TERMS OF SERVICE

(Last updated December 22, 2014)

Welcome to LaneHoney.com, a website located at www.lanehoney.com (the “Site”) and operated by LANEHONEY LLC d/b/a LaneHoney (“LaneHoney”, “us”, and “we”). Like a stock exchange that allows buyers and sellers to buy and sell stocks, LaneHoney provides a trucking services exchange that allows Carriers and Shippers (as defined below) to buy and sell trucking services (“Trucking Services”). Specifically, LaneHoney provides the Site, mobile applications (the “Apps”), hosts the analytics platform that powers the sale of Trucking Services (the “Exchange”) and provides certain services described more fully on the Site and in the Applications (collectively, the Site, the Apps, the Exchange and all services provided by LaneHoney through the Site, Apps and Exchange, the “Services”). Certain features of the Services may be subject to additional guidelines, terms, or rules, which will be posted in the Services in connection with such features. All such additional terms, guidelines, and rules are incorporated by reference into this Agreement.

These Terms of Use (“Agreement”) set forth the legally binding terms for your use of the Services whether you are simply a “Visitor” (which means you are just browsing the Services), a “Member” (which means you have registered to use the Services), a “Carrier” (which means a Member that offers to sell Trucking Services through the Exchange) or a “Shipper”, which means a Member that offers to purchase Trucking Services through the Exchange). Collectively, Visitors, Members, Carriers and Shippers are referred to as “Users” or individually as a “User” or “you”. BY DOWNLOADING THE APP OR OTHERWISE ACCESSING OR USING THE SERVICES, YOU: (A) ACCEPT THIS AGREEMENT ON BEHALF OF YOURSELF AND, IF YOU ARE A MEMBER, THE ENTITY THAT YOU IDENTIFY AS THE MEMBER DURING THE REGISTRATION PROCESS (OR IF YOU HAVE NOT IDENTIFIED THE ENTITY, YOUR EMPLOYER) AND (B) REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THIS AGREEMENT (ON BEHALF OF YOURSELF AND THE MEMBER). YOU MAY NOT ACCESS OR USE THE SERVICES OR ACCEPT THE AGREEMENT IF YOU ARE NOT AT LEAST 18 YEARS OLD OR ACCEPT ALL OF THE PROVISIONS OF THIS AGREEMENT.

This Agreement governs your relationship with LaneHoney. As a neutral exchange, we do not own or control the Carriers, Sellers or Trucking Services and we are not a party to the contract that governs the sale and use of the Trucking Services. To be clear, the agreement that governs the sale and use of the Trucking Services is a separate agreement between the applicable Carrier and Shipper and is attached to this Agreement as Exhibit A (the “Trucking Services Agreement”). In any dispute between the Carrier and Shipper, the terms of the Trucking Services Agreement, and not this Agreement, will determine the rights and obligations of the applicable Carrier and Shipper.

PLEASE NOTE THAT THIS AGREEMENT IS SUBJECT TO CHANGE BY LANEHONEY IN OUR SOLE DISCRETION AT ANY TIME. When changes are made, LaneHoney will make a new copy of the Agreement available on the Site, in the App or otherwise on the Services. We will also update the “Last Updated” date at the top of this Agreement. If we make any material changes, and you have registered to use LaneHoney, we will also send an e-mail to you at the last e-mail address you provided to us pursuant to this Agreement. Any changes to this Agreement will be effective immediately for new Users and will be effective thirty (30) days after posting of notice of such changes for existing Users. If you do not agree to any change(s), you must stop using the Services. Otherwise, your continued use constitutes your acceptance of such change(s).

  • 1. What the LaneHoney Is – and Is Not.

    • 1.1

      The Exchange. As noted above, the Exchange is a trucking services exchange that conducts automated transactions related to Trucking Services in a similar way to the way that a stock exchange conducts automated stock trades or an advertising exchange conducts transactions for online advertising services. We develop and host the technological platform that allows buyers (in this case Shippers) and sellers (in this case Carriers) to enter into agreements for the sale of Trucking Services. The Exchange is intended to be a transparent marketplace showing all Carrier asks and all Shipper bids to all Members. Having said that, all asks and bids are published within the Exchange anonymously. The Exchange is designed so that no Carrier or Shipper name or other identifier are released to any other Member until an Order is executed and a Transaction occurs. Only when a Match occurs and an Offer Accepted, does the Shipper learn the identity of the Carrier and the Carrier learn the identity of the Shipper.

    • 1.2

      LaneHoney Administrative Services. In addition to the Exchange, we automate (and provide to our Members) many services that are typically performed by fleets or brokers for the benefit of Carriers and Shippers. For example, we use commercially reasonable efforts to verify the Carrier's Qualifications (as defined below) including verification of: (a) claimed insurance coverages, (b) motor carrier certification and (c) stated CSA score. In addition, we invoice Shippers on behalf of Carriers, collect applicable fees from Shippers relieving Carriers of the administrative burden of doing so, and track all accessorial charges like fuel charges, tolls and lumper fees. To be clear, LaneHoney is not a Carrier, Shipper or broker and LaneHoney does not qualify any Carriers. We verify, but do not qualify, Carrier Qualifications.

  • 2. How the Exchange Works.

    • 2.1

      Transparent and Anonymous.

    • 2.2

      Creating an Account. In order to be a Carrier or Shipper and conduct Trucking Service transactions, you must register for an account (an “Account”) through the Services by providing certain information about yourself as prompted by the online registration form. If you are a Carrier, the information required for Account registration includes the Motor Carrier Number, the Motor Carrier Company Name as described on W-9 documentation, and federal tax ID numbers; the Compliance, Safety and Accountability score (aka the CSA scorecard) as determined by the Federal Motor Carrier Safety Administration for each Carrier; the Carrier's insurance coverages and insurance carrier(s) and any other information that is identified as Carrier Qualifications by LaneHoney or that otherwise identifies a Carrier's qualifications (the “Carrier Qualifications”). When you submit the registration form, you are effectively submitting an application for an Account. LaneHoney reserves the right to accept or reject any registration form submission at its discretion.

    • 2.3

      Bidding Terms. If you are Carrier or Shipper and desire to sell or buy Trucking Services, you must submit Bidding Terms through your Account. “Bidding Terms” means, with respect to a Carrier or a Shipper, all of the conditions that you require in order to sell or buy specific Trucking Services. If you are a Carrier, the conditions may include the: (a) the Line Haul Fees to be paid; (b) pick-up region; (c) the destination region; (d) the minimum and maximum capacity needs and (e) the hours of service available. If you are a Shipper, the conditions for the haul (a “Haul”) may include: (a) the Line Haul Fees to be paid; (b) pick-up location; (c) the destination location; (d) the load size and dimensions and (e) the Carrier Qualifications. Shipper Bidding Terms, once submitted to the Exchange (a “Shipper Order”), are not exclusive to the Exchange and may be offered through any Broker or other means.

    • 2.4

      Executing Orders: Once the Shipper Order (which may take the form of a Request for Quote) has been submitted, the Exchange will attempt to match Shipper Orders with submitted Carrier Bidding Terms. When a match occurs in which all of the Shipper Bidding Terms in a Shipper Order meet the Carrier Bidding Terms (each a "Match"), a Match is offered to the Carrier, who can accept or decline the Order Match. Upon acceptance of the Match, the Shipper Order is executed (each a "Transaction") and the Carrier's truck is dispatched to the destination specified in the Shipper Bidding Terms. Members will have no recourse for any Transaction executed based on inaccurate Bidding Terms posted by the Member within the Exchange.

    • 2.5

      Collection and Payment of Fees. All Fees are paid by Shipper directly to LaneHoney's Third party Payment Network and are received by Carrier in accordance with Section 5. Shipper represents and warrants that it will not pay any Fees directly to Carrier.

    • 2.6

      Exchange Rules. Each Member agrees to abide by the Exchange Rules, which LaneHoney may revise at its discretion, with or without notice.

    • 2.7

      Bills of Lading. The parties agree that any Work Order and Bill of Lading related to any Transaction will be produced solely by LaneHoney (the “Bill of Lading”). Notwithstanding LaneHoney's production of the Bill of Lading, the parties acknowledge that Carrier and Shipper – and not LaneHoney -- are responsible for the accuracy of the Bill of Lading. Shipper agrees that it will not commit an order to the marketplace until it is satisfied that the Bill of Lading is accurate, including receiver contact details that enable the Carrier to successfully manage appointments for the delivery of Shipper's shipment. In the event that Carrier is not allowed or afforded an opportunity to examine the goods in order to ascertain the condition of those goods prior to loading on to Carrier's vehicle, Carrier's personnel will immediately notify LaneHoney through the Services and await instructions prior to transporting the shipment. The final Bill of Lading, as represented through the Services, will be prima-facie evidence of receipt of goods in good order and condition by Carrier unless otherwise noted on the face of the Bill of Lading itself. All terms or conditions written or printed on the receipts or bills of lading which have not been specifically produced by LaneHoney, will not be binding on either Shipper or Carrier.

