Terms & Conditions

Developed by Veido LLC, a Florida-based corporation located at 1221 Brickell Ave Suite 900, Miami, FL 33131. For a comprehensive understanding of our software features, please visit vektortms.com. For our Privacy Policy, refer to vektortms.com/privacy.

1. Introduction

1.1. Brief Overview of Vektor TMS and its Services

Vektor TMS, a product of Veido LLC, is a state-of-the-art trucking management system designed to cater to the modern needs of the trucking industry. Our platform offers a range of features to streamline operations, enhance efficiency, and ensure seamless management for trucking companies.

1.2. Purpose of the TOS

This Terms of Service document outlines the terms and conditions governing the use of Vektor TMS. It is designed to provide clarity on the rights, responsibilities, and expectations of all parties involved, ensuring a transparent and trustworthy relationship between Veido LLC and its users.

2. Definitions

This section will provide clear definitions for key terms and terminologies used throughout this TOS to ensure mutual understanding and avoid ambiguities. Terms such as "User", "Service", "Subscription", "Data", and others will be clearly defined to set the context for the subsequent sections.

3. Acceptance of Terms

3.1. User's Agreement to Abide by the TOS

By accessing or using Vektor TMS, users agree to comply with and be bound by the terms and conditions set forth in this TOS. It is imperative that users read, understand, and accept these terms before utilizing our services.

3.2. Changes and Updates to the TOS

Veido LLC reserves the right to modify, amend, or update this TOS at any given time. Any changes will be communicated to users through appropriate channels, including but not limited to notifications on vektortms.com. Continued use of the service post any modifications signifies the user's acceptance of the revised terms.

4. Registration and Account

4.1. Account Creation and Requirements

• 4.1.1. Authorization to Access FMCSA Data: By registering a carrier account with Vektor TMS, users grant us explicit permission to retrieve relevant information from the Federal Motor Carrier Safety Administration (FMCSA) to expedite the registration process. This data pull aims to simplify the onboarding experience by pre-filling necessary details, ensuring accuracy and compliance.

• 4.1.2. Employee Invitations: When users invite their employees or staff to join Vektor TMS, these invitees are automatically subject to the terms outlined in this TOS. It is the responsibility of the primary account holder to ensure that their employees are informed about and understand these terms.

• 4.1.3. Data Encryption and Storage: All user data, including but not limited to company details, employee information, and transaction records, are encrypted using industry-standard protocols. This encrypted data is securely stored on our cloud service provider's database, ensuring maximum protection against unauthorized access and breaches.

4.2. Account Security and Responsibilities

• 4.2.1. Password Protection: Users are responsible for maintaining the confidentiality of their account password and are advised to use a strong, unique password. Veido LLC will not be liable for any unauthorized access resulting from a compromised password.

• 4.2.2. Reporting Unauthorized Access: Users must promptly notify Veido LLC of any unauthorized use of their account or any other security breaches. Immediate reporting can help in timely mitigation and prevent potential data loss or misuse.

• 4.2.3. Account Information Accuracy: Users are obligated to provide accurate and up-to-date information during registration and are encouraged to regularly review and update their account details to ensure continued accuracy.

4.3. Termination and Suspension of Accounts

• 4.3.1. User-Initiated Termination: Users can request account termination at any time. Upon termination, while the user data will be deactivated, certain records might be retained for compliance, legal, or analytical purposes.

• 4.3.2. Veido LLC-Initiated Suspension/Termination: Veido LLC reserves the right to suspend or terminate user accounts if there's a breach of this TOS, any suspicious or malicious activity, or for any other reason deemed appropriate by Veido LLC. Affected users will be notified of such actions and provided with a reason for the suspension or termination.

• 4.3.3. Consequences of Termination: Upon termination, users will lose access to all data, features, and services associated with their Vektor TMS account. It's advisable to backup essential data before initiating termination.

5. Service Access and Usage

5.1. Grant of License to Use Vektor TMS

• 5.1.1. Limited License: Upon successful registration and in accordance with this TOS, Vektor TMS grants users a limited, non-exclusive, non-transferable, and revocable license to access and use the services provided by Vektor TMS solely for their business operations.

