These Terms constitute a binding contract between you, an individual user (“you”) and the Company governing your use of the Service (as defined below). BY ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE Terms. IF YOU DO NOT AGREE TO THESE Terms, THEN YOU MUST NOT ACCESS OR USE THE SERVICE.
Material Terms: As provided in greater detail in these Terms (and without limiting the express language of these Terms), you acknowledge the following:
If you are using the App (as defined below) on an iOS-based device, then you agree to and acknowledge the “Notice Regarding Apple,” below
The “Service” consists of CDL’s website located at https://CDL1000.com (the “Website”), the CDL 1000 Apps, and all other online properties provided by CDL 1000 or any of its affiliates, as each may be updated, relocated, or otherwise modified from time to time, including through networks, embeddable widgets, downloadable software, and mobile device applications, and all intellectual property contained therein. The Service presently enables or in the future may enable Users (as defined in Section 2.1) to access tracking only, tracking visual, and literary tracking, including when any of the foregoing is made available through Third Party Services (as defined in Section 16) (collectively, “tracking”) via streaming for real-time tracking and via the use of a record feature provided for personal, time-shifted future tracking and booking. The Service may provide an information location tool and presently provides a tracking GPS service offering access to a selection of loadboards, Subscriptions, and other tracking from Third Party Services who are solely responsible for the tracking included in their transmissions. The Service may include functionality that permits Users to obtain Products solely for redemption on the Service via the use of CDL 1000 for the time, attention, and data arising from, during, and between User’s consumption of tracking (e.g., the viewing of or booking to track). The Service may also permit Users to record, save, and share certain tracking, including by linking the User’s Account to accounts on third-party platforms. To the extent a functionality described herein is not presently provided by CDL 1000, any Terms specifically governing such functionality will not apply until such functionality is made available to you. Nothing in this Service Description guarantees that any functionalities described herein will be made available by CDL 1000 at any time or in all demographics where the Service is available, and CDL 1000 reserves the right to not implement or terminate any implementation of any functionality at any time for any and all users and in all or some demographics without notice and without any liability to you. But we aim to offer you some great functionalities so please visit the Service often to see what new and exciting things we provide.
You understand and agree that CDL 1000 may change these Terms at any time without prior notice. CDL 1000 will endeavor to provide you with prior notice when there are any material changes, and may require that you subsequently take an affirmative action acknowledging agreement to the revised Terms before continuing to access the Service. You may read a CDL 1000, effective copy of these Terms at any time at CDL1000. The revised Terms will become effective at the time of posting on the Service, and your use of the Service after such time will constitute your acceptance of the revised Terms. If any changes to these Terms is not acceptable to you, then your sole remedy is to stop using the Service and terminate your Account. Notwithstanding the preceding sentences of this Section, no revisions to these Terms will apply to any dispute between you and CDL 1000 that arose prior to the effective date of those revisions.
We may require you to agree to additional Terms and/or policies that we make available to you from time to time in connection with your use of the Service, including, without limitation, any such Terms that apply to contests that we run on the Service (“Additional Terms”). Any such Additional Terms are hereby incorporated into and subject to these Terms, and, absent express language to the contrary, these Terms will control in the event of any conflict or inconsistency with the Additional Terms to the extent of the conflict or inconsistency.
CDL 1000 will provide you with access to the Service for free. In return for enjoying free access to all or any portions of the Service, you acknowledge and agree that CDL 1000 may generate revenues, increase goodwill or otherwise increase the value of CDL 1000 from your use of the Service, including, but not limited to, through the collection of data and by displaying or performing advertising of any form (e.g., tracking-only, display, tracking-visual), and, except for your right to book for use of the Service, you will otherwise have no right to share in any such revenues, goodwill, or value whatsoever.