    • 2.8

      Cancellations. Upon execution of a Transaction, the Trucking Services Agreement will become effective and binding between Carrier and Shipper. The Trucking Services Agreement with respect to any Haul is not subject to cancellation by Shipper and is not subject to cancellation by the Carrier after Carrier accepts the Match in accordance with Section 2.4. Penalties and Remedies for any Seller or Carrier cancellation of a Trucking Services Agreement are set forth in the Exchange Rules. In the event Carrier cancels a binding Trucking Services Agreement, the shipment may become newly available within the Exchange at LaneHoney's discretion.

  • 3. Responsibilities.

    • 3.1

      LaneHoney Covenants. LaneHoney will make available the Services for the purposes contemplated under this Agreement. During the Term, LaneHoney will maintain and support the Services in accordance with its then current standard practices and policies.

    • 3.2

      Carrier Covenants. Each Carrier covenants that:

      • 3.2.1

        Bidding Terms Accuracy. Carrier's Bidding Terms and the Carrier Qualifications entered into the Services are complete and correct and it will update the Carrier Qualifications promptly (e.g., within no more than 24 hours) upon learning that any submitted Carrier Qualifications are incomplete or incorrect, including that Carrier's operating authority has been revoked or suspended, the limits of Carrier's insurance have been modified, Carrier's safety rating has changed (e.g., has become Unsatisfactory or Conditional) or the applicable Hours of Service available have changed.

      • 3.2.2

        No Disclosure of Bidding Terms. Carrier will not, and will not assist or permit any third party to disclose any Bidder Terms of any other Member without the written consent of LaneHoney and the applicable Member.

      • 3.2.3

        Authorization to Verify. Carrier understands and acknowledges that LaneHoney, in conformance with its obligations, will verify certain information about the Carrier, including the Carrier Qualifications and Carrier authorizes LaneHoney to perform such verification services. In the event that LaneHoney is prohibited by statute or any third party (e.g., for security purposes) from performing the verification services, Carrier agrees that it will provide LaneHoney all reasonable and requested assistance in performing the verification services, including executing documents that release the required information to LaneHoney and to disclose such information in accordance with the terms of this Agreement.

      • 3.2.4

        Carrier Registration. Carrier is a registered motor carrier authorized to provide transportation of property under contracts with shippers and receivers of general commodities. “Registered” means operated under authority issued by the Federal Motor Carrier Safety Administration (FMCSA) or its predecessors within the U.S. Department of Transportation.

      • 3.2.5

        Professional and Workmanlike Manner. Carrier's Trucking Services will be performed in a professional and workmanlike manner in accordance with industry standards.

      • 3.2.6

        Applicable Law. Carrier's Trucking Services will be performed in accordance with applicable laws and regulations, including motor carrier regulations, owner/operator lease regulations; loading and securement of freight regulations; implementation and maintenance of driver safety regulations including, but not limited to, hiring, controlled substances and alcohol testing, and hours of service regulations; sanitation, temperature, and contamination requirements for transporting food, perishable, and other products, qualification and licensing and training of drivers, implementation and maintenance of safety regulations; maintenance and control of the means and method of transportation including, but not limited to, performance of its drivers; all applicable insurance laws and regulations including but not limited to workers' compensation.

      • 3.2.7

        Carrier Personnel and Equipment.

        • 3.2.7.1

          Carrier will perform the Trucking Services using its own tractor units and its own driver employees ("Drivers") who are properly licensed and are fully informed of Special Handling Requirements disclosed by the applicable Shipper (in accordance with the applicable section below) for the protection of the goods shipped by Shipper (the “Shipment”).

        • 3.2.7.2

          Carrier will not subcontract, assign, interline, or transfer the transportation of shipments to any other person or entity conducting business under a different operating authority, without the approval of LaneHoney.

        • 3.2.7.3

          All equipment used by Carrier in the performance of the Trucking Services (other than any equipment supplied by Shipper or a provider acting on behalf of a Shipper (“Shipper Equipment”)), will comply with applicable legal requirements including registration and safety requirements. All such equipment will be clean, dry and free of any defects or contaminating odor, and will in all other respects be suitable and legal for the transportation of freight tendered to Carrier. No such equipment used for the transportation of food or food grade products has been or will be used for the transportation of any waste of any kind, garbage, hazardous material or any other commodity that might adulterate or contaminate food, food products or cosmetics, with the understanding that the foregoing warranty will not apply to any Shipper Equipment.

        • 3.2.7.4

          Any Shipments transported within the State of California on any such refrigerated Equipment, will only utilize equipment which is in full compliance with the California Air Resources Board (ARB) TRU ACTM in-use regulations.

        • 3.2.7.5

          Carrier will be liable to LaneHoney for any penalties, or any other liability, imposed on LaneHoney because of Carrier's use of non-compliant equipment.

      • 3.2.8

        No Felonies. Neither Carrier nor any Driver has been convicted of a felony or that there are no legal proceedings, criminal, civil or administrative, instituted against you or any Driver that will prevent you from performing the Trucking Services.

    • 3.3

      Shipper Covenants. Shipper hereby covenants that:

      • 3.3.1

        Bidding Terms Accuracy. The Shipper Bidding Terms entered into the Service will be complete and correct.

      • 3.3.2

        Compliance with Laws. Shipper will use the Services and the Trucking Services in accordance with all applicable laws and Carrier's performance of the Trucking Services as contemplated by this Agreement will not violate any law that governs motor carriers solely as a result of the transporting of the Shipment in a manner contemplated by this Agreement.

      • 3.3.3

        No Hazmats. The Shipment will not contain hazardous materials.

      • 3.3.4

        Special Handling Requirements. In the event that any Shipment requires special handling (e.g., special packing within a container) (“Special Handling Requirements”), Shipper will include such Special Handling Requirements in its Bidding Terms.

      • 3.3.5

        Shipper Supplied Equipment. If any equipment is to be provided by Shipper or by any third party acting on behalf of Shipper (each a “Provider”), all such equipment will comply with applicable legal requirements including registration and safety requirements. Without limiting the foregoing, any Shipments transported within the State of California on any such refrigerated Equipment, will only utilize Equipment which is in full compliance with the California Air Resources Board (ARB) TRU ACTM in-use regulations. Shipper will be liable to LaneHoney for any penalties, or any other liability, imposed on Lane Honey because of Carrier's use of non-compliant equipment.

      • 3.3.6

        Assistance in Verifying Certain Carrier Qualifications Related to Insurance. Shipper agrees to provide all Information reasonably requested by LaneHoney to verify that certain equipment providers maintain insurance information in accordance with the amounts stated in the Carrier's Qualifications.

  • 4. License and Right to Use.

    • 4.1

      Access Grant. Subject to Member's compliance with the terms and conditions contained in this Agreement, LaneHoney hereby grants to Member a non-exclusive, non-transferable, non-sublicenseable, revocable right to allow Member employees who are authorized by Member to access and use the Services (“Authorized Users”), to access and use the Services. Member will safeguard, and ensure that all Authorized Users safeguard any usernames and passwords (“Access Protocols”) that are provided to such Authorized Users. Customer will be responsible for all acts and omissions of Authorized Users. Customer will notify LaneHoney immediately if it learns of any unauthorized use of any Access Protocols or any other known or suspected breach of security. Member and its Authorized Users will access and use the Services as contemplated under this Agreement and in accordance with Exchange Rules and then current Documentation.

    • 4.2

      User Restrictions. Each User covenants that it will not, and it will not authorize any third party to: (a) adapt, alter, modify, improve, translate or create derivative works of the Services, (b) reverse engineer, decompile, disassemble or otherwise attempt to reconstruct or obtain the source code to all or any portion of the Services; and (c) except as may be specifically approved by LaneHoney in writing, provide any third party access to the Services or use the Services on behalf of any third party, including as part of a time-sharing, outsourcing or software-as-a-service offering.

    • 4.3

      Reservation of Rights. Except as expressly provided otherwise, neither party grants the other party any intellectual property rights or other proprietary rights. As between Users and LaneHoney, LaneHoney retains all intellectual property rights (including all patent, trademark, copyright, trade secret, and other proprietary rights) in and to the Services, including the Exchange, and any improvements, enhancements, or customizations thereto, any related documentation, and all other LaneHoney products and services in connection therewith. All rights granted to Visitors or Members in this Agreement are not sublicensable, transferable, or assignable without the express written permission of LaneHoney.

    • 4.4

      Continuous Development. Member acknowledges that LaneHoney may continually develop, deliver and provide to Member ongoing innovation to the Services, in the form of new features, functionality, and efficiencies. Accordingly, LaneHoney reserves the right to modify the Services from time to time. Some modifications will be provided to Member at no additional charge. In the event LaneHoney adds additional functionality to a particular Service, LaneHoney may condition the implementation of such modifications on Member's payment of additional fees provided Member may continue to use the version of the Service that LaneHoney makes generally available (without such features) without paying additional fees.

    • 4.5

      Feedback. Each User hereby assigns to LaneHoney all rights, title and interest, including, without limitation, all property rights in any feedback, suggestions, ideas, derivative works, modifications, enhancements, or improvements related to LaneHoney that such User or any of their representatives provide, propose, create, conceive, author or develop. Each User will execute and deliver (or cause its representatives to execute and deliver) to LaneHoney any additional documents deemed reasonably necessary or appropriate to perfect, maintain, protect, or enforce LaneHoney's rights described above and the intent of this Section.

