TERMS OF USE
Last revised effective 02/23/2024
This Web Site, as defined below, is maintained by Total Quality Logistics, LLC (“TQL”, “our”, “us”, or “we”) and it may not be used for commercial benefit without the express written consent of TQL.
PLEASE READ THESE TERMS OF USE (“Terms of Use”) CAREFULLY BEFORE USING THIS WEB SITE, AS THESE TERMS OF USE, ALONG WITH OUR PRIVACY AND COOKIES POLICY (WWW.TQL.COM/PRIVACY), GOVERN YOUR ACCESS TO AND USE OF THE WEB SITE. THE WEB SITE IS AVAILABLE FOR YOUR USE ON THE CONDITION THAT YOU AGREE TO THESE TERMS OF USE AND OUR PRIVACY AND COOKIES POLICY. IF YOU DO NOT AGREE TO ALL OF THESE TERMS OF USE AND OUR PRIVACY AND COOKIES POLICY, DO NOT ACCESS OR USE THE WEB SITE. BY ACCESSING OR USING THE WEB SITE OR BY PROVIDING YOUR PERSONAL INFORMATION OR OTHER INFORMATION, YOU AND THE ENTITY YOU ARE REPRESENTING ("you" OR "your") SIGNIFY YOUR AGREEMENT AND CONSENT TO BE BOUND BY THESE TERMS OF USE AND OUR PRIVACY AND COOKIES POLICY.
We reserve the right, in our sole discretion, to revise these Terms of Use at any time. Any changes to these Terms of Use will be included in a revised version accessible through the Web Site. Your continued use of the Web Site following posting of any changes to these Terms of Use constitutes your unconditional acceptance and agreement to be bound by the changed terms. Accordingly, we urge you to review these Terms of Use at the start of each use of the Web Site. If you do not agree to these revised Terms of Use, do not access or use the Web Site.
The Web Site and Its Owner
For purposes of these Terms of Use, the term "Web Site" includes tql.com, traxltl.tql.com, trax.tql.com, and carrierdashboard.tql.com , as well as other websites operated by or on behalf of TQL, such as careers.tql.com, tql.taleo.net and tqlcarriers.rmissecure.com; our software; our mobile applications, including, without limitation, TQL Carrier Dashboard, O-T-G “On the Go” (as applicable and as accessible to our employees), and TQL TRAX (including mobile application(s) and web portal(s) and any other versions of the foregoing); our internal employee website, The Hub, and other internal communication services; via our third-party service providers that send email and text communications on our behalf; and our other products and services, which are accessible by computer, tablets, consoles, mobile phones, and other electronic devices, which may be identified by a trademark or these Terms of Use. The Web Site is maintained, owned, operated, licensed and/or controlled by or on behalf of TQL. Use of the term "TQL" within these Terms of Use shall include TQL, its affiliates, subsidiaries and related entities, and each of their directors, officers, employees, and authorized representatives. TQL is headquartered at 4289 Ivy Pointe Blvd., Cincinnati, Ohio 45245, and its main telephone number is 513-831-2600.
Please note that a few third parties administer functions for TQL via their owned and/or operated websites, specifically, and as of the effective date, careers.tql.com, tql.taleo.net and tqlcarriers.rmissecure.com. These websites are owned and/or operated by third parties although TQL can access certain functions and information collected via those websites for purposes, such as: employment, recruitment, hiring, carrier and customer onboarding and related information collection, etc. Each of these websites is subject to the applicable third parties’ privacy policy and terms of use (See the Section in our Privacy and Cookies Policy titled “Third-Party Website Service Provider Cookies” for a list of certain of the applicable third-party privacy policies). To the extent TQL uses, collects, shares, processes, or does anything else with information collected via those websites, our Privacy and Cookies Policy and these Terms of Use will apply, but it will not apply to the overall functionality of the website and to the third-party’s individual policies. For these reasons, these third party sites are still deemed “Web Sites” due to the integration of functionality and sharing of information, and to those extents, and those extents only, our Privacy and Cookies Policy and these Terms of Use apply. For other purposes, however, those specific third-party sites are subject to the applicable third party’s own terms of use and privacy policy and you are encouraged to review and understand them prior to submitting any information via them.
