CarrierFleetXchange Terms of Service

1. Acceptance
Use of the FleetXchange.com website and the services available from the FleetXchange.com website (the "Service") is subject to the following Terms of Service ("TOS"). Please read the TOS carefully before using or registering for the Service, as your use of the Service will signify your assent to be bound by these terms.

2. The Service
The Service is owned and operated by AmeriQuest Transportation and Logistics Resources. ("AmeriQuest"). FleetXchange.com hosts a comprehensive listing of Internet resources for fleet professionals, in addition to opinions and reviews of services and products. The Service provides a forum for members to post their opinions and critical evaluations of products and services ("Reviews"). Additional services periodically will be added to the FleetXchange network.

3. Access and Registration
In order to use the Service, you need the equipment necessary to connect to the World Wide Web ("WWW"), and the connection necessary to access the WWW. You are responsible for any fees associated with such connection or access (such as those charged by an Internet Service Provider (ISP) or other online service). In order to submit reviews and obtain other benefits and services, you must register with FleetXchange.com. You agree you will: (a) provide accurate and complete information when prompted to do so by any registration form, and (b) maintain and update such information so it remains accurate and complete.

4. Privacy
Your privacy is important to FleetXchange.com. All information gathered from you in connection with your use of Service will be governed by the provisions of the FleetXchange.com Privacy Policy.

5. Password and Security
Upon registration, you will choose a Password. You are responsible for keeping your Password confidential. We recommend you memorize this information, and not write it down. You are responsible for all activity occurring through use of your account and/or password. You agree to immediately notify FleetXchange.com of any actual or suspected unauthorized use of your account or password. FleetXchange.com will not be responsible for any loss to you arising from your failure to comply with the above. FleetXchange.com reserves the right to disclose any password information as necessary to satisfy any applicable law, regulation, legal process or governmental request.

6. Submission of Questions, Answers, Reviews and Other Content
FleetXchange.com aims to build a community of member-generated content. You, the member, are the best resource for purchasing advice, recommendations, and opinions. You understand that all information, data, reviews, opinions, news articles, directories, guides, text, images, photographs, illustrations, graphics, logos, audio clips (collectively, "simplecontent") appearing on the Service or submitted to the Service is the responsibility of the person or entity originating such Content. By submitting Content to FleetXchange.com, you warrant that: (a) you are the owner of such Content, or have been granted all the rights necessary from the Content owner to submit such Content to FleetXchange.com, and (b) the use of such Content by FleetXchange.com will not infringe the intellectual property rights of or otherwise violate the rights of any third party. By submitting Content to FleetXchange.com: (a) you automatically grant to FleetXchange.com (or warrant that the Content owner has granted to FleetXchange.com), a nonexclusive, royalty-free license to use, modify, copy, distribute, transmit, publicly display, publicly perform, publish, adapt, create derivative works of, distribute, transfer, or sell any such Content, for any purpose whatsoever, including, without limitation, a commercial purpose, without any compensation to you; and (ii) you agree that you will not publish, submit, or display such Content to or on any other website or on-line service (except your own personal website) without FleetXchange.com's prior written consent. Consent may be requested by sending an e-mail to info@fleetxchange. All requests will be reviewed in good faith. You understand that FleetXchange.com will have the right (but under no circumstances the obligation) to screen, edit, refuse to post, or remove any Content, in whole or in part, from any publicly available portion of the Service at its sole discretion, including, but not limited to Content that violates the TOS or that is otherwise objectionable. FleetXchange.com reserves the right to disclose any Content as necessary to satisfy any applicable law, regulation, legal process or governmental request.