  • 5. Invoicing and Fees.

    • 5.1

      Invoices. Except as provided in Section 5.5, LaneHoney will prepare all invoice and payment documentation on behalf of the Carrier and Shipper. Shipper will be invoiced separately for the Services and the Trucking Services. Each Member is liable to pay all sales and use taxes in accordance with applicable law.

    • 5.2

      Third Party Payment Network. LaneHoney facilitates payments from Shippers to Carriers using a third party payment system made available to Members through the Services (a “Third Party Payment Network”). Each Member must register for the Third Party Payment Network and provide the Third Party Payment Network the bank account information required for Members to pay or receive the applicable payments. LaneHoney reserves the right to change payment networks upon notice, which may require Members to resubmit the applicable banking information and agree to alternative customer agreement.

    • 5.3

      Fees to be Paid. Shipper will pay to LaneHoney the fees earned and expenses incurred by all applicable Carriers and LaneHoney in accordance with the schedule of fees available at LaneHoney Fee Schedule (the “Fees” and “Fee Schedule”). Unless otherwise agreed by LaneHoney, all Fees must be pre-paid. All invoices issued by LaneHoney will be due and payable immediately or at the terms that LaneHoney and the Shipper agree. All amounts past due will incur a 2.5% fee at 9 am on the 31st day after receipt and 2.5% for each month thereafter. Shippers who do not facilitate timely payments are moved to pending status and will be unable to transact or in any way access LaneHoney capacity or demand or price information until the account becomes current. All Fees will be paid in U.S. dollars and exclude all applicable sales, use, and other taxes.

    • 5.4

      Credit Card AND ACH Payments. Shipper may be permitted to provide LaneHoney with valid credit card (Visa, MasterCard, or any other issuer accepted by us), PayPal account, or other acceptable third party payment account (e.g., via the Apple Store) (“Payment Provider”), or purchase order information to use LaneHoney. Shipper's Payment Provider agreement governs its use of the designated credit card or account. By providing LaneHoney with a credit card number or Payment Provider account and associated payment information, Shipper agrees that LaneHoney is authorized to immediately invoice Shipper's account for all fees and charges due and payable to LaneHoney hereunder and that no additional notice or consent is required.

    • 5.5

      Factors. Carrier may in the future be offered the feature elect to have payments made by freight bill factoring companies (each a “Factor”). Factors are companies that purchase trucking industry invoices at a discount and then fund the Carriers for the receivables purchased. If a Carrier elects to use a Factor, Shipper will pay the Factor and not LaneHoney. In order to use a Factor, Carrier must provide the necessary information to LaneHoney through the Services and authorize payment directly from the Factor. Once this option is selected, LaneHoney is no longer responsible to invoice the Shipper on Carrier behalf and collect the applicable Fees, with the understanding that Shipper will continue to be invoiced, and be obligated to pay, LaneHoney for Transaction Fees, as such term is defined in the Fee Schedule.

  • 6. Confidentiality.

    • 6.1

      Publicity. LaneHoney will make available the Services for the purposes contemplated under this Agreement. During the Term, LaneHoney will maintain and support the Services in accordance with its then current standard practices and policies.Member agrees that LaneHoney may use its name and/or logo in presentations, marketing materials, customer lists, financial reports, website listings of customers, research and marketing case studies, and other marketing-related activities. Member may not issue any public announcement regarding its use of LaneHoney that suggests partnership with LaneHoney without LaneHoney's prior review and written approval, at LaneHoney's sole discretion.

    • 6.2

      Confidentiality.

      • 6.2.1

        Scope. Member acknowledges that the Services and related documentation are proprietary and may contain valuable trade secrets of LaneHoney. LaneHoney and all of the programming code, logic, and algorithms relating to it will be deemed “Confidential Information” of LaneHoney without any need to mark the documents as “confidential” or “proprietary”. In addition, other non-public information and materials a party discloses or provides to the other will be deemed “Confidential Information” of the disclosing party if marked as “confidential” or “proprietary,” or if such information or materials should reasonably be understood to be confidential based on the circumstances of the disclosure.. As between you and LaneHoney, your Bidding Terms are considered your Confidential Information and all other Member Bidding Terms are considered the Confidential Information of LaneHoney.

      • 6.2.2

        Protection and Exceptions. Each party agrees to protect the Confidential Information of the other party as set forth below. Each party will hold the other party's Confidential Information in confidence and will not disclose the Confidential Information to third parties nor use the Confidential Information for any purpose other than as contemplated in this Agreement. Such restrictions will not apply to Confidential Information which is (a) already known by the public at time of disclosure, (b) becomes, through no act or fault of the receiving party, publicly known, (c) received by either party from a third party without a restriction on disclosure or use, (d) independently developed by a party without reference to the Confidential Information of the other party, or (e) required to be disclosed by any court of competent jurisdiction or as otherwise required by law. Notwithstanding anything to the contrary, LaneHoney may: (i) disclose Bidding Terms and other Member Confidential Information as contemplated by this Agreement including as to other Members through the Exchange in accordance with Section 1; (ii) aggregate data and statistics relating to the use of LaneHoney and has sole and exclusive rights, title, and interest in and to such aggregated data and statistics with any obligation of confidentiality and (iii) to otherwise improve the Services., so long as no Member information is disclosed to third parties in breach of this Section.

      • 6.2.3

        Return of Confidential Material. Upon expiration or termination of this Agreement, each party will return all Confidential Information received from the other party except to the extent that such Confidential Information is required to exercise that party's rights under this Agreement.

      • 6.2.4

        Confidentiality of the Terms of this Agreement. Each party will be entitled to disclose the existence of this Agreement, but agrees that the terms and conditions of this Agreement will be treated as Confidential Information and will not be disclosed to any third party without the other party's prior approval, which will not be unreasonably withheld. However, LaneHoney may disclose this Agreement to any prospective acquirer of LaneHoney or a financing source.

  • 7. Indemnification and Covenant Not to Sue.

      Member agrees to indemnify, defend and hold LaneHoney, its subsidiaries, directors, officers, and employees from and against any claims, damages, liabilities, and expenses (including but not limited to reasonable attorney's fees and court costs) relating to: (a) any breach of this Agreement by Member, (b) the relationship(s) between Carrier and Shipper, including without limitation, any failure or delay of the Carrier to provide the Trucking Services, the failure of the Shipper to pay for the Trucking Services or other Trucking Services related claims, or (c) the use of the Services and / or the Trucking Services, including without limitation any personal injury or death resulting from Carrier or LaneHoney, their negligence or their errors or unavailability. Member covenants not to, and covenants to ensure that its affiliates will not, assert or threaten any claim or action against LaneHoney, subsidiaries, directors, officers, and employees based on any act or omission of any other Member.

  • 8. Representations and Warranties.

    • 8.1

      Power and Authority; No Conflicts. Each party to this Agreement represents and warrants that it has the full right, power and authority to enter into this Agreement and to discharge its obligations hereunder. Each party further represents and warrants that neither the execution, delivery and performance of this Agreement by such party nor the consummation by such party of the transactions contemplated hereby will conflict with, or result in a breach of, any of the terms, conditions or provisions of such party's Articles of Incorporation, Bylaws, or any agreement to which it is a party.

    • 8.2

      Disclaimer. THE SERVICES ARE PROVIDED “AS IS.” USE OF LANEHONEY IS SOLELY AT THE MEMBER'S RISK. NO WARRANTIES ARE MADE OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, AND LANEHONEY SPECIFICALLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE (EVEN IF LANEHONEY HAS BEEN INFORMED OF SUCH PURPOSE), OR NONINFRINGEMENT, OR ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE, AND WARRANTIES CONCERNING DATA SECURITY OR SAFETY. LANEHONEY DOES NOT WARRANT THAT THE SERVICES WILL WORK AS INTENDED, BE UNINTERRUPTED, OR BE ERROR FREE NOR THAT PROGRAM ERRORS WILL BE CORRECTED. THE SERVICES MAY NOT OPERATE IF THERE ARE OUTAGES, CONGESTION, DELAYS, OR ERRORS IN TELECOMUNNICATION SERVICES OR SYSTEMS, LOCATION TRACKING DEVICES, MOBILE DEVICES, OR OTHER RESOURCES OUTSIDE MELDERT'S CONTROL. IN NO EVENT WILL LANEHONEY BE LIABLE FOR ANY PERSONAL INJURY OR DEATH ARISING FROM OR IN CONNECTION WITH THE SERVICES, UNLESS SUCH PERSONAL INJURY OR DEATH ARISES FROM LANEHONEY'S WILLFUL MISCONDUCT. SHIPPER ACKNOWLEDGES THAT IN PERFORMING ANY VERIFICATION SERVICES, THAT LANEHONEY RELIES ON THIRD PARTY DATABASES AND THAT LANEHONEY IS NOT LIABLE FOR THE ACCURACY OR INACCURACY OF ANY INFORMATION IN SUCH DATABASES OR THE FAILURE OF THE FAILURE OF SUCH DATABASES TO BE TIMELY UPDATED. IN NO EVENT WILL LANEHONEY BE LIABLE FOR DAMAGES ASSOCIATED WITH THE TRUCKING SERVICES INCLUDING ANY PERSONAL INJURY OR DEATH ARISING FROM OR IN CONNECTION WITH THE TRUCKING SERVICES.