• 5.1.2. No Ownership Rights: The license granted to users does not imply any rights of ownership or control over any part of Vektor TMS. All rights, titles, and interests in and to Vektor TMS remain exclusively with Veido LLC.

5.2. Restrictions on Use

• 5.2.1. No Reproduction or Redistribution: Users are strictly prohibited from reproducing, redistributing, or reselling any part of Vektor TMS or its services. This includes any unique solutions, features, or data structures developed by Veido LLC's R&D departments.

• 5.2.2. No Reverse Engineering: Users are not permitted to reverse engineer, decompile, or disassemble any part of Vektor TMS, nor attempt to discover the underlying source code or algorithms.

• 5.2.3. Individual and Organizational Use: The service is intended solely for the registered user and their organization. Sharing access with external parties or using the service on behalf of non-registered entities is strictly prohibited.

5.3. Service Modifications and Updates

• 5.3.1. Continuous Improvement: Vektor TMS reserves the right to modify, update, or enhance its services at any time to improve user experience or introduce new features.

• 5.3.2. Pricing Updates: Vektor TMS may update its pricing structure. However, any changes will not affect users who have entered into individual contracts with Veido LLC that specify different terms, unless such contracts expire or are renegotiated.

• 5.3.3. Notification of Changes: While Vektor TMS will strive to notify users of significant changes, it's the responsibility of users to stay updated with the latest terms, features, and pricing by regularly checking the platform or the official website.

5.4. Breach and Legal Consequences

• 5.4.1. Breach of Terms: Any violation of the terms specified in this section will be considered a breach of this TOS and may result in immediate termination of the user's account.

• 5.4.2. Legal Action: Veido LLC reserves the right to take legal action against any user or entity that infringes upon its intellectual property rights, reproduces its unique solutions, or otherwise violates the terms of this TOS.

6. Fees and Payments

6.1. Subscription Plans and Pricing

• 6.1.1. Active Truck-Based Pricing: Vektor TMS operates on a fee structure based on the number of trucks added to the system. An "active truck" is defined as any truck that has been added to the system and has not been terminated from use or deleted. Even if the truck is not actively used for the management of loads, as long as it remains in the system and is not terminated or deleted, it will be considered for pricing.

• 6.1.2. Pro-Rated Monthly Charges: Fees are charged on a pro-rated monthly basis, determined by the number of active trucks within the system.

• 6.1.3. Pricing Adjustments: Vektor TMS, under the management of Veido LLC, reserves the right to modify, adjust, or change the pricing structure. Such changes will be communicated to users with prior notification. Additionally, pricing may be negotiated directly with individual customers based on specific agreements or long-term commitments.

6.2. Payment Terms and Methods

• 6.2.1. Payment Processor: All payments for Vektor TMS services are processed through Stripe, our trusted payment gateway. Users are required to provide accurate payment information and ensure its validity.

• 6.2.2. Billing Cycle: Users will be billed on a monthly basis, with charges reflecting the number of active trucks for the respective month.

• 6.2.3. Late Payments and Collections: Failure to make timely payments may result in temporary suspension or termination of the user's access to Vektor TMS services. Additional charges or fees may apply for late payments. Any outstanding bills are subject to be forwarded to collections for recovery.

6.3. Refunds and Cancellations

• 6.3.1. No Refunds: All payments made to Vektor TMS are non-refundable, except in circumstances where there has been a billing error or as otherwise specified in individual agreements.

• 6.3.2. Cancellation Policy: Users may cancel their subscription at any time. However, charges for the ongoing month will still apply, and no refunds will be issued for partial month usage.

• 6.3.3. Notification of Cancellation: Users wishing to cancel their subscription must provide prior notice, ensuring there are no pending payments or unresolved issues.

7. User Data and Privacy

7.1. Data Collection and Usage

• 7.1.1. Data Ownership: All data inputted by users, including but not limited to carrier and driver information, remains the property of the user. Vektor TMS does not claim ownership of any user-generated content.