7. Member Conduct
You agree that you will not use the Service to:

• submit, post, upload, or otherwise transmit any Content that is defamatory, libelous, abusive, tortuous, harassing, vulgar, obscene, or otherwise indecent;
• submit, post, upload or otherwise transmit any Content that infringes or otherwise violates the rights of any third party, including without limitation privacy rights and proprietary rights;
• submit, post, upload or otherwise transmit Content that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer;
• advertise or offer to sell any goods or services for any commercial purpose;
• conduct, display, or forward surveys, contests, pyramid schemes, "spam," or chain letters;
• impersonate or otherwise misrepresent your affiliation with, any other person or entity;
• falsify or delete any attributions, legends, or other proprietary designations of the origin or source of software or other Content appearing on the Service or contained in a file that is uploaded;
• harm minors;
• stalk or harass another individual;
• collect or store personal data about other members; or
• violate any applicable local, state, federal, or international law or regulation.

8. Copyright; Restrictions on Use
All Content is protected by copyrights, trademarks, service marks, patents, or other intellectual property and proprietary rights and laws, and is owned by AmeriQuest or its licensors. You acknowledge that the Service and any underlying technology used in connection with the Service contains proprietary and confidential information owned by Neodesic. You may not copy, reproduce (except as stated below), publish, distribute, create derivative works of, sell, transfer, display, transmit, compile or collect in a database, or in any manner commercially exploit any part of the Content or the Service. You must abide by all copyright notices, information, or restrictions contained in or attached to any Content or portion of the Service. If you feel that any Content on the Service infringes your copyrights, you may contact FleetXchange.com's copyright agent at the following address:

9. Permitted Use
You may make a single copy of product reviews, articles or other portions of Content on your hard drive or in print for your own personal, non-commercial use, provided that you do not alter the Content, or remove any copyright, trademark or other proprietary notice contained in the Content. You may also e-mail a single copy of product reviews to your friends or other individuals, provided that they comply with the restrictions set forth in the preceding sentence. Any other copying, or any republication or distribution of the Content, or a portion of the Content, is expressly prohibited without the prior permission of FleetXchange.com and/or the copyright holder identified in the applicable copyright notice. Permission requests may be sent to info@fleetxchange.com.

10. Trademarks and Service Marks
AmeriQuest is a trademark of AmeriQuest Transportation and Logistics Resources. FleetXchange is a service mark of AmeriQuest Transportation and Logistics Resources. Third party trademarks, service marks, logos, and trade names appearing on the Service are the property of their respective owners.

11. Changes to Service or TOS
FleetXchange.com may modify, suspend or discontinue any portion or service of the Service at any time, with or without notice. The Service is currently accessible to members without charge, however FleetXchange.com reserves the right to charge for one or more portions of the Service in the future. (FleetXchange.com will notify you of any fees associated with any portion of the Service, and require you to subscribe to such portion of the Service, prior to charging you any fees.) Neodesic reserves the right to modify the TOS at any time. Any modifications shall be effective upon the latest posting by FleetXchange.com of the modified TOS on this page (http://www.fleetxchange.com/terms.jsp), or direct e-mail notification of the changes to you. You agree to review these TOS periodically so that you are aware of any modifications. Your continued use or membership of the Service shall be deemed as your acceptance of the modified TOS. You agree that the above-listed standards for notice of changes are reasonable.

12. Failure to Comply with TOS
You acknowledge and agree that FleetXchange.com may suspend or terminate your membership account and/or deny you access to, use of, or submission of Content for, all or part of the Service, without prior notice, if you engage in any conduct that FleetXchange.com believes, in its sole discretion: (a) violates any term or provision of the TOS, (b) violates the rights of FleetXchange.com or third parties, (c) or is otherwise inappropriate for continued access and use of the Service. In addition, FleetXchange.com reserves the right to terminate inactive membership accounts. You agree that upon termination, we may delete all information related to your account and may bar your access to your account and the Service.

13. Links
The Service contains advertisements and links to web sites operated by third parties. FleetXchange.com is not responsible for the Content of these web sites or for your transactions with them. Inclusion of advertisements or links to such web sites does not imply any endorsement of the material on such web sites by FleetXchange.com.