    • 9
  • 9. Limitation of Liability.

    • 9.1

      IN NO EVENT WILL LANEHONEY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY KIND OR NATURE WHATSOEVER OR ANY DAMAGES RELATING TO PERSONAL INJURY OR DEATH OR COST OF COVER UNDER OR IN CONNECTION WITH THIS AGREEMENT OR THE SERVICES. LANEHONEY'S AGGREGATE LIABILITY UNDER THIS AGREEMENT WILL BE LIMITED TO THE FEES RECEIVED BY LANEHONEY IN CONNECTION WITH THE TRANSACTION THAT GAVE RISE TO THE CLAIM.

    • 9.2

      MEMBER AND LANEHONEY AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS AGREEMENT OR LANEHONEY MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHER THAN CAUSES OF ACTION RELATING TO LANEHONEY'S INTELLECTUAL PROPERTY. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

    • 9.3

      MEMBER ACKNOWLEDGES AND AGREES THAT THESE LIMITATIONS ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES, AND FURTHER AGREES THAT THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

  • 10. Term and Termination.

    • 10.1

      Term. The term of this Agreement will commence on the date that you agree to its terms through the Services (the “Effective Date” and will continue in effect until terminated by either party with no less than thirty (30) days notice, with the understanding that Member will not be permitted to terminate this Agreement while any Trucking Services purchased or sold by the Member, as applicable, during the Term have not yet been delivered in accordance with the requirements of this Agreement.

    • 10.2

      Suspension of Service(s). At any time during the Term, LaneHoney may, immediately upon notice to User, suspend access to any Service or Services, at its discretion including for the following reasons: (a) a threat to the technical security or technical integrity of the Services, (b) any circumvention of the LaneHoney marketplace by you or by others; (d) your creation, maintenance and/or management of more than one account; (e) your circumvention or non-payment in full of our fees; (f) any attempt by you to improperly influence, or cause another to, improperly influence members; (g) any attempt by you to harass, or cause another to harass, or commit inappropriate communications with a member; or (h) any attempt by you to harass, or cause another to harass, or commit inappropriate communications with one of our employees, agents, or partners.

    • 10.3

      Termination upon Bankruptcy or Insolvency. LaneHoney may, at its option, terminate this Agreement immediately upon written notice to Customer, in the event (a) that Customer becomes insolvent or unable to pay its debts when due; (b) Customer files a petition in bankruptcy, reorganization or similar proceeding, or, if filed against, such petition is not removed within ninety (90) days after such filing; (c) Customer discontinues its business; or (d) a receiver is appointed or there is an assignment for the benefit of Customer's creditors.

    • 10.4

      Additional Termination Rights.

      • 10.4.1

        Either party may terminate this Agreement or suspend its performance under this Agreement at any time upon notice to the other party if the other party breaches any material term hereof and fails to cure such breach in accordance with the following cure procedure. If a party wishes to terminate this Agreement due to the other party breaching a material term of this Agreement, then the nonbreaching party will serve written notice on the other party specifying the breach and requiring it to be rectified. If the material breach has not been remedied within thirty (30) days of the original notice of default or such other period as may be agreed, then the notifying party will have the right to terminate this Agreement by a further written notice, with immediate effect.

      • 10.4.2

        LaneHoney may terminate or suspend performance if Member is past due on any fees due under this Agreement, unless Member cures such default within three (3) days notice.

      • 10.4.3

        LaneHoney may also decommission the Services and terminate at any time upon thirty (30) days notice.

    • 10.5

      Effects of Termination. Upon termination or expiration of this Agreement for any reason, (a) any amounts owed to LaneHoney before such termination or expiration will be immediately due and payable; (b) all licensed and access rights granted will immediately cease to exist; and (c) each party will promptly destroy the Confidential Information of the other party that it has in its possession.

    • 10.6

      Survival of Certain Terms. Any provision of this Agreement that by its nature should survive termination or expiration of this Agreement will survive termination or expiration including any obligation of confidentiality, payment, indemnification, and all disclaimers and limitations on liability.

  • 11. APP STORE.

      If the App is downloaded or installed from any third party application store or marketplace (e.g., the Apple App Store) (each, an “App Store”), Member agrees to comply with all applicable third party terms of the relevant App Store (e.g., “Usage Rules”) when using LaneHoney. Member further acknowledges that this Agreement is between Member and LaneHoney and not with the App Store. The App Store is not responsible for LaneHoney (including any maintenance, support, and warranty relating thereto) or addressing any claims relating to LaneHoney (e.g., product liability, legal compliance, or intellectual property infringement). To the maximum extent permitted by applicable law, the App Store will not have any warranty obligation whatsoever with respect to the LaneHoney. As between LaneHoney and the App Store, any claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of LaneHoney. Member agrees to pay all fees, if any, charged by the App Store in connection with LaneHoney. All warranty disclaimers and limitations of remedy and liability benefiting LaneHoney will benefit the App Store under this Agreement. Member also acknowledges that the App Store (and its subsidiaries) are third party beneficiaries of this Agreement and will have the right to enforce this Agreement, including with respect to such disclaimers and limitations.

  • 12. Miscellaneous.

    • 12.1

      Force Majeure. Neither party to this Agreement will be liable for failure to perform any of its obligations hereunder (other than a payment obligation) during any period in which such performance is delayed by acts, omissions, or circumstances beyond its reasonable control. Either party will have the right to terminate this Agreement upon thirty (30) days prior written notice if a force majeure event prevents or hinders performance for more than thirty (30) days.

    • 12.2

      Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of New York without regard to its conflicts of laws principles. The parties agree to submit to the exclusive venue and jurisdiction of the state and federal courts in such state.

    • 12.3

      Arbitration Agreement, Jury Trial Waiver, Class Action Waiver and Forum Selection Clause.

      • 12.3.1

        Any and all controversies, disputes, demands, counts, claims, or causes of action (including the interpretation and scope of this clause, and the arbitrability of the controversy, dispute, demand, count, claim, or cause of action) between you and us or our employees, agents, successors, or assigns, will exclusively be settled through binding and confidential arbitration.

      • 12.3.2

        Arbitration will be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration will be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association (“AAA”). As modified by this Agreement, and unless otherwise agreed upon by the parties in writing, the arbitration will be governed by the AAA's Commercial Arbitration Rules and, if the arbitrator deems them applicable, the Supplementary Procedures for Consumer Related Disputes (collectively “Rules and Procedures”).

      • 12.3.3

        You are thus GIVING UP YOUR RIGHT TO GO TO COURT to assert or defend your rights EXCEPT for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING, BUT the arbitration procedures are SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. Arbitrator decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT.

      • 12.3.4

        You and LaneHoney must abide by the following rules: (a) ANY CLAIMS BROUGHT BY YOU OR US MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (b) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF, (c) in the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, we will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation, (d) we also reserve the right in our sole and exclusive discretion to assume responsibility for all of the costs of the arbitration; (e) the arbitrator will honor claims of privilege and privacy recognized at law; (f) the arbitration will be confidential, and neither you nor we may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement of the arbitration award; (g) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (h) each side pays its own attorneys' fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees' and litigation expenses, and then in such instance, the fees and costs awarded will be determined by the applicable law.

      • 12.3.5

        Notwithstanding the foregoing, either You or we may bring an individual action in small claims court. Further, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party's patent, copyright, trademark, or trade secret will not be subject to this arbitration agreement. Such claims will be exclusively brought in the state or federal courts located in New York, New York. Additionally, notwithstanding this agreement to arbitrate, either party may seek emergency equitable relief before the state or federal courts located in New York, New York in order to maintain the status quo pending arbitration, and hereby agree to submit to the exclusive personal jurisdiction of the courts located within New York, New York for such purpose. A request for interim measures will not be deemed a waiver of the right to arbitrate.

      • 12.3.6

        With the exception of subparts (a) and (b) in the subsection 12.3.4 above (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures, then the balance of this arbitration provision will remain in effect and will be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, either subpart (a) or (b) in subsection 12.3.4 is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision will be null and void, and neither You nor we will be entitled to arbitration. If for any reason a claim proceeds in court rather than in arbitration, the dispute will be exclusively brought in state or federal court in New York, New York.

      • 12.3.7

        For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at http://www.adr.org.

    • 12.4

      Severability. If any one or more provisions of this Agreement will be held to be illegal, invalid, unenforceable, or void, the remainder of this Agreement will remain in full force to the extent the economic benefit conferred upon the parties by this Agreement remain substantially unimpaired. If severability of any such provision would materially change the economic benefit of this Agreement to either party, the parties will modify such provision to obtain a legal, enforceable, and valid provision.

    • 12.5

      Amendment. This Agreement may be amended or supplemented only by a writing that refers specifically to this Agreement and is signed by duly authorized representatives of both parties.