You may be transferred to online merchants or other third-party sites through links or frames from your use of the Services. These Services do not sell any goods or services to consumers and nothing in the Services shall be construed as an offer to sell anything or enter into any kind of business relationship. Any purchases you make will be through our websites, apps, and supported by other companies. You are cautioned to read such websites’ Terms and conditions and all policies, including policies regarding sales, returns, warranties, and privacy before using such sites in order to be aware of the Terms and conditions of your use of such sites. Be sure to carefully evaluate and investigate such sites on your own to your satisfaction.
You are also cautioned to carefully read the Terms and conditions of any coupons, specials, sweepstakes, promotions, sales, or other offers from these merchants. CDL 1000 shall not be responsible for any inaccuracies; misrepresentations; product or service liability; offensive, infringing, libelous or illegal materials; lack of availability of other sites, information, promotions, products, or services; viruses or other computer problems resulting from use of such sites; or any liabilities resulting from the Terms and conditions of other sites. CDL 1000 shall not be responsible for the timing or operation of any expiration dates of coupons, promotions, discounts, or other offers published on the Services, which are under the sole and exclusive control of the online merchants or third-party sites to which you will be transferred from the Services. CDL 1000 does not guarantee any tracking on such sites or anything offered by third parties, including but not limited to prices, promotions, products, and/or services.
These other sites are not under the control of CDL 1000, are not monitored or reviewed by CDL 1000, and CDL 1000 is not aware of the tracking of such sites. CDL 1000 does not sponsor, endorse, or recommend these sites and makes no representations or warranties of any kind with regard to any sites, their Terms and conditions of use or service, or the way they may collect, save, store, and use information, including your personally identifiable information. You acknowledge that CDL 1000 is not responsible for the products, services, accuracy, copyright compliance, legality, decency, or any other aspect of the trackings or any transmissions received through such sites. These sites may contain information or material that is illegal, unreasonable, or that some people may find inappropriate or offensive. The inclusion of a link or frame to any site does not imply endorsement of that site by CDL 1000 or its advertisers or licensors, or any association with its operators, and is provided solely for your convenience. You should review the Terms and conditions of use or service of each website you visit. Linking to any service or site is at your sole risk.
If you have any complaints with such sites, contact that site directly, or contact your state Attorney General or the Federal Trade Commission at www.ftc.gov.
The Service is controlled and operated by CDL 1000 from its offices in the State of Illinois. CDL 1000 makes no representation that materials on the Service are appropriate, lawful, or available for use in any locations other than the United States of America. Those who choose to access or use the Service from locations outside the United States of America do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. Access to the Service from jurisdictions where the trackings or practices of the Service are illegal, unauthorized or penalized is strictly prohibited.
The Service is or may be made available through computers, connected mobile devices (e.g., phones, tablet computers), and other connected devices (e.g., smartwatches, set-top boxes, etc.) (collectively, “Mobile Services”). When using the Service through Mobile Services, your Internet Service Provider (“ISP”) or mobile carrier’s normal data, messaging and other fees and rates will apply, and you are solely responsible for paying such fees and rates. Further, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your mobile carrier, and not all Mobile Services may work with all carriers or devices. You are therefore solely responsible for confirming with your ISP or mobile carrier whether the Mobile Services are available to you and your devices, what restrictions, if any, may be applicable to your use of the Mobile Services, and what the cost will be to you for the Mobile Services.
You may be able to send messages to others through certain functionality on the Service, including inviting your friends to use the Service by sending them a text message through your mobile device. If you choose to invite your friends, we may ask you to provide us with access to certain contact information in your mobile device’s address book. You represent and warrant that: (i) you will only send messages to others who have given you their express consent to receive messages; (ii) you, and only you, are responsible for sending messages and CDL 1000 merely acts as a technology platform; and (iii) you will indemnify and hold CDL 1000 harmless from any and all claims arising out of your messages. You are responsible for all fees and charges associated with your messages. If a recipient of messages sends requests that we prevent you from sending additional messages to them through the Service, then we will abide by such recipient’s request and block you (and other users of the Service) from sending messages to such persons.