Your Use of the Web Site, Restrictions, and Prohibitions
The use of any content from this Web Site on any other website or networked computer environment is prohibited, except as expressly permitted by these Terms of Use and/or some other signed writing between you and TQL. Content from any Web Site owned, operated, licensed, or controlled by TQL may not be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way. Modification of the materials or use of the materials for any other purpose is a violation of the copyrights and other proprietary rights. You agree to not use the Web Site or its contents in any manner: (a) to violate or infringe upon the privacy, publicity, copyright, trademark, trade secret, personal rights, or other intellectual property rights of another user or any other person or entity, including, without limitation, TQL; (b) to advertise for or promote any person or entity; (c) for any unlawful purpose; (d) to solicit others to perform or participate in any unlawful acts; (e) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (f) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, disability or any other class protected by applicable laws; (g) that may or will be offensive or menacing; (h) to submit false or misleading information; (i) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Web Site or of any related website, other websites, or the Internet; (j) to collect or track the personal information of others; (k) to spam, phish, pharm, pretext, spider, crawl, or scrape; (l) for any obscene or immoral purpose; (m) to interfere with or circumvent the security features of the Web Site or any related website, other websites, or the Internet; (n) to violate the Fight Online Sex Trafficking Act of 2018 or similar legislation or promote or facilitate prostitution and/or sex trafficking; (o) to breach any duty of confidentiality that you owe to another user or any other person or entity, including, without limitation, TQL; (p) to promote, encourage, or engage in any spam or other unsolicited bulk email, or computer or network hacking or cracking; or (q) for any other illegal, nefarious, or inappropriate purpose as determined in our sole and exclusive discretion. We reserve the right to terminate your use of the Web Site for violating any of the prohibited uses.
To ensure compliance with these Terms of Use, our Privacy and Cookies Policy, governing laws, and to maintain the security of our Web Site, in accessing or otherwise using the Web Site, you grant TQL the right to access, monitor, transmit, receive, delete, retrieve, store, maintain, and use the content in your account and your use, selections, key strokes, and cursor movements to provide services, operate the Web Site, or carry out TQL’s legal obligations, in accordance with these Terms of Use and TQL’s relevant policies and procedures. For more information, please see TQL’s Privacy and Cookies Policy.
This paragraph applies to any portion of the Web Site that allows third-party commentary or posting, including, without limitation, on any TQL social media, blogs, or comment boards. We reserve the right to remove any content or comments that we deem, in our sole discretion, to violate these Terms of Use, and to terminate your ability to post or otherwise add content. You grant us a non-exclusive, royalty-free license to use, publish, broadcast, and reproduce your comments in any manner, including, without limitation, in any and all media, worldwide, in perpetuity, for any purpose whatsoever. Such license includes, without limitation, the right to create derivative works of and to use the content posted to develop, enhance, distribute, and market TQL and/or TQL’s services.
You further agree that you will not use the Web Site if you are located in a country that is subject to U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and that you are not listed on any U.S. Government list of prohibited or restricted persons.
We reserve the right to refuse access to the Web Site to anyone for any reason at any time.
User Account
Before you can make use of certain services associated with the Web Site, you may be required to register with the Web Site and create an account. You agree and warrant that all information you provide to us through the Web Site, including but not limited to any contact information or registration information, is truthful, accurate, and up-to-date. You further agree to maintain the accuracy of your account information and to inform us promptly of any changes to your information, including but not limited to any changes to your email address.
You are responsible for maintaining the confidentiality of your account and password, and you agree to accept responsibility for all activities that occur under your account. You agree to immediately notify us of any unauthorized use of your account or any other breach of security you become aware of. We are neither responsible for, nor liable, for any loss or other injury that you may incur as a result of someone else using your user account or password, either with or without your knowledge.