• 7.1.2. Data Utilization: While Vektor TMS does not resell or distribute user data, we may use the collected data for internal analysis, aimed at service improvement, feature development, and enhancing the overall user experience.

• 7.1.3. Privacy Policy: For a detailed outline of our data collection, storage, and usage practices, users are encouraged to review our Privacy Policy.

7.2. Data Protection and Security

• 7.2.1. Encryption: All user data is encrypted and stored securely on our cloud service provider's database, ensuring the highest level of protection against unauthorized access.

• 7.2.2. Data Security Measures: Vektor TMS employs state-of-the-art security measures to protect user data from unauthorized access, alteration, disclosure, or destruction.

• 7.2.3. Data Breach Protocols: In the unlikely event of a data breach, Vektor TMS will promptly notify affected users and take immediate steps to mitigate the impact and prevent future breaches.

7.3. User Rights and Responsibilities

• 7.3.1. Data Access: Users have the right to access, review, and modify their data at any time through their Vektor TMS account.

• 7.3.2. Data Deletion: Upon request, users can have their data permanently deleted from Vektor TMS. However, certain regulatory and compliance requirements may necessitate the retention of some data for specific periods.

• 7.3.3. Data Responsibility: While Vektor TMS ensures the security of user data, users are responsible for maintaining the confidentiality of their account credentials and ensuring that data inputted into the system is accurate and up-to-date.

• 7.3.4. Third-Party Data: If a user invites or registers a driver or another individual under their carrier account, the user is responsible for ensuring they have the right to share that individual's data and that the individual is informed of and agrees to Vektor TMS's terms and privacy practices.

8. Intellectual Property Rights

8.1. Ownership of Vektor TMS Content and Software

• 8.1.1. Proprietary Rights: All rights, title, and interest in and to the Vektor TMS software, including any updates, modifications, and enhancements thereof, are and will remain the exclusive property of Veido LLC. Vektor TMS is protected by copyright, trademark, and other laws of both the United States and foreign countries.

• 8.1.2. License Grant: By using Vektor TMS, users are granted a limited, non-exclusive, non-transferable, and revocable license to access and use the software. This license does not imply any right to ownership, resale, or unauthorized distribution of Vektor TMS content.

8.2. User-Generated Content Rights

• 8.2.1. Data Ownership: All user-generated data and content remain the property of the user. Vektor TMS does not claim ownership of any content created, uploaded, or shared by users.

• 8.2.2. License to Vektor TMS: By inputting or uploading content to Vektor TMS, users grant Veido LLC a non-exclusive, royalty-free, worldwide license to use, analyze, and display such content. This is done with the intent of enhancing the platform's features, understanding industry trends, and providing aggregated insights. While individual data will always remain confidential, aggregated and anonymized data may be used to develop new tools, services, or products that could be offered to other users or third parties. This license ensures that Veido LLC can innovate and offer valuable insights back to the industry without compromising the individual privacy or business interests of our users.

8.3. Reporting Copyright Infringements

• 8.3.1. Respect for Intellectual Property: Vektor TMS respects the intellectual property rights of others and expects its users to do the same. Unauthorized copying, distribution, modification, or display of copyrighted content is prohibited.

• 8.3.2. Infringement Notices: If you believe that your copyrighted material has been used or displayed on Vektor TMS in a manner that constitutes copyright infringement, please provide us with a written notice containing the necessary details of the alleged infringement. We will take appropriate action in accordance with applicable intellectual property laws.

• 8.3.3. Contact for Reporting: Infringement notices should be directed to Veido LLC, attn: Legal Department, at 1221 Brickell Ave Suite 900, Miami, FL 33131 or via email at legal@vektortms.com

• 8.3.4. Prohibition of Corporate Espionage: Vektor TMS strictly prohibits any form of corporate espionage. This includes, but is not limited to, unauthorized access, theft, or duplication of sensitive information, trade secrets, or proprietary technologies belonging to other entities. Engaging in such activities is a serious offense and may result in legal action, including criminal charges.