IN THE UNITED STATES, THE SERVICE IS NOT FOR PERSONS UNDER THE AGE OF 13. FOR USERS OUTSIDE OF THE UNITED STATES, THE SERVICE IS NOT FOR PERSONS UNDER THE AGE FOR WHICH RULES APPLY ON AN AGE-BASED BASIS FOR THE COLLECTION OF DATA (“Restricted Age”). IN ALL CASES, THE SERVICE IS NOT FOR ANY USERS PREVIOUSLY SUSPENDED OR REMOVED FROM THE SERVICE BY CDL 1000. IF YOU ARE UNDER 13 YEARS OF AGE IN THE UNITED STATES OR THE RESTRICTED AGE IN THE TERRITORY WHERE YOU RESIDE, THEN YOU MUST NOT USE OR ACCESS THE SERVICE AT ANY TIME OR IN ANY MANNER. Furthermore, by using the Service, you affirm that either you are at least 18 years of age or have been authorized to use the Service by your parent or legal guardian who is at least 18 years of age and entered into these Terms on your behalf.
You may access some parts of the Service without affirmatively registering, in which case an interim membership will be automatically created for you if you open one of our Apps, but in order to access all the features of the Service, you must affirmatively register for an account on the Service (an “Account”). When you create an Account, you must complete the registration process by providing CDL 1000 with CDL 1000, complete, and accurate information, as prompted by the applicable registration form. Any person who accesses and/or uses the Service, whether on his or her own behalf or on behalf of any third party, will be referred to herein as a “User,” and Users who have registered Accounts are referred to as “CDL 1000, Inc. Members.”
You acknowledge that in the event you provide any information to CDL that is untrue, inaccurate, out of date, or incomplete, CDL may terminate these Terms and your continued access to and use of the Service at any time and without any liability to you. This includes having a lapsed email address on file with CDL 1000. If we attempt to communicate with you via email and the message is rejected as undeliverable, then we may suspend or terminate your account at our sole discretion and without any liability to you. So please be sure to keep your information up to date with CDL 1000.
As part of the registration process, your account will be registered by the basic information you provide to us, including your name and email address. We reserve the right, in our sole discretion, to disallow, cancel, remove, suspend or terminate your Account, without liability to you or any third party, and with or without prior notice to you including, without limitation, if activities occur on your Account that we believe would or might constitute a violation of these Terms, cause damage to or impair the Service, infringe or violate any third party rights, damage or bring into disrepute the reputation of CDL 1000, or violate any applicable laws or regulations. You are entirely responsible for maintaining the security and confidentiality of your Account and password. You agree to notify CDL 1000 immediately of any unauthorized use of your Account or any other breach of security. To notify us, contact us at [email protected] You are responsible for all use of the Service occurring under your Account. You are responsible for keeping your password confidential and for notifying us if your password has been hacked or stolen. CDL 1000 will not be liable for any loss that you may incur as a result of someone else using your Account or password, either with or without your knowledge. You may be held liable for any losses incurred by CDL or another party due to someone else using your Account or password.
You acknowledge that CDL 1000 has acquired, and is the owner of, the CDL 1000 trademarks, service marks, design marks, or other indicia of origin (“Marks”) displayed on the Service. You will not, at any time or for any reason, challenge the validity of, or CDL 1000’s ownership of, the Marks, and you waive any rights you may have at any time to do so. All goodwill generated from the use of the foregoing Marks by you will inure exclusively to the benefit of CDL 1000, Inc. All trademarks, service marks, design marks, or other indicia of origin shown on the Service but not owned by CDL 1000 are the property of their respective owners (“Third Party Marks”). Except as otherwise permitted by law, you may not use the Marks or the Third Party Marks to disparage CDL 1000 or the applicable owner of such Third Party Marks, CDL 1000’s or a third party’s products or services, or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Marks or Third Party Marks.