14. Termination
You may discontinue your participation in and access to the Service at any time. The TOS will continue to apply to all past use of the Service by you, even if you are no longer using it.

15. Disclaimer
THE SERVICE CONTAINS OPINIONS, STATEMENTS, RECOMMENDATIONS, AND INFORMATION FROM THIRD PARTY INDIVIDUALS AND ORGANIZATIONS. FLEETXCHANGE.COM DOES NOT ENDORSE OR MAKE ANY REPRESENTATIONS AS TO THE ACCURACY, TIMELINESS, COMPLETENESS OR CREDIBILITY OF ANY OPINION, STATEMENT, RECOMMENDATION, OR OTHER CONTENT CONTAINED IN, UPLOADED TO, OR DISTRIBUTED THROUGH THE SERVICE. YOU ACKNOWLEDGE THAT YOU WILL RELY ON ANY SUCH OPINIONS, STATEMENTS, RECOMMENDATIONS, INFORMATION, AND CONTENT SOLELY AT YOUR OWN RISK. THE SERVICE IS PROVIDED TO YOU "AS IS" WITH NO WARRANTY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, FLEETXCHANGE.COM AND ITS SUPPLIERS, DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, WITH THE SERVICE AND THE CONTENT, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. FLEETXCHANGE.COM DOES NOT WARRANT, OR MAKE ANY REPRESENTATIONS REGARDING THE QUALITY OR MERCHANTABILITY OF ANY PRODUCTS OR SERVICES REVIEWED, AVAILABLE, OR ADVERTISED THROUGH THE SERVICE. IN ADDITION, ALTHOUGH FLEETXCHANGE.COM INTENDS TO TAKE REASONABLE STEPS TO PREVENT THE INTRODUCTION OF VIRUSES OR OTHER DESTRUCTIVE MATERIALS TO THE SERVICE, FLEETXCHANGE.COM DOES NOT WARRANT THAT THE SERVICE OR CONTENT CONTAINED IN THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ANY INFORMATION, OR OTHER MATERIAL ACCESSIBLE THROUGH THE SERVICES IS FREE OF VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

16. Limitation of Liability
YOU UNDERSTAND THAT IN NO EVENT WILL FLEETXCHANGE.COM OR ITS OFFICES, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS OR LICENSORS BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, WHETHER IN AN ACTION UNDER CONTRACT, NEGLIGENCE OR ANY OTHER THEORY, ARISING OUT OF: (I) YOUR USE OR INABILITY TO USE THE SERVICE, (II) YOUR RELIANCE ON ANY CONTENT, OR (III) ANY GOODS OR SERVICES ADVERTISED ON THE SERVICE; EVEN IF FLEETXCHANGE.COM OR ANY RELATED PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES,. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

17. Indemnification
You agree to indemnify, defend and hold harmless FleetXchange.com and its affiliates, officers, directors, employees, consultants, agents and licensors from any and all third party claims, liability, damages and/or costs (including but not limited to reasonable attorneys' fees) arising from your failure to comply with the TOS, your infringement or violation of any intellectual property or other right of a third party, your Content, or from your violation of any applicable law.

18. Applicable Law
These Terms of Service shall be governed by and construed in accordance with the laws of the State of Illinois, without giving effect to its conflict of laws provisions.

19. Miscellaneous
These Terms of Service constitute the entire agreement between you and FleetXchange.com with respect to the Service, and the Terms of Service replace all prior or contemporaneous understandings or agreements, written or oral, regarding the Service. If any provision of the TOS is found invalid or unenforceable, that provision shall be enforced to the maximum extent possible, and the remaining provisions of the TOS shall remain in full force and effect. The failure by FleetXchange.com to insist upon or enforce strict performance of any provision of the TOS will not be construed as a waiver of any provision or right of FleetXchange.com. The TOS will inure to the benefit of FleetXchange.com and its successors and assigns.