• 8.3.5. Reporting Espionage Activities: If you suspect any espionage activities involving Vektor TMS, please report immediately to the Legal Department. We are committed to investigating all such allegations thoroughly and taking decisive action to protect intellectual property rights and the integrity of our services.

• 8.3.6. Legal Consequences: Any individual or entity found to be involved in espionage activities against Vektor TMS will face legal consequences. This may include civil lawsuits and, where applicable, criminal prosecution under relevant laws governing corporate espionage and intellectual property theft.

• 8.3.7. Contact for Reporting Espionage: To report suspected espionage activities, please contact Veido LLC, attn: Legal Department, at the address or email provided in section 8.3.3.

9. Third-Party Integrations

9.1. Description of Third-Party Services

Vektor TMS integrates with various third-party services to enhance its functionality and provide a comprehensive user experience. This may include, but is not limited to, cloud storage solutions, payment processors, customer communication tools, and user behavior analytics platforms.

9.2. Use of Third-Party Services

Vektor TMS utilizes reputable third-party services such as Google for cloud and database services, Stripe for payment processing, Intercom for customer messaging, and other platforms for user behavior analysis. These integrations are aimed at improving the user experience and the overall functionality of Vektor TMS.

9.3. Data Protection with Third-Party Services

• 9.3.1. Encryption and Inaccessibility: While integrating with third-party services, Vektor TMS ensures that sensitive user data is either encrypted or remains inaccessible to these third parties.

• 9.3.2. High Standards: We adhere to the highest standards of data protection and work only with service providers that share our commitment to data security.

• 9.3.3. User Caution: Users are encouraged to be cautious and ensure they understand the data practices of any third-party service they might interact with through Vektor TMS.

9.4. Disclaimers Regarding Third-Party Services

• 9.4.1. Practices and Content: Vektor TMS is not responsible for the practices employed by third-party services linked to or from our platform, including the information or content contained therein.

• 9.4.2. Review Recommendations: Users are encouraged to review the terms of service and privacy policies of any third-party platforms or services they access via Vektor TMS.

• 9.4.3. Security Limitations: While we strive to protect user data, Vektor TMS cannot guarantee the security of information users provide to third-party services.

• 9.4.4. Interactions and Transactions: Any interactions or transactions with third-party services are solely between the user and the third-party provider. Vektor TMS is not responsible for any loss or damage incurred as a result of such interactions.

9.5. Changes to Third-Party Integrations

• 9.5.1. Integration Adjustments: Vektor TMS reserves the right to add, modify, or remove third-party integrations at its discretion.

• 9.5.2. User Notifications: Users will be notified of significant changes to third-party integrations that might affect their user experience or data handling.

10. Service Availability and Support

10.1. Service Uptime Commitment:

• 10.1.1. Uptime Guarantee: Vektor TMS strives to maintain a service uptime of 99.9%. This means we aim to ensure that our platform is available and operational 99.9% of the time within any given month, excluding scheduled maintenance.

• 10.1.2. Exclusions: The uptime commitment does not account for unavailability caused by circumstances beyond our control, including but not limited to, acts of God, acts of government, floods, fires, earthquakes, civil unrest, acts of terror, strikes or other labor problems, internet service provider failures or delays, or denial of service attacks.

10.2. Maintenance and Updates:

• 10.2.1. Scheduled Maintenance: From time to time, Vektor TMS may require scheduled maintenance to upgrade our platform, enhance its features, or repair technical issues. Users will be notified in advance of any scheduled maintenance that might impact service availability.

• 10.2.2. Unscheduled Maintenance: In rare cases, unscheduled maintenance may be necessary to address critical issues. In such events, we will strive to rectify the situation promptly and minimize service disruptions.

• 10.2.3. Updates: Vektor TMS continuously seeks to improve its platform. As a result, we may roll out updates, enhancements, or new features. Users will be informed of significant updates that might affect their user experience.