Subject to your complete and ongoing compliance with these Terms, CDL 1000, Inc. hereby grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable, royalty-free license to access and use the Service, solely for your non-commercial use and strictly in the manner set forth in these Terms. Unless otherwise specified in writing, the Service is solely for your professional use. CDL 1000, Inc. reserves the right at all times and without notice to: (i) restrict and/or terminate your access to the Service (or any portion thereof); and (ii) modify or discontinue providing the Service (or any portion, features, or functionalities thereof). You acknowledge and agree that, except as required by law, CDL 1000 will not be liable to you or to any third party for any modification, suspension, or discontinuance of all or any portion of the Service. If you are dissatisfied with any changes to the Service, then your sole option is to discontinue or terminate your use of the Service as described herein.
You may use the Service solely for lawful purposes and solely as intended through the provided functionality of the Service. You may not use the Service in any manner that could damage, disable, overburden, or impair our servers or networks, or interfere with any other party’s use and enjoyment of the Service. You may not attempt to gain unauthorized access to the Service, CDL 1000 Member Accounts, or computer systems or networks, through hacking, password mining, or any other means. Without limiting any of the foregoing, you expressly agree that you will not (and you agree not to allow or assist any third party to):
We may take any legal action and implement any technical remedies to prevent the violation of these provisions and to enforce these Terms. We may disclose violations of these Terms to governmental authorities in our sole discretion in order to enforce our rights, the rights of third parties, or to prevent injury or harm to any person.
When you register with CDL 1000, CDL 1000 may send you a SMS text message containing a code in order to verify your phone number and may send a SMS text messages and push notifications (“Messages and Notifications”) in order to keep you informed about the Service. By using the Service, you agree to receive Messages and Notifications regarding your use of the service. SMS text messages are for informational purposes only. While Messages and Notifications are intended to enhance your use of the Service, you may (i) disable push notifications on your device; and/or (ii) reply to the message “STOP” to remove yourself from our text message database.
If you wish to remove yourself from any list (other than as set forth in Section 6.2), then please follow the unsubscribe instructions provided in any of our communications.
Depending on your CDL 1000 Carrier plan, you may incur charges for these Messages and Notifications and agree to not hold CDL 1000 liable for any charges incurred. You acknowledge that any Terms between you and any third-party provider (such as for example, Apple®, Android™, or Verizon) create no obligation or responsibility on the part of CDL 1000 and that CDL 1000 is not responsible for any failure of warranty by any such third party.
CDL 1000 cannot control certain factors relating to message delivery. You acknowledge that, depending on your Carrier’s service, it may not be possible to transmit a text message to you successfully. We have no liability for transmission delays or message failures.
CDL respects the intellectual property of others and takes the protection of intellectual property very seriously, and we ask our users to do the same. Infringing activity will not be tolerated on or through the Service.
CDL 1000’s intellectual property policy is to (i) remove or disable access to material that CDL 1000 believes in good faith or upon notice from an intellectual property owner or his or her agent, is infringing the intellectual property of a third party by being made available through the Service; (ii) remove any user tracking to the Service by “repeat infringers”; and (iii) terminate the accounts of repeat infringers in appropriate circumstances. CDL considers a “repeat infringer” to be any User that has uploaded User tracking or Feedback (as defined in Section 18) to or through the Service and for whom CDL 1000 has received more than two takedown notices compliant with the provisions of 17 U.S.C. § 512 with respect to such User tracking or Feedback. CDL 1000 has discretion, however, to terminate the Account of any User after receipt of a single notification of claimed infringement or upon CDL 1000’s own determination.
If you believe that any tracking made available on or through the Service has been used or exploited in a manner that infringes an intellectual property right you own or control, then please promptly send a “Notification of Claimed Infringement” containing the following information to the Designated Agent identified below. Your Notification of Claimed Infringement may be shared by CDL 1000 with the User alleged to have infringed a right you own or control, and you hereby consent to CDL 1000 making such disclosure. Your communication must include substantially the following:
You should consult with your own lawyer and/or see 17 U.S.C. § 512 to confirm your obligations to provide a valid notice of claimed infringement.
