, you authorise us to exchange Customer Data with that service as necessary to provide the integration.

17. Term, termination & suspension

17.1 By you

You may cancel your subscription at any time from the Subscription page. Your access continues until the end of your current billing period. After cancellation, your account enters read-only mode. You may request permanent account deletion by contacting support@freightvis.com.

17.2 By us

We may suspend or terminate your account if you materially breach these Terms (including non-payment after notice), engage in fraudulent activity, or, where required by law, or where reasonably necessary to protect the security or integrity of the Service. Where possible, we will provide notice before suspension or termination, an opportunity to export your data, and limit the scope and duration of any suspension.

17.3 Effect of termination

Upon termination, your right to access the Service ceases, and all accrued Fees become payable. We will retain your data for 90 days to allow for reactivation or data export, after which it may be permanently deleted, subject to applicable law and any data processing addendum. Provisions that by their nature should survive termination (including accrued fees, confidentiality, intellectual property, disclaimers, limitation of liability, indemnities, and dispute resolution) will continue to apply.

18. Force majeure

Neither party is liable for delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control, including natural disasters, fire, flood, pandemic, war, civil unrest, industrial action, failure of utilities or telecommunications, or acts of government. The affected party must use reasonable efforts to mitigate the impact.

19. Dispute resolution & governing law

These Terms are governed by the laws of Australia. Any disputes arising from or relating to these Terms or the Service shall be resolved as follows:

• Informal resolution: We encourage you to contact us first at support@freightvis.com. Most issues can be resolved through direct communication.
• Mediation: If informal resolution fails, both parties agree, in good faith, to attempt to resolve the dispute (including by mediation) before initiating formal proceedings, except for urgent interlocutory relief.
• Jurisdiction: Any legal proceedings shall be brought in the courts of the relevant Australian state or territory, and both parties submit to the non-exclusive jurisdiction of those courts.

20. General

Entire agreement. The Agreement is the entire agreement between the parties on its subject matter and supersedes prior discussions and agreements. Severability. If any provision is unenforceable, it is severed, and the rest remains in effect. Waiver. A failure or delay in exercising a right does not waive it. Relationship. The parties are independent contractors; nothing creates a partnership, agency, or employment relationship.

Assignment. You may not assign or novate the Agreement without our prior written consent (not to be unreasonably withheld). Either party may assign the Agreement to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets, on notice to the other party. Subcontracting. We may use subcontractors and subprocessors to provide the Service and remain responsible for their performance. Electronic acceptance. The Agreement may be accepted electronically.

21. Changes to these Terms

We may revise these Terms from time to time. When we make material changes, we will notify you by email or by posting a prominent notice on the Service at least 14 days before the changes take effect. The "Last updated" date at the top of this page indicates when the Terms were last revised.

Your continued use of the Service after changes take effect constitutes acceptance of the revised Terms, to the extent permitted by law. If you do not agree to the changes, you should cancel your subscription before the effective date.

22. Contact

If you have questions about these Terms, contact us at:

• Email: support@freightvis.com
• Contact page: freightvis.com/contact