10.3. Support Channels and Response Time:

• 10.3.1. Support Channels: Users can reach out to Vektor TMS support via email, live chat on our platform, or through the dedicated support section on our website.

• 10.3.2. Response Time: Our standard response time for support queries is within 24 hours. However, for critical issues affecting service functionality, we aim to respond within 4 hours.

• 10.3.3. Priority Support: Premium or enterprise-level subscribers may benefit from priority support, ensuring even faster response times and dedicated support personnel.

• 10.3.4. Support Limitations: While we strive to address and resolve all user queries promptly, certain complex issues may require more time for a comprehensive solution. In such cases, users will be kept informed of the progress.

11. Confidentiality

11.1. Definition of Confidential Information:

• 11.1.1. Scope: Confidential Information refers to any data or information, whether oral or written, which is of value to Vektor TMS or its users and is not generally known to the public. This includes, but is not limited to, proprietary software, business plans, strategies, methods, customer lists, financial information, and other proprietary and confidential information related to the products, operations, or business of Vektor TMS and its users.

• 11.1.2. Exclusions: Information that is publicly available, already in the receiving party's possession prior to disclosure, independently developed by the receiving party, or rightfully obtained from a third party without an obligation of confidentiality, is not considered Confidential Information.

11.2. Obligations to Protect Confidentiality:

• 11.2.1. Non-disclosure: Parties agree not to disclose, reproduce, or distribute Confidential Information to any third party without the express written consent of the disclosing party.

• 11.2.2. Protection: Parties shall take all reasonable measures to prevent unauthorized access, use, or disclosure of Confidential Information, using at least the same degree of care it uses to protect its own confidential information.

• 11.2.3. Employees and Agents: Parties shall ensure that their employees, agents, and contractors are informed of the confidential nature of the Confidential Information and are bound by terms and conditions that are at least as protective as those outlined in this section.

11.3. Exceptions:

• 11.3.1. Legal Obligations: If a party is compelled by law, court order, or governmental agency to disclose Confidential Information, it shall provide prior written notice to the other party and will use reasonable efforts to limit the scope of the disclosure.

• 11.3.2. Consent: Confidential Information may be disclosed if the disclosing party provides prior written consent for such disclosure.

• 11.3.3. Necessary Disclosures: Parties may disclose Confidential Information to their legal or financial advisors, provided such advisors are bound by confidentiality obligations consistent with this section.

12. Warranty Disclaimer

12.1. "As is" and "As available" Service Provision

• 12.1.1. General Provision: Vektor TMS is provided on an "as is" and "as available" basis without any warranties of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

• 12.1.2. No Guarantee: Veido LLC does not warrant that Vektor TMS will meet your specific requirements, or that the service will be uninterrupted, timely, secure, or error-free.

12.2. Disclaimers on Service Interruptions, Errors, and Security

• 12.2.1. Service Interruptions: While Veido LLC strives to maintain the highest level of service availability, it does not guarantee that Vektor TMS will be available at all times or that it will function without interruptions or disruptions.

• 12.2.2. Errors: Veido LLC does not warrant that the results obtained from the use of Vektor TMS will be accurate or reliable, or that any errors in the software will be corrected.

• 12.2.3. Security: While Veido LLC implements a variety of security measures to protect the integrity and security of data, it cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your information at your own risk.

13. Limitation of Liability

13.1. No Liability for Indirect Damages:

• 13.1.1. General Provision: To the fullest extent permitted by applicable law, Veido LLC, its affiliates, officers, employees, agents, suppliers, and licensors will not be liable for any indirect, incidental, special, consequential, punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from (a) your access to or use of or inability to access or use Vektor TMS; (b) any unauthorized access to or use of our servers and/or any personal information stored therein; (c) any interruption or cessation of transmission to or from the service; or (d) any bugs, viruses, or similar malicious agents which may be transmitted to or through our service by any third party.