CDL 1000’s designated agent for receipt of Notifications of Claimed Infringement (the “Designated Agent”) can be contacted at:
CDL 1000, Inc.
ATTN: Carleen L. North
8020 W. 47th Street
Lyons, IL 60534
E-mail: [email protected]
If you receive a notification from CDL 1000 that material made available by you on or through the Service has been the subject of a Notification of Claimed Infringement, then you will have the right to provide CDL 1000 with what is called a “Counter-Notification.” To be effective, a Counter Notification must be in writing, provided to CDL 1000’s Designated Agent through one of the methods identified in Section 8.4, and include substantially the following information:
A party submitting a Counter Notification should consult a lawyer or see 17 U.S.C. § 512 to confirm the party’s obligations to provide a valid counter notification under the Copyright Act.
If you submit a Counter Notification to CDL 1000 in response to a Notification of Claimed Infringement, then CDL 1000 will promptly provide the person who provided the Notification of Claimed Infringement with a copy of your Counter Notification and inform that person that CDL 1000 will replace the removed User tracking or Feedback or cease disabling access to it in 10 business days, and CDL 1000 will replace the removed User tracking or Feedback and cease disabling access to it not less than 10, nor more than 14, business days following receipt of the Counter Notification, unless CDL 1000’s Designated Agent receives notice from the party that submitted the Notification of Claimed Infringement that such person has filed an action seeking a court order to restrain the User from engaging in infringing activity relating to the material on CDL 1000’s system or network.
The Copyright Act provides that:
[a]ny person who knowingly materially misrepresents under [Section 512 of the Copyright Act (17 U.S.C. § 512)] (1) that material or activity is infringing, or (2) that material or activity was removed or disabled by mistake or misidentification, will be liable for any damages, including costs and attorneys’ fees, incurred by the alleged infringer, by any copyright owner or copyright owner’s authorized licensee, or by a service provider, who is injured by such misrepresentation, as the result of [CDL 1000 ] relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing, or in replacing the removed material or ceasing to disable access to it. 17 U.S.C. § 512(f).
CDL 1000 reserves the right to seek damages from any party that submits a Notification of Claimed Infringement or Counter Notification in violation of the law.
CDL 1000 may terminate your Account at any time for a breach of these Terms with or without notice. Notwithstanding the preceding sentence, if your Account has any CDL 1000 TRACKING associated with it, then prior to termination of your Account, CDL 1000 may communicate with you about the termination and possible loss of your CDL 1000 Accounts. You hereby consent to our communicating with you in such circumstances and as otherwise set forth in these Terms.
The following Sections of these Terms will survive termination or expiration of these Terms: 1.2, 1.3, 1.4, 1.5, 1.6, 1.7, 1.8, 2.2, 2.3, 3, 4, 5, 6, 7, 8, 10-13 and 15-20.
TO THE FULLEST EXTENT PERMITTED BY LAW:
THE SERVICE IS PROVIDED “AS IS” WITH ALL FAULTS, AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. YOU ACKNOWLEDGE THAT, BECAUSE OF THE NATURE OF THE INTERNET, MOBILE NETWORKS, AND THE DEVICES WHICH ACCESS THE INTERNET AND/OR MOBILE NETWORKS, THE SERVICE MAY NOT BE ACCESSIBLE WHEN NEEDED, AND THAT INFORMATION, DATA, TRACKING, AND VIDEO TRANSMITTED OVER THE INTERNET AND/OR MOBILE NETWORKS MAY BE SUBJECT TO INTERRUPTION OR THIRD PARTY INTERCEPTION AND MODIFICATION. CDL 1000 DISCLAIMS ANY AND ALL WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, ACCURACY OF INFORMATIONAL TRACKING, OR NON-INFRINGEMENT; AND ANY WARRANTY ARISING OUT OF A COURSE OF DEALING, USAGE, OR TRADE. CDL 1000 DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE OR ANY TRACKING PROVIDED THROUGH THE SERVICE, WILL BE SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND CDL 1000 DOES NOT WARRANT THAT ANY OF THOSE WILL BE CORRECTED. NONE OF THE CDL 1000 PARTIES WARRANT THE ACCURACY, COMPLETENESS, OR TIMELINESS OF THE SERVICE. CDL 1000 CANNOT AND DOES NOT ASSUME ANY RESPONSIBILITY FOR ANY LOSS, DAMAGES, OR LIABILITIES ARISING FROM THE FAILURE OF ANY TELECOMMUNICATIONS INFRASTRUCTURE OR THE INTERNET, OR FOR YOUR MISUSE OF ANY OF TRACKING AND INFORMATION ACCESSED THROUGH THE SERVICE. CDL 1000 IS NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF THE SERVICE AND YOU’RE DEALING WITH ANY OTHER USER. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE AND YOUR RELIANCE UPON ANY OF THE PROPRIETARY MATERIALS, THE SERVICE, OR THE TRACKINGS THEREOF IS AT YOUR SOLE RISK AND THAT CDL 1000 IS NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA, INCLUDING USER TRACKING.