    • 12.6

      Waiver. Except as otherwise provided in this Agreement, any failure of any of the parties to comply with any obligation, covenant, agreement or condition herein may be waived by the party entitled to the benefit thereof only by a written instrument signed by the party granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, representation, warranty, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure.

    • 12.7

      Notices. All notices required to be sent by either party under this Agreement will be deemed given: (a) when sent by facsimile, telecopy, or email with a confirmation of receipt; (b) upon delivery by a commercial overnight courier with written verification of receipt; or (c) when received after being mailed postage prepaid by certified or registered mail, return receipt requested (unless received outside 9:00 a.m. to 5:00 p.m. on a business day, in which case receipt will be deemed to have occurred at 9:00 a.m. on the next business day), to the party to be notified at the respective addresses set forth below in the signature block or such other address designated by a party.

    • 12.8

      Independent Contractors. Nothing contained herein, or done in pursuance of this Agreement, will constitute the parties entering into a joint venture or partnership, or will constitute either party the agent for the other for any purpose or in any sense whatsoever. Neither party will, for any purpose, be deemed to be an agent of the other party and the relationship between the parties will only be that of independent contractors. Neither party will have any right or authority to assume or create any obligations or to make any representations or warranties on behalf of any other party, whether express or implied, or to bind the other party in any respect whatsoever.

    • 12.9

      Successors and Assigns. This Agreement and the rights and obligations arising hereunder will be binding upon and inure to the benefit of the parties and to their respective successors and assigns. Member will not assign any of its rights or obligations hereunder, whether voluntarily or by operation of law, (including, without limitation, mergers or an assignment of substantially all of Member's assets) without the prior written consent of LaneHoney, which consent will not be unreasonably withheld or delayed. Any such unauthorized assignment will be null and void.

    • 12.10

      Construction. This Agreement will be construed simply according to its fair meaning and not strictly for or against any party. The titles and headings herein are for reference purposes only and will not in any manner limit the construction of this Agreement.

    • 12.11

      Non-Solicitation. During the term of this Agreement and for twelve (12) months thereafter, Member will not, directly or indirectly, solicit for employment (other than by general advertising or similar means), employ, or otherwise retain or contract with, any employee or contractor of LaneHoney.

    • 12.12

      Export. The Services are subject to U.S. export control laws and may be subject to export or import regulations in other countries. Member agrees not to export, re-export, or transfer, directly or indirectly, any U.S. technical data acquired from LaneHoney, or any products utilizing such data, in violation of the United States export laws or regulations. Member represents and warrants that (i) it is 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) it is not listed on any U.S. Government list of prohibited or restricted parties. Member will indemnify and hold LaneHoney harmless from any and all claims, losses, liabilities, damages, fines, penalties, costs and expenses (including attorney's fees) arising from or relating to any breach by you of its obligations under this section.

    • 12.13

      Electronic Communication. Each party hereby agrees to the use of electronic communications in order to enter into this Agreement, to create other records, and to the electronic delivery of notices, documents, policies and records of transactions with respect to LaneHoney and this Agreement. Each party hereby waives any rights or requirements under any laws or regulations in any jurisdiction which require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent permitted under applicable mandatory law.

    • 12.14

      Entire Agreement. This Agreement (including its attachments, all of which are incorporated herein by reference) constitutes the entire agreement between the parties and supersedes any prior, collateral or contemporaneous negotiations, representations and agreements, oral or written agreement, between the parties with respect to the subject matter hereof. All conditions, warranties and other terms implied by statute or common law are excluded to the fullest extent permitted by applicable law.

Trucking Services Agreement


This Trucking Services Agreement (hereinafter “Agreement”) is made effective as of the date that any Transaction occurs through the Exchange, and is to be used in connection with the LaneHoney Terms of Service and License Agreement made available at (the “LaneHoney Terms” ). All capitalized terms not defined in this Agreement have the meaning provided in the LaneHoney Terms.

This Agreement sets forth the legally binding terms between Carrier and Shipper in connection with Trucking Services purchased via a Transaction through the Exchange. To be clear, LaneHoney is not a party to this Agreement and LaneHoney has no responsibility or liability for the Trucking Services or the acts and omissions of Carrier and Shipper related to the Trucking Services. This is an agreement solely between Carrier and Shipper. BY SUBMITTING BIDDER TERMS TO THE EXCHANGE OR OTHERWISE USING OR PERFORMING THE TRUCKING SERVICES YOU: (A) ACCEPT THIS AGREEMENT ON BEHALF OF YOURSELF AND, IF YOU ARE A MEMBER, THE ENTITY THAT YOU IDENTIFY AS THE MEMBER DURING THE REGISTRATION PROCESS AND (B) REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THIS AGREEMENT (ON BEHALF OF YOURSELF AND THE MEMBER).

  • 1. Carrier Represents and Warrants That:

    • A.

      Registered. It is a Registered motor carrier authorized to provide transportation of property under contracts with shippers and receivers of general commodities. “Registered” means operated under authority issued by the Federal Motor Carrier Safety Administration (FMCSA) or its predecessors within the U.S. Department of Transportation.

    • B.

      Professional and Workmanlike Manner. It will perform the Trucking Services in a professional and workmanlike manner in accordance with industry standards.

    • C.

      Applicable Laws. It will perform the Trucking Services in accordance with applicable laws and regulations, including motor carrier regulations, owner/operator lease regulations; loading and securement of freight regulations; implementation and maintenance of driver safety regulations including, but not limited to, hiring, controlled substances and alcohol testing, and Hours of Service regulations; sanitation, temperature, and contamination requirements for transporting food, perishable, and other products, qualification and licensing and training of drivers, implementation and maintenance of safety regulations; maintenance and control of the means and method of transportation including, but not limited to, performance of its drivers; all applicable insurance laws and regulations including but not limited to workers' compensation.

    • D.

      Tractor Units and Personnel. It will perform the Trucking Services using its own tractor units and its own driver employees (“Drivers”) who are properly licensed and are fully informed of Special Handling Requirements disclosed by the Shipper (in accordance with Section 2(A) below) for the protection of the Shipment. Carrier will not subcontract, assign, interline, or transfer the transportation of shipments to any other person or entity conducting business under a different operating authority, without the approval of Shipper.

    • E.

      Equipment Supplied by Carrier. All equipment (e.g., a trailer, chassis, or container and any related device) used by Carrier (other than Shipper Equipment) will be clean, dry and free of any defects or contaminating odor, and will in all other respects be suitable and legal for the transportation of freight tendered to Carrier. None of the equipment used for the transportation of food or food grade products has been or will be used for the transportation of any waste of any kind, garbage, hazardous material or any other commodity that might adulterate or contaminate food, food products or cosmetics, with the understanding that the foregoing warranty will not apply to any Shipper Equipment.

    • F.

      No Convictions. It has not been convicted of a felony (nor has any of its Drivers been convicted of a felony) and it is not subject to any legal proceedings, criminal, civil or administrative, instituted that will prevent it from performing the Trucking Services.

    • G.

      Refrigeration in California. Any Shipments transported within the State of California on refrigerated equipment, will only utilize equipment which are in full compliance with the California Air Resources Board (ARB) TRU ACTM in-use regulations. Carrier will be liable to Shipper for any penalties, or any other liability, imposed on Shipper because of Carrier's use of non-compliant equipment. Carrier will not supply equipment that has been used to transport hazardous wastes, solid or liquid, regardless of whether they meet the definition in 40 C.F.R. §261.1 et seq. The foregoing provision will not apply to any Shipper Equipment.

    • H.

      Exchange Rules and Accuracy of Bidding Terms. Carrier will abide by the Exchange Rules. Its Bidding Terms and Carrier Qualifications entered into the Exchange are complete and correct and it will update the Carrier Qualifications promptly (e.g., within 24 hours) upon learning that any submitted Carrier Qualifications are incomplete or incorrect, including that Carrier's operating authority has been revoked or suspended, the limits of Carrier's insurance have been modified, Carrier's safety rating has changed (e.g., has become Unsatisfactory or Conditional) or the applicable hours of service available have changed.

    • I.

      No Disclosure of Bidding Terms. Carrier will not, and will not assist or permit any third party to disclose any Bidder Terms of Shipper without the written consent of the Shipper.

  • 2. Shipper Represents and Warrants that:

    • A.

      Special handling Requirements. In the event that any Shipment requires Special Handling Requirements, Shipper will include such Special Handling Requirements in its Bidding Terms.

    • B.

      Exchange Rules and Accuracy of Bidding Terms. Shipper will abide by the Exchange Rules and its Bidding Terms entered into the Exchange are complete and correct.

    • C.

      Applicable Law. Shipper will use the Trucking Services in accordance with all applicable laws and Carrier's performance of the Trucking Services as contemplated by this Agreement will not violate any law that governs motor carriers solely as a result of the transporting of the Shipment in a manner contemplated by this Agreement. The Shipment will not contain hazardous materials.

    • D.

      No Disclosure of Bidding Terms. Shipper will not, and will not assist or permit any third party to disclose any Bidder Terms of Carrier without the written consent of the Carrier.

    • E.