By creating an account with the Web Site, you consent to receive communications from us electronically via the email address associated with your account. Although you can opt-out of receiving promotional emails we reserve the right to email you informational communications about your account or administrative notices regarding the Web Site, as permitted under the CAN-SPAM Act or other applicable law.
You are expressly prohibited from selling, trading, assigning or transferring your account (including but not limited to, selling, trading, or transferring emails associated with such account). We have final discretion in granting accounts and reserve the right to reject users without explanation.
Accuracy, Completeness, and Timeliness of Information
We are not responsible if information made available on this Web Site is not accurate, complete or current. The material on the Web Site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this Web Site is at your own risk. This Web Site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. Occasionally there may be information on our Web Site that contains typographical errors, inaccuracies or omissions that may relate to our services, brand or company in general. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information on the Web Site at any time without prior notice. We undertake no obligation to update, amend or clarify information on the Web Site except as required by law. We reserve the right to modify the contents of this Web Site at any time, but we have no obligation to update any information on our Web Site. You agree that it is your responsibility to monitor changes to our Web Site. No specified update or refresh date applied on the Web Site should be taken to indicate that all information on the Web Site has been modified or updated.
Links to Third-Party Sites
The Web Site may contain links to third-party websites or other resources, over which we may have no direct control and all of which may have their own set of rules and guidelines for usage of their sites and services. We do not endorse, and we shall not be responsible or liable for, any content, advertising, products, or other materials on or available from such sites or resources.
For your protection, please refer to the terms of service and privacy policies of those respective websites. You acknowledge, understand, and agree that TQL shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of, or reliance on, any such content, goods, or services available on such other websites. TQL shall not be liable for any errors or delays in the content, goods, or services available on such other websites, or for any actions taken or not taken in reliance thereon. The links are provided “as is” and use of such links is at your own risk.
Intellectual Property Rights
Except as otherwise expressly provided in these Terms of Use, we have and will retain sole control over the operation, provision, maintenance, and management of the Web Site. All material on this Web Site, including, without limitation, text, images, illustrations, and look and feel, is protected by copyrights and/or trademarks, registered and unregistered, which are owned and controlled by TQL or by other parties that have licensed their material to us. This Web Site may contain other proprietary notices, trademark, and/or copyright information, the terms of which must be observed and followed. Information on the Web Site may be changed or updated without notice. We may also make improvements and/or changes in the products and/or the programs described in this information at any time without notice. In addition, the Web Site may contain content and features (“Service Content”) that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by us, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Web Site or the Services Content, in whole or in part. In connection with your use of the Web Site you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. If you are blocked by us from accessing the Web Site (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Web Site or the Service Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Web Site or distributed in connection therewith are the property of us (the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by us.
Copyright and Trademark Notices
All contents of the Web Site, including mobile applications, are Copyright 2024. All rights reserved. The names of actual companies and products mentioned herein may be the trademarks of their respective owners.
No Warranties and No Liability
TQL makes no representations and/or endorsements about nor accepts any responsibility or liability whatsoever for any other web sites you may access through this Web Site, as such sites are independent from TQL and TQL has no control over the content on such web sites. TQL’s failure or delay in exercising any right related to the Web Site or these Terms of Use will not operate as a waiver of such right, nor will TQL’s partial exercise of any right preclude TQL’s further exercise of that right. These Terms of Use do not, in any way, create an agency, joint venture, partnership, employee-employer, or franchisor-franchisee relationship between TQL and any other party including you. TQL DOES NOT WARRANT OR GUARANTEE THAT: (a) YOUR CONTENT WILL BE PROTECTED AGAINST LOSS, MISUSE, OR ALTERATION BY THIRD PARTIES; (b) THE WEB SITE IS ERROR-FREE; (c) ACCESS TO YOUR ACCOUNT WILL BE UNINTERRUPTED; (d) TQL’S SECURITY PROCEDURES AND PROCESSES CANNOT BE BREACHED; OR (e) THAT THE WEB SITE WILL BE AVAILABLE. THE WEB SITE AND ALL OF ITS CONTENT IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THESE DISCLAIMERS SHALL APPLY TO THE GREATEST EXTENT PERMITTED BY LAW. TQL WILL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL AND/OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST DATA, AND/OR COSTS OF OBTAINING SUBSTITUTE SOFTWARE OR SERVICES), HOWEVER ARISING, EVEN IF TQL IS AWARE OF THE POSSIBILITY OF SUCH DAMAGES. TQL SHALL HAVE NO LIABILITY TO YOU FOR ANY THIRD-PARTY CLAIMS AGAINST YOU. IF TQL IS FOUND RESPONSIBLE FOR ANY CLAIM RELATED TO OR IN ANY WAY ARISING OUT OF THE WEB SITE OR THESE TERMS OF USE, THEN THE COLLECTIVE DAMAGES FOR ALL SUCH CLAIMS SHALL NOT EXCEED TWO HUNDRED FIFTY DOLLARS ($250). THE LIMITATION OF LIABILITY PROVIDED IN THIS PARAGRAPH SHALL APPLY TO THE GREATEST EXTENT PERMITTED BY LAW.