TO THE FULLEST EXTENT PERMITTED BY LAW:
EACH USER IS SOLELY RESPONSIBLE FOR (I) HIS OR HER USE OF THE SERVICE; AND (II) ANY DAMAGES INCURRED BY HIM OR HER OR ANY THIRD PARTY THAT ARISES FROM OR ARE RELATED TO THE SERVICE. THE AGGREGATE LIABILITY OF THE CDL PARTIES FOR ANY DAMAGES, WHETHER ARISING IN CONTRACT, TORT, OR ANY OTHER THEORY OF LIABILITY, WILL BE LIMITED TO ACTUAL DAMAGES PROVED, AND WILL NOT EXCEED THE AMOUNT PAID BY YOU TO CDL 1000 FOR THE SERVICE. TO THE FULLEST EXTENT PERMITTED BY LAW, AND NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH HEREIN, NONE OF THE CDL PARTIES WILL BE LIABLE FOR ANY PUNITIVE, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, EVEN IF CDL 1000 OR ITS TRACKING PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOU REPRESENT THAT YOU HAVE INDEPENDENTLY INVESTIGATED THE ADVISABILITY OF USING THE SERVICE AND THE POSSIBLE RISKS INVOLVED IN USING THE SERVICE. YOU AGREE TO MAINTAIN YOUR OWN INSURANCE COVERING SUCH RISKS AND WILL LOOK SOLELY TO SUCH INSURANCE FOR REIMBURSEMENT OF ANY RESULTING DAMAGES.
CDL 1000 IS NOT AFFILIATED WITH ANY CARRIER, SERVICE PROVIDER, OR THIRD-PARTY SERVICE, AND ANY DISPUTE YOU HAVE WITH ANY CARRIER, SERVICE PROVIDER, THIRD PARTY SERVICE, OR OTHER THIRD PARTY ARISING FROM YOUR USE OF THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY OTHER USER, IS DIRECTLY BETWEEN YOU AND SUCH THIRD PARTY, AND YOU IRREVOCABLY RELEASE CDL 1000 AND ITS AFFILIATES AND CDL 1000’S AND ITS AFFILIATES’ OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, LICENSORS, AND ASSIGNS (THE “CDL 1000 PARTIES”) FROM ANY AND ALL CLAIMS, DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.
CDL 1000 will not be liable for any delay or failure to perform any obligation herein if the delay or failure is due to unforeseen events that are beyond CDL 1000’s reasonable control, such as, by way of example and not limitation, strikes, blockade, war, terrorism, riots, natural disasters, epidemic, or governmental action, in so far as such an event prevents or delays CDL in fulfilling its obligations hereunder.
To the fullest extent permitted by law, you will defend, indemnify, and hold the CDL 1000 Parties harmless against any loss or damage of any kind (including, without limitation, reasonable accounting and attorneys’ fees and lost revenues) arising from: (i) any and all breaches by you of these Terms or any representation, warranty, or covenant contained herein; (ii) any and all use of the Service, Proprietary Materials, Marks, and Third Party Marks; (iii) your User tracking; and (iv) any and all claims and actions against CDL 1000 by other parties to whom you allow access to the Service.