      Shipper Equipment. All Shipper Equipment (as defined below) will comply with applicable legal requirements including registration and safety requirements. Without limiting the foregoing, any Shipments transported within the State of California on any refrigerated Shipper Equipment, will only utilize equipment that is in full compliance with the California Air Resources Board (ARB) TRU ACTM in-use regulations. Shipper will be liable to Carrier for any penalties, or any other liability, imposed on Carrier because of Shipper's provision of non-compliant Shipper's Equipment. Shipper will not supply Shipper Equipment that has been used to transport hazardous wastes, solid or liquid, regardless of whether they meet the definition in 40 C.F.R. §261.1 et seq.

  • 3. Liability.

    • A.

      Allocation of Risk for Freight: Subject to the limitations set forth in Section 3(B), Carrier will be liable to Shipper for loss and damages to the freight transported pursuant to any Transaction while in the care or custody of the Carrier unless such loss or damages to the freight was due to an Excepted Cause. An “Excepted Cause” means Carrier is free from negligence and that the loss or damage was caused by an act of God, the public enemy, the Shipper, a public authority, or that the damage resulted from the nature of the goods or an inherent vice in the goods. All claims for loss and damages and salvage will be handled and processed in accordance with the regulations of the Federal Motor Carrier Safety Administration, including 49 CFR 370 and liability for any cargo damage, loss, or theft from any cause will be determined under the Carmack Amendment, 49 U.S.C. §14706, to the extent applicable.

    • B.

      Limitations on Liability. Carrier's maximum liability for cargo damage, loss, or theft from any cause for any one shipment will be the lesser of: (i) the actual loss or injury to the freight and (ii) the amounts paid by the Carrier's insurance coverages set forth in the Carrier's Bidding Terms for the applicable claim with such amounts allocated on a pro-rata basis. In the event Carrier fails to maintain such insurance, Carrier's maximum liability for cargo damage, loss, or theft from any cause for any one shipment will be the lesser of: (i) the actual loss or injury to the freight and (ii) the amount of the insurance coverages stated in the Carrier Bidding Terms. In the event that the provisions of this Section 3(B) conflicts with the limitations set forth in the Carmack Amendment for a claim subject to the authority of the Carmack Amendment, the provisions of the Carmack Amendment are intended to prevail.

    • C.

      Insurance. Carrier will maintain the Insurance stated in Carrier's Bidding Terms. Any requests for certificates of insurance should be made through LaneHoney.

    • D.

      Carrier Worker Related Obligations. Carrier assumes full responsibility and liability for payment of the following items: all applicable federal, state, and local payroll taxes, taxes for unemployment insurance, old age pensions, workers' compensation, social security, with respect to persons engaged in the performance of the Transportation Services. Shipper will not be liable for any of the payroll-related tax obligations specified above and Carrier will indemnify, defend, and hold Shipper harmless from any claim or liability imposed or asserted against Shipper for any such obligations.

  • 4. Bills of Lading.

    • A.

      The parties agree that any Work Order and Bill of Lading related to any Transaction will be produced solely by LaneHoney (the “Bill of Lading”). Notwithstanding LaneHoney's production of the Bill of Lading, the parties acknowledge that Carrier and Shipper – and not LaneHoney -- are responsible for the accuracy of the Bill of Lading. Shipper agrees that it will not commit an order to the marketplace until it is satisfied that the Bill of Lading is accurate, including receiver contact details that enable the Carrier to successfully manage appointments for the delivery of Shipper's shipment. In the event that Carrier is not allowed or afforded an opportunity to examine the goods in order to ascertain the condition of those goods prior to loading on to Carrier's vehicle, Carrier's personnel will immediately notify LaneHoney through the Services and await instructions prior to transporting the shipment. The final Bill of Lading, as represented through the Services, will be prima-facie evidence of receipt of goods in good order and condition by Carrier unless otherwise noted on the face of the Bill of Lading itself. All terms or conditions written or printed on the receipts or Bills of Lading which have not been specifically produced by LaneHoney, will not be binding on either Shipper or Carrier.

  • 5. Fees and Expenses Shipper is liable to Carrier for all Fees in accordance with the LaneHoney Terms and will make all such payments in accordance with the process and schedule set forth therein. Except for any Fees and reimbursable expenses set forth in the LaneHoney Terms and fees associated with Shipper Equipment as set forth in Section 6 below (if any), each party will be liable for all costs and expenses associated with its own performance of this Agreement, including in the case of Carrier, all costs and expenses of all Carrier's transportation equipment, its maintenance, and personnel who operate it.

  • 6. Shipper Equipment.

      In consideration of and subject to Carrier's obligations under this Agreement, Shipper may authorize Carrier from time to time, to use Shipper's owned or leased equipment (“Shipper Equipment”) in connection with any Transaction between the parties. Shipper Equipment may be provided by Shipper directly or by a third party acting on behalf of Shipper (any such provider, a “Provider”). Shipper Equipment may include a trailer, chassis, or container and any related device, but does not include any tractor. Unless otherwise expressly stated in the Shipper Bidding Terms, Shipper Equipment is made available by Shipper to Carrier at no cost to Carrier. Carrier MAY NOT use Shipper's Equipment for transporting or storing any goods except in connection with the Transaction and the route established by LaneHoney as the most efficient route between the point of origin and the point of destination in accordance with the Fee Schedule (the “Haul Route”). Carrier's use of any Shipper Equipment, and each party's rights and responsibilities with respect to the Shipper Equipment will be governed by the Uniform Intermodal Interchange and Facilities Access Agreement (the “UIIA”) in effect at the time that the Shipper Equipment is made available to Carrier. For the avoidance of doubt, the parties state that: (i) the Shipper is the Provider for the purposes of the UIIA. For the avoidance of doubt, the parties state that Carrier will use the Shipper Equipment only if the Provider of such Shipper Equipment is listed in the Carrier's Form 5-C of its UIIA.

  • 7. Cancellations.

      This Agreement with respect to any Haul is not subject to cancellation by Shipper and is not subject to cancellation by the Carrier after Carrier accepts the Match in accordance with Section 2.4 of the LaneHoney Terms. Penalties and remedies for any Seller or Carrier cancellation of this Agreement are set forth in the Exchange Rules.

  • 8. Indemnification.

    • A.

      Carrier Indemnity. Carrier will indemnify, defend and hold Shipper, its directors, officers, employees and representatives (each a “Shipper Indemnified Party”), harmless from and against any and all losses, damages, liability, costs and expenses awarded by a court or agreed upon in settlement, as well as all reasonable and related attorneys' fees and court costs, (collectively “Losses”) arising out of any third party claim alleging that Carrier has breached any of its obligations hereunder.

    • B.

      Exclusions. Section 8(A) will not apply to the extent that the alleged claim arises out Shipper's breach of its obligations hereunder, its negligence or its willful misconduct (any of the foregoing a “Shipper Indemnity Responsibility”).

    • C.

      Shipper Indemnity. Shipper will indemnify, defend and hold harmless Carrier, its directors, officers, employees and representatives (each a “Carrier Indemnified Party”), from and against any and all Losses arising out of any third party claim alleging a Shipper Indemnity Responsibility.

    • D.

      Indemnification Process. The foregoing indemnification obligations are conditioned on the indemnified party: (a) notifying the indemnifying party promptly in writing of such action, (b) reasonably cooperating and assisting in such defense and (c) giving sole control of the defense and any related settlement negotiations to the indemnifying party with the understanding that the indemnifying party may not settle any claim in a manner that admits guilt or otherwise prejudices the indemnified party, without consent.

  • 9. Force Majeure. A party is not liable for failure to perform the party's obligations if such failure is as a result of acts of god (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (regardless of whether war is declared), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout or interruption or failure of electricity or telephone service. If a party asserts Force Majeure as an excuse for failure to perform the party's obligation, then the nonperforming party must prove that the party took reasonable steps to minimize delay or damages caused by foreseeable events, that the party substantially fulfilled all non-excused obligations, and that the other party was timely notified of the likelihood or actual occurrence of an event described in this Section.

  • 10. Miscellaneous:

    • A.

      Severability. If any one or more provisions of this Agreement will be held to be illegal, invalid, unenforceable, or void, the remainder of this Agreement will remain in full force to the extent the economic benefit conferred upon the parties by this Agreement remain substantially unimpaired. If severability of any such provision would materially change the economic benefit of this Agreement to either party, the parties will modify such provision to obtain a legal, enforceable, and valid provision.

    • B.

      Amendment. This Agreement may be amended or supplemented only by a writing that refers specifically to this Agreement and is signed by duly authorized representatives of both parties.

    • C.

      Waiver. Except as otherwise provided in this Agreement, any failure of any of the parties to comply with any obligation, covenant, agreement or condition herein may be waived by the party entitled to the benefit thereof only by a written instrument signed by the party granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, representation, warranty, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure.

    • D.

      Successors and Assigns. This Agreement and the rights and obligations arising hereunder will be binding upon and inure to the benefit of the parties and to their respective successors and assigns.

    • E.

      Construction. This Agreement will be construed simply according to its fair meaning and not strictly for or against any party. The titles and headings herein are for reference purposes only and will not in any manner limit the construction of this Agreement.

    • F.