Your Indemnity of TQL
You agree to defend (with counsel selected or approved by TQL), indemnify, and hold TQL harmless from any claim or demand (including, without limitation, reasonable attorneys’ fees and costs), made by any third party arising out of or in any way related to (a) any content posted by you on any TQL Web Site; (b) your violation of the intellectual property rights of others; and/or (c) your violation of these Terms of Use.
Force Majeure
In no event will TQL be liable or responsible to you or be deemed to have defaulted in any of our obligations under these Terms of Use for any failure or delay in fulfilling or performing any term of these Terms of Use, when and to the extent such failure or delay is caused by any circumstances beyond our reasonable control (a “Force Majeure Event”), including acts of God, flood, fire, earthquake or explosion, war, terrorism, invasion, riot or other civil unrest, embargoes or blockades in effect on or after the date of these Terms of Use, national or regional emergency, strikes, labor stoppages or slowdowns or other industrial disturbances, passage of law or any action taken by a governmental or public authority, including imposing an embargo, export or import restriction, quota, or other restriction or prohibition or any complete or partial government shutdown, or national or regional shortage of adequate power or telecommunications or transportation.
Your Privacy
Your privacy is important to us, and, for more information about your privacy rights, please review our Privacy and Cookies Policy, which is incorporated into these Terms of Use and makes up your binding agreement with us.
Ohio Law Governs
These Terms of Use (which include our Privacy and Cookies Policy incorporated herein) and all matters arising out of or relating to the Web Site, including all claims, disputes or controversies shall be construed, governed, and enforced in accordance with the laws of the State of Ohio, except to the extent that federal law preempts those laws, without giving effect to conflict of law provisions which would result in the application of any law other than Ohio law. The state Court located in Clermont County, Ohio and/or the United States District Court for the Southern District of Ohio shall have exclusive jurisdiction and venue over (i) any action concerning the enforcement of an arbitration award, or (ii) if arbitration is not permitted by law, then any claim, dispute or controversy arising out of or relating to the Web Site and/or these Terms of Use. You agree to unconditionally and irrevocably submit to the exclusive jurisdiction and venue of such courts and you will not object to such jurisdiction and venue on the grounds of lack of personal jurisdiction, inconvenient forum or otherwise.
Arbitration, Dispute Resolution
The parties agree to resolve any claim, dispute or controversy (“Claim”) arising out of or relating to the Web Site or these Terms of Use in accordance with the process outlined in this Arbitration, Dispute Resolution Section exclusively.
Step 1: Informal Conference/Mediation. Either party may initiate an informal conference or confidential, non-binding mediation by serving a written request for such conference or mediation upon the other party. The conference or mediation will only occur upon the mutual agreement of the parties, but if mediation is used, then each party is responsible for its own costs. In any case, the party that initiates the dispute resolution process must be willing to participate in good faith in the conference or mediation under Step 1 before Step 2 Arbitration can be initiated. If the parties are unable to resolve any Claim by a conference and/or mediation, or choose not to use a conference or mediation, then either party desiring to pursue the Claim will use Step 2: Arbitration.