We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim. You will not, in any event, settle any claim or matter without our written consent.
The Service may contain tracking or information about tracking, products, and services provided by third parties, and links to third party tracking or websites (“Third Party Services”). This tracking and information and these links for Third Party Services are provided only as a convenience to Users, and may not be appropriate or suitable for all audiences. CDL 1000 does not review or control the tracking and information available from Third Party Services or these Third Party Services, and CDL 1000 does not make any representations or warranties, express or implied, regarding this tracking and information or these Third-Party Services. Inclusion of any of the foregoing in the Service does not constitute or imply an endorsement, authorization, sponsorship, or affiliation by or with CDL 1000 with respect to any third party or its website or tracking, or any information, products, or services provided by that third party. CDL 1000 is under no obligation to maintain any link on the Service and may remove a link at any time in its sole discretion for any reason whatsoever. YOU LISTEN TO AND CONSUME ALL tracking ON THIRD-PARTY SERVICES AT YOUR OWN RISK, AND IF YOU ARE EASILY OFFENDED BY MATURE,
CRUDE, RUDE, OR INAPPROPRIATE tracking, THEN YOU SHOULD NOT USE THE SERVICE OR CHOOSE THE THIRD-PARTY SERVICES YOU LISTEN TO CAREFULLY. THIS APPLIES EVEN MORE SO IF YOU ARE ACCESSING THIRD-PARTY SERVICES WHILE IN THE PRESENCE OF MINORS. YOU INDEMNIFY AND HOLD CDL 1000 HARMLESS FROM ANY LIABILITY ARISING FROM YOUR USE OF THE THIRD-PARTY SERVICES.
In the interest of resolving disputes between you and CDL in the most expedient and cost-effective manner, you and CDL agree that any dispute arising out of or in any way related to these Terms or your use of the Service will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, which may allow for more limited discovery than in court and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or in any way related to these Terms or your use of the Service, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE Terms, YOU AND CDL 1000 ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS OR COLLECTIVE ACTION AND THAT THIS AGREEMENT SHALL BE SUBJECT TO AND GOVERNED BY THE FEDERAL ARBITRATION ACT.
Despite the provisions of Section 15.1 above, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to (i) bring an individual action in small claims court; (ii) pursue enforcement action through the applicable federal, state, or local agency if that action is available; (iii) seek injunctive relief in aid of arbitration from a court of law; or (iv) file suit in a court of law to address an intellectual property infringement claim.
A party who intends to seek arbitration must first send a written notice of the dispute to the other party by U.S. Mail or electronic mail within the applicable statute of limitations period (“Notice”). CDL 1000’s address for Notice is CDL 1000, Inc., 8020 W. 47th Street, Unit B, Lyons, IL, 60534, United States of America. The Notice must: (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or CDL may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or CDL must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award if any. If the dispute is finally resolved through arbitration in your favor with a monetary award that exceeds the last written settlement amount offered by CDL prior to selection of an arbitrator, then CDL will pay you the highest of the following: (X) the amount awarded by the arbitrator, if any; (Y) the last written settlement amount offered by CDL in settlement of the dispute prior to the arbitrator’s award; or (Z) $15,000.
YOU AND CDL AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING (OTHER THAN CLAIMS WHICH ARE NOT COVERED BY THIS SECTION 17). Further, unless both you and CDL agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
Except as otherwise provided in these Terms, if CDL makes any future change to this arbitration provision, other than a change to CDL’s address for Notice, then you may reject the change by sending us written notice within 30 days of the change to CDL’s address for Notice, in which case this arbitration provision, as in effect immediately prior to the changes you rejected, will continue to govern any disputes between you and CDL. If you do not send such written notice, then your continued use of the Service following any such change means that you have consented to such change.