      Electronic Communication. Each party hereby agrees to the use of electronic communications in order to enter into this Agreement, to create other records, and to the electronic delivery of notices, documents, policies and records of transactions with respect to this Agreement. Each party hereby waives any rights or requirements under any laws or regulations in any jurisdiction which require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent permitted under applicable mandatory law.

    • G.

      Entire Agreement. This Agreement (including its attachments, all of which are incorporated herein by reference) constitutes the entire agreement between the parties and supersedes any prior, collateral or contemporaneous negotiations, representations and agreements, oral or written agreement, between the parties with respect to the subject matter hereof. All conditions, warranties and other terms implied by statute or common law are excluded to the fullest extent permitted by applicable law.

    • H.

      Independent Contractor: It is understood and agreed that the relationship between Shipper and Carrier is that of independent contractor. None of the terms of this Agreement, or any act or omission of either Party will be construed for any purpose to express or imply a joint venture, partnership, principal agent, fiduciary, employer/employee relationship between the Parties. Carrier will provide the sole supervision and will have exclusive control over the operations of its employees, contractors, subcontractors, agents, as well as all vehicles and used to perform its transportation services hereunder. Shipper has no right to discipline or direct the performance of any driver and/or employees, contractors, subcontractors, or agents of Carrier. Carrier represents and agrees that at no time and for no purpose will it represent to any party that it is anything other than an independent contractor in its relationship to Shipper.

    • I.

      Non-Exclusive Agreement: Carrier and Shipper acknowledge and agree that this contract does not bind the respective parties to exclusive services to each other. Either party may enter into similar agreements with other carriers, Shippers, or freight forwarders.

    • J.

      Waiver of Provisions:

      • (i)

        Failure of either Party to enforce a breach or waiver of any provision or term or provision.

      • (ii)

        This Agreement is for specified services pursuant to 49 U.S.C. §14101(b). To the extent that terms and conditions herein are inconsistent with Part (b), Subtitle IV, of Title 49 U.S.C. (ICC Termination Act of 1995), the Parties expressly waive any and all rights and remedies they may have under the Act.

Exchange Rules

Capitalized terms that are not defined in these Exchange Rules have the meaning provided to them the LaneHoney Terms of Service made available at https://www.lanehoney.com/terms (the “LaneHoney Terms”).

  • 1. Exchange Transparency

    • 1.1.

      Shipper's Ability to Exclude Certain Carriers. Each Shipper may exclude certain Carriers from Matching with any of its Shipper Orders. Each Carrier may exclude certain Shippers from matching with any of its Bidder Terms.

    • 1.2.

      Shipper's Ability to Review Projected Fees. Shipper will have an opportunity to review the estimated Line Haul Fees, Equipment Fees, Lumper Fees, Tolls, Fuel Charges and Transaction Fees (collectively “Fees”) prior to submitting any Shipper Bidding Terms.

    • 1.3.

      Shipper Bidding Terms, Once Submitted, Are Not Exclusive And Can Be Revoked. Shipper Bidding Terms, and the Haul associated with the Shipper Bidding Terms, are not exclusive to the Exchange and may be submitted through any other channel. Shipper may revoke its Shipper Order at any time through the Exchange.

    • 1.4.

      Carrier's Ability to Exclude Certain Points of Origin or Points of Destination. Prior to submitting any Carrier Bidding Terms, each Carrier will have an opportunity, if such data is available to LaneHoney, to review the miles, routing , anticipated Lumper Fees, and Detention Time (as defined below), based upon the point of origin and point of destination average wait time, as calculated by LaneHoney in its sole discretion and to exclude any Points of Origin or Points of Destination from Matching with any Shipping Bidding Terms. LaneHoney disclaims any liability or responsibility for the inaccuracy of any estimates. Past performance is not a predictor of future results. Shippers are free to attract Carriers to difficult shipment locations by increasing the Per Mile Line Haul Fee in Shipper's Bidding Terms.

    • 1.5.

      Hours of Service Compliance. Carriers are solely responsible for determining the Hours of Service compliance for each of its Drivers.

  • 2. Fees

    • 2.1.

      Pre-Paid Fees. Unless otherwise agreed by LaneHoney, all Fees must be pre-paid.

    • 2.2.

      Flow of Payments. All Transaction Fees are paid by Shipper directly to LaneHoney. All other Fees are to be paid to LaneHoney's Third Party Payment Network and not to Carrier directly.

    • 2.3.

      Payments to Carrier Bank Accounts. All Fees collected by the Third Party Payment Network from Shippers are paid directly to Carrier's Bank Account upon collection from the applicable Shipper. There may up to a three business day delay between LaneHoney's receipt and Carrier's receipt of available funds in Carrier's Bank Account. “Bank Account” means the bank account identified by Carrier within the Services as the account to receive the Fees other than the Transactional Fees.

    • 2.4.

      Waiver of Certain Fees. LaneHoney reserves the right to waive or change any Fees, penalties, or interest at any time. We may temporarily change or suspend the Fees as a promotion and such changes are effective for the promotional period described within the Exchange, the Fee Schedule or in any notice of the promotion made available to Member. Shippers are solely responsible for paying all fees associated with use of the Services as well as all applicable taxes, except those on Carrier's and LaneHoney's income. Shippers are responsible for all actions taken with username and password delegated to Shipper and its personnel, including fees.

    • 2.5.

      Upfront Fuel Fees. Upon Carrier's request, and solely at LaneHoney's discretion, LaneHoney may elect to provide Carrier the applicable Fuel Fees at the time of dispatch shipment pickup.

    • 2.6.

      Shipper Billing Queries. Shipping billing queries should be addressed to Info@lanehoney.com.

    • 2.7.

      Carrier Billing Queries. Carrier payment queries should be addressed to Info@lanehoney.com.

  • 3. Communication and Documentation. Carrier acknowledges that LaneHoney's and Shipper's ability to track the progress of each Haul is fundamental to the operation of the Services. Accordingly, Carrier agrees to the following:

    • 3.1.

      Tracking. Carrier will comply with the tracking requirements and requests prompted through the Services and will immediately notify LaneHoney through the Services of any likelihood of delay in the arrival of a truck at the Point of Origin or the Point of Destination. Appointments: Shipper is responsible for setting accurate appointment times. Adjustment to an appointment time is negotiated between Carrier and Shipper. Shipper is to update any adjustment to appointment time immediately in the Services to accurately capture and calculate Detention Time. It is in the responsibility of the Shipper to update Appointment times accurately. A notification of any appointment time change is sent to the Carrier and confirmed by the Carrier.

    • 3.2.

      Proof Codes. Carrier will obtain from the Shipper a LaneHoney Point of Pickup and Point of Delivery Code (the “POP or POD Code”) upon the completion of any Haul. Carrier will notify LaneHoney immediately of any issues with obtaining the Codes or name and signature of the receiving party. Carrier will upload the POD Code or the name and signature of the receiving party through the Services. Carrier acknowledges that the Haul will not be deemed completed until LaneHoney is in receipt of the applicable POD Code or name and signature of the receiving party and recorded in the Services.

    • 3.3.

      Receipts. Carrier will upload through the Services all Haul related receipts, including for all payments related to equipment (including Shipper Equipment), Tolls, and Lumper Fees no later than thirty (30) minutes after Carrier's release from the Point of Destination.

    • 3.4.

      Detention Documentation. In order for Carrier to receive any Detention Fees, Carrier must document through the Services the Driver's arrival at the Point of Origin and the Point of Destination and the time of departure from the Point of Origin and Point of Destination. Arriving earlier than the designated arrival time requested by LaneHoney in the applicable dispatch delivered to Carrier upon execution of the Transaction will not increase detention time.

    • 3.5.

      No paper documentation will be provided. Shipper may direct that electronic PDF documentation as contained in the Shipper account be printed to create paper for their own manual processes. Carrier may also download and print a PDF copy of their full dispatch and bill of lading for their trip but all Carrier actions must be performed using the Services. Paper documentation with notations may be additionally uploaded into the Services.

    • 3.6.

      Carrier Documentation. LaneHoney collects and maintains all necessary Carrier employment documentation on the Services on behalf of all Shippers. Carriers submit their Authority, Insurance Certificate and W-9 documents. This process is in addition to Carrier documentation that may be maintained by UIIA for intermodal shipments. Carrier must promptly update all Carrier Qualification information, including all changes in its insurance coverages and changes to its Form 5-C of its UIIA for intermodal services.

  • 4. Equipment

    • 4.1.1.

      Carrier will transport all Shipments only on equipment operated under Carrier's authority or on Shipper Equipment.

  • 5. Cancellations

    • 5.1.

      Carrier Cancellations. Any executed Transaction, and the corresponding Trucking Services Agreement, with respect to any Haul is not subject to cancellation by Carrier once it has accepted the Match in accordance with Section 2.4 of the LaneHoney Terms. In the event that Carrier must cancel a Haul, Carrier is to notify LaneHoney immediately via the “Got a Problem” button within the Services. Upon Carrier's cancellation of any Haul, Carrier's benchmark rating data and shipment history within its Member profile is updated within the Exchange and Carrier's Membership and participation in the Exchange is subject to immediate suspension or termination by LaneHoney. Upon suspension, Carrier will not be eligible to submit Carrier Bidding Terms or be party to a Trucking Services Agreement through the Exchange until: (i) Carrier's application for renewed membership is accepted by LaneHoney and (ii) Carrier pays a Carrier Membership Readmittance Fee designated by LaneHoney in its discretion. Unless waived by LaneHoney, Carrier will not be eligible for renewed membership for a period of at least thirty (30) days from the date of cancellation.