Step 2: Arbitration. If a party decides to pursue a Claim beyond Step 1, any Claim arising out of or relating to the Web Site or these Terms of Use shall be resolved by impartial, confidential, and binding arbitration in accordance with the Cincinnati Bar Association’s CBADR Arbitration Rules effective as of May 1, 2020 and amended November 16, 2022 (“CBADR Rules”). The CBADR Rules are available on the Cincinnati Bar Association’s website. Any arbitration hearing shall be held in-person in Clermont County, Ohio. All submissions to the arbitrator, the proceedings and the award shall be confidential. The arbitrator’s award shall be final and binding. Payment of all fees, expenses, and charges of the arbitral body will be governed by the CBADR Rules.
Notwithstanding the foregoing Step 1 and Step 2, either party shall be entitled to apply for preliminary injunctive remedies in the state Court located in Clermont County, Ohio or in the United States District Court for the Southern District of Ohio. However, if either party has a Claim in which they seek to obtain both preliminary injunctive relief and other forms of relief, the party may go to state Court located in Clermont County, Ohio or the United States District Court for the Southern District of Ohio to seek preliminary injunctive relief but the party must arbitrate its claims for all other forms of relief in accordance with the provisions hereof.
Arbitrator’s Authority. Any arbitrator presiding over the Step 2 Arbitration will be limited exclusively to the authority expressly granted to the arbitrator within these Terms of Use. The arbitrator may rule on dispositive motions and may award any relief that could be obtained if the Claim had been filed in court, applying relevant caps and damages restrictions. The arbitrator will issue a reasoned decision, which will include findings of fact and conclusions of law to support that decision. The arbitrator will have authority to resolve disputes about discovery and how these Terms of Use are applied, interpreted, or enforced. In all of the arbitrator’s decisions and rulings related to the substantive law of the Claims, the arbitrator’s authority is strictly limited so that the arbitrator must rule in accordance with the legal precedent found within the binding case law of the courts where the arbitration is held, and failure to rule in accordance with such precedent will constitute grounds for vacating the arbitrator’s award due to the arbitrator exceeding the arbitrator’s powers.
Claim Limitation Period
To help resolve any Claims promptly and directly, you agree to commence any dispute resolution for any Claim you may have arising out of or relating to the Web Site or these Terms of Use within one (1) year after a claim arises; otherwise, the Claim is waived by you.
Class Action and Jury Trial Waiver
YOU AND TQL IRREVOCABLY WAIVE ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THESE TERMS OF USE. YOU AND TQL FURTHER AGREE THAT TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY DISPUTE RESOLUTION PROCEEDING WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION.
You understand that by agreeing to this class action waiver, you may only bring a Claim against TQL in an individual capacity, not as a representative or member of a purported class, including in arbitration, or as a private Attorney General. You agree that an arbitrator shall have no authority to proceed with an arbitration on a class or representative basis. You agree that any Claim you have shall not be consolidated with any Claim of any other party. Any Claim relating to the enforceability of this provision’s restriction on your right to participate in or pursue a class action or class wide arbitration shall be brought only in the United States District Court for the Southern District of Ohio or the state Court located in Clermont County, Ohio.
Entire Agreement/ Severability
These Terms of Use (which include our Privacy and Cookies Policy incorporated herein) represent the entire and integrated agreement between you and TQL related to the Web Site and supersedes prior negotiations, representations, and agreements, whether oral or written, that related to the subject matter of these Terms of Use. Whenever possible, each provision of these Terms of Use will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of these Terms of Use is held to be invalid, illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, and these Terms of Use will be reformed, construed, and enforced in such a manner as to make such provision valid, legal, or enforceable.
Contacting TQL
For questions or concerns related to these Terms of Use, please contact TQL using the information listed below.
Total Quality Logistics, LLC
Attn: Legal Department
4289 Ivy Pointe Blvd.
Cincinnati, Ohio 45245
800-820-2770 (USA toll-free)
Compliance@TQL.com
Original Effective Date: 07/10/2015