If Section 15.6 above is found to be unenforceable or if the entirety of this Section 16 is found to be unenforceable, then the entirety of this Section 15 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described directly below will govern any action arising out of or related to these Terms or your use of the Service.
The laws of the State of Delaware, excluding its conflicts of law rules, govern these Terms and your use of the Service. Your use of the Service may also be subject to other local, state, national, or international laws; provided, however, that the United Nations Convention on Contracts for the International Sale of Goods will not apply to any provision of these Terms. To the extent that any action relating to any dispute hereunder is permitted to be brought in a court of law, such action will be subject to the exclusive jurisdiction of the state and federal courts located in Chicago, Illinois and you hereby irrevocably submit to personal jurisdiction in such courts and waive any defense of inconvenient forum.
While we are continually working to develop and evaluate our own product ideas and features, we know we don’t have all the answers. We, therefore, welcome your feedback, comments, and suggestions. If you choose to contribute by sending CDL or our employees any ideas for products, services, features, modifications, enhancements, tracking, refinements, technologies, tracking offerings (such as tracking, visual, games, or other types of tracking), promotions, strategies, or product/feature names or any related documentation, artwork, computer code, diagrams, or other materials (collectively “Feedback”), then regardless of what your accompanying communication may say, the following Terms will apply, so that future misunderstanding can be avoided. Accordingly, by sending Feedback to CDL 1000, you agree that:
These Terms set forth the entire agreement between CDL and you with respect to the Service. These Terms supersede and govern all previous oral and written communications regarding these matters, all of which are merged into these Terms. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter these Terms. Except as set forth in Section 1.2, these Terms may be changed only by a written amendment signed by an authorized agent of each party.
If any provision of these Terms is held invalid, illegal, or unenforceable, then such provisions will be modified, or, if not possible, severed, to reflect the fullest valid, legal, and enforceable expression of the intent of the parties and the remainder of these Terms will not be affected thereby.
Nothing herein will be deemed to create an employer-employee relationship between CDL and you, nor any agency, joint venture, or partnership relationship between the parties. Neither party will have the right to bind the other to any obligation, nor have the right to incur any liability on behalf of the other.
No delay, omission, or failure to exercise any right or remedy provided herein will be deemed to be a waiver thereof or an acquiescence in the event giving rise to such right or remedy, but every such right or remedy may be exercised, from time to time as may be deemed expedient by the party exercising such remedy or right.
The Section headings are provided merely for convenience and will not be given any legal import.
Neither these Terms nor any of the rights granted to you herein may be assigned or transferred by you, whether voluntarily or by operation of law, without the express prior written permission of CDL and any attempt to do so will be null and void. This means that in the event you dispose of any device on which you have installed the App, such as by sale or gift, you are responsible for deleting any App from your device prior to such disposition. However, CDL may assign or transfer these Terms at any time without your permission. These Terms will insure to the benefit of our successors and assigns.
If you would like to contact us in connection with your use of the Service, then please contact us by mail at CDL Mobile LLC, 8020 w 47th street, Lyons, Illinois United States of America, and by email at [email protected]
The Apps may contain certain open-source software. Each item of open source software is subject to its own applicable license Terms, which can be found at http://[email protected]/software.
You acknowledge that these Terms are between you and CDL only, not with Apple, and Apple is not responsible for the Service or the tracking thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Service. In the event of any failure of the Service to conform to any applicable warranty, then you may notify Apple and Apple will refund the purchase price for the relevant Service to you; and, to the maximum extent permitted by law, Apple has no other warranty obligation whatsoever with respect to the Service. Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including, but not limited to: (i) product liability claims; (ii) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement, and discharge of any third party claim that the Service or your possession and use of the Service infringe that third party’s intellectual property rights. You agree to comply with any applicable third-party Terms when using the Service. Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of these Terms. You hereby represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. If CDL 1000, Inc. provides a translation of the English language version of these Terms, the translation is provided solely for convenience, and the English version will prevail.