    • 5.2.

      Shipper Cancellations. Any executed Transaction, and the corresponding Trucking Services Agreement, with respect to any Haul, is not subject to cancellation by the Shipper. In the event of any Shipper cancellation Shipper will be responsible to pay to LaneHoney the Transaction Fee and to alert LaneHoney via the Services Delete Order mechanism at the My Orders menu and via email to Info@lanehoney.com.

    • 5.3.

      Cancellation Fees in the Event of Shipper Cancellation.

      • 5.3.1

        If the Trucking Services Agreement is cancelled by Shipper after Carrier has dispatched the applicable truck but prior to the truck's arrival at the pickup location, Shipper will be subject to the following:

        • • a charge equal to the number of miles actually driven by the truck between the point of dispatch and the trucker's receipt of the notification of cancellation (the “Wasted Miles”) * the Per Haul Mile Fee * 2 +

        • • Wasted Miles / 6 * Per Gallon Price* 2 +

        • • any toll charges incurred prior to Driver's receipt of the notice of cancellation * 2 +

        • • a penalty of $150 to compensate Carrier for its service.

      • 5.3.2

        Any Trucking Services Agreements cancelled after a truck has reached the pickup location will be charged the entire Line Haul Fee, Toll Fee and Fuel Fee as well as Lumper Fees and Detention Fees actually incurred.

  • 6. Acceptable Use Policy. Member will not, and will not permit, encourage or create functionality for users or other third parties to:

    • 6.1.1.

      Disclose any confidential information of any other party without the consent of the other party or as otherwise provided in the LaneHoney Terms and Conditions.

    • 6.1.2.

      Interfere or attempt to interfere in any manner with the proper workings of the Services, or create or distribute any application or product that adversely affects the functionality or performance of the Services;

    • 6.1.3.

      Use any means, including but not limited to script or programming, to scrape or mine the data or other content associated with the Services or LaneHoney's other services or products;

    • 6.1.4.

      Use the Services for any purpose not expressly permitted under the Agreement or that violates any law or regulation or interferes with public safety;

    • 6.1.5.

      Utilize the Services in association with, or as a component of, any product or service that in the sole discretion of LaneHoney is illegal, obscene or otherwise inappropriate;

    • 6.1.6.

      Use, collect, upload, transmit, display or distribute the Services or any data relating to the Services (i) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right, (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another's privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable, (iii) that is harmful to minors or the elderly in any way, (iv) that is in violation of any law, regulation, or obligations or restrictions imposed by any third party, or (v) that contains any malicious code.

LaneHoney Fee Schedule


The following fees are applicable to any Member's use of the Services. All capitalized terms that are not defined in this Fee Schedule have the meaning provided to them in the LaneHoney terms of service made available at https://www.lanehoney.com/terms.

All Fees collected by LaneHoney from Shippers are paid directly to Carrier's Bank Account upon collection from the applicable Shipper. There may up to a three business day delay between LaneHoney's receipt and Carrier's receipt of available funds in Carrier's Bank Account. “Bank Account” means the bank account identified by Carrier within the Services as the account to receive the Fees other than the Transactional Fees.

LaneHoney reserves the right to waive or change any of our fees, penalties, or interest at any time. We may temporarily change or suspend our fees as a promotion and such changes are effective for the promotional period described on our website. You are solely responsible for paying all fees associated with using our services as well as all applicable taxes. You are responsible for all actions taken with your username and password, including fees. We recommend that you not disclose your LaneHoney password or any account sensitive information to any third parties.

  • (a)

    Transaction Fee. Shippers pay a Transaction Fee directly to LaneHoney that is to be retained entirely by LaneHoney as consideration for operating the Services. “Transaction Fee” means a fee equal to ten percent for Long Haul trips (defined as trips over 500 miles) and twenty percent for Short Haul (as defined as full truck load shipments less than 500 miles) and Less Than Truck Load shipments of all Line Haul Fees and Ancillary Fees invoiced to Shipper related to a particular Transaction, or another fee amount agreed between LaneHoney and Shipper.

  • (b)

    Fees payable to LaneHoney on behalf of Carrier.

    • i.

      Line Haul Fee [for Long Hauls]. Line Haul Fees are calculated by multiplying the Per Mile Line Haul Fee by the Haul Miles. “Haul Miles” means the number of miles, as calculated by LaneHoney in its sole discretion based on the anticipated, most efficient truck practical route between the point of origin and the point of destination. Carriers are encouraged to quote Line-Haul Fees on a one-way, per mile basis. Trip transactions fees are equal to the Shipper's total price bid. A Shipper may choose to transact at a Qualified Carrier's Offer Price. In such case, an offer is sent to Carrier at the exact Carrier offer price. A Carrier may choose to transact at a Shipper's Offer Price (which may lower Carrier's offer price). In such case, an Offer is generated to Carrier at the exact Shipper offer price.

    • ii.

      Ancillary Fees.

      • A.

        Lumper Fees. The total offer price of any transaction is inclusive of Lumper Fees. “Lumper Fees” mean all lumper fees actually paid by Carrier related to Shipper's applicable load as recorded in the Services. Known Lumper Fees are displayed to Carrier at the time of Shipment offer.

      • B.

        Tolls. The total offer price of any transaction is inclusive of all Tolls. “Tolls” mean all tolls actually paid by Carrier related to Shipper's applicable load as recorded in the Services. Truck Toll amounts are displayed to Carrier at the time of Shipment offer.

      • C.

        Detention Fees. Shipper will pay to Lane Honey all Detention Fees. Detention Fees are fees intended to compensate Carrier for detention time reflecting greater than normal cumulative wait times at the pickup point of origin and the delivery point of destination.

        • 1)

          The “Hourly Detention Fees” are $75 per hour at intermodal terminals and private locations within the metropolitan areas of in Boston, Chicago, Los Angeles, New York and Philadelphia and $50 per hour at all other intermodal terminals and private locations. “Detention Time” means the cumulative number of minutes that Carrier was delayed between Origin Arrival and Origin Pickup Confirmation over 120 minutes plus the cumulative number of minutes between the Destination Arrival and Destination Delivery Confirmation over 120 minutes.

        • 2)

          “Detention Fees” are calculated by multiplying the Hourly Detention Fee by the Detention Time / 60.

        Shipper is required to pay Detention Fees only when the Carrier arrives within the designated pickup window specified on the LaneHoney Dispatch. Further, Detention Fees are not paid for drop and hook shipments.

      • D.

        Fuel Fees, No Fuel Surcharges. Transaction fees are inclusive of Fuel. For each trip, Carriers are shown an estimate of anticipated fuel consumption for an applicable shipment offer. “Fuel Estimates” are calculated according to the following formula: Haul Miles / 6 * Per Gallon Price. The “Per Gallon Price” means the per gallon price of diesel fuel as determined by EIA.org weekly Diesel Fuel Price Index for the applicable week. Lane Honey does not calculate or keep a Transaction Fee associated with Fuel Surcharges.

LaneHoney reserves the right to waive or change any of our fees, penalties, or interest at any time. We may temporarily change or suspend our fees as a promotion and such changes are effective for the promotional period described on our website. You are solely responsible for paying all fees associated with using our services as well as all applicable taxes. You are responsible for all actions taken with your username and password, including fees. We recommend that you not disclose your LaneHoney password or any account sensitive information to any third parties.

Employment Documentation. LaneHoney collects and maintains all necessary Carrier employment documentation on behalf of all shippers on the LHM. Carriers submit their Authority, Insurance Certificate and W9 documents that are maintained securely offsite. This process is in addition to Carrier documentation that may be maintained by UIIA for intermodal shipments.

MISCELLANEOUS


International Transfer:

YOUR INFORMATION MAY BE TRANSFERRED TO – AND MAINTAINED ON – COMPUTERS LOCATED OUTSIDE OF YOUR STATE, PROVINCE, COUNTRY OR OTHER GOVERNMENTAL JURISDICTIONS WHERE THE PRIVACY LAWS MAY NOT BE AS PROTECTIVE AS THOSE IN YOUR JURISDICTION. IF YOU ARE LOCATED OUTSIDE THE UNITED STATES AND CHOOSE TO PROVIDE INFORMATION TO US, LANEHONEY TRANSFERS PERSONAL INFORMATION TO THE UNITED STATES AND PROCESSES IT THERE. YOUR CONSENT TO THIS PRIVACY POLICY FOLLOWED BY YOUR SUBMISSION OF SUCH INFORMATION REPRESENTS YOUR AGREEMENT TO THAT TRANSFER.

Our Policy Toward Children:

The Service is not directed to individuals under 18. We do not knowingly collect personally identifiable information from children under 13. If a parent or guardian becomes aware that his or her child has provided us with Personal Information without their consent, he or she should contact us. If we become aware that a child under 13 has provided us with Personal Information, we will delete such information from our files.