13.2. Aggregate Liability Cap:

• 13.2.1. Maximum Liability: In no event shall Veido LLC's aggregate liability for all claims relating to Vektor TMS exceed the amount of fees you paid to Veido LLC for the use of Vektor TMS in the twelve (12) months prior to the event giving rise to the liability.

• 13.2.2. Basis of the Bargain: The limitations of damages set forth above are fundamental elements of the basis of the bargain between Veido LLC and you.

14. Indemnification

14.1. User's Indemnification Obligations

You agree to indemnify, defend, and hold harmless Veido LLC, its affiliates, officers, directors, employees, agents, licensors, and suppliers from and against all claims, losses, liabilities, expenses, damages, and costs, including but not limited to attorney's fees.

• 14.1.1. Violation of Terms: Any violation of these Terms of Service by you or anyone accessing the Vektor TMS using your account credentials.

• 14.1.2. User Content: The content, quality, or performance of materials you submit or make available through the Vektor TMS.

• 14.1.3. Legal Violations: Any violation of applicable laws, rules, or regulations by you.

• 14.1.4. Third-Party Disputes: Any dispute or issue between you and any third party, including but not limited to customers, suppliers, or other users of Vektor TMS.

14.2. Cooperation and Notice

In the event of any claim, action, or proceeding for which indemnification is sought under this section, Veido LLC will provide prompt notice to you.

• 14.2.1. Defense Cooperation: You shall cooperate fully in the defense of any claim, at your own expense.

• 14.2.2. Exclusive Defense: Veido LLC reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.

15. Dispute Resolution

15.1. Direct Negotiation

Both parties agree that in the event of any dispute arising out of or relating to these Terms of Service, they will first attempt to resolve the dispute through direct negotiation.

• 15.1.1. Notification of Dispute: The party raising the dispute shall provide a written notice to the other party, detailing the nature of the dispute and the remedy sought. Vektor TMS shall respond in writing within thirty (30) days of receiving the notice.

• 15.1.2. Good Faith Efforts: Both parties commit to using good faith efforts to resolve the dispute amicably within sixty (60) days of the notice.

15.2. Waiver of Arbitration and Court Proceedings by User

By agreeing to these Terms of Service, users waive any rights to initiate arbitration or court proceedings regarding any claim covered by this section. This waiver applies regardless of the outcome of direct negotiations.

• 15.2.1. Vektor TMS's Right to Legal Action: Notwithstanding the above, Vektor TMS retains the right to initiate legal action against a user in the appropriate jurisdiction if deemed necessary.

15.3. Governing Law and Jurisdiction

These Terms of Service and any action related thereto will be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of laws provisions.

• 15.3.1. Exclusive Jurisdiction: Any legal action or proceeding initiated by Vektor TMS arising under or relating to these Terms of Service shall be brought exclusively in the federal or state courts located in the State of Florida, and the parties hereby irrevocably consent to the personal jurisdiction and venue therein.

15.4. Class Action Waiver

Both you and Veido LLC waive any rights to bring any claim as a class, consolidated, representative, collective, or private attorney general action, or to participate in a class, consolidated, representative, collective, or private attorney general action regarding any claim covered by this section brought by anyone else.

16. Export Controls and Sanctions

16.1. Compliance with International Export Laws

Users acknowledge and agree that Vektor TMS and its associated software may be subject to international rules that govern the export of software. Users agree to comply with all applicable international and national laws that apply to the software, including the United States Export Administration Regulations, as well as end-user, end-use, and destination restrictions issued by the United States and other governments.

• 16.1.1. No Unauthorized Export: Users shall not export, directly or indirectly, any software or product provided by Vektor TMS to any country for which the United States or any other relevant jurisdiction requires any export license or other governmental approval without first obtaining such license or approval.

• 16.1.2. Representations: Users represent and warrant that they 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 that they are not listed on any U.S. Government list of prohibited or restricted parties.

16.2. Restrictions on Use in Sanctioned Countries

Vektor TMS services are not available to entities or persons located in countries subject to comprehensive international sanctions enforced by the U.S. government, including, without limitation, Iran, North Korea, Syria, and the Crimea region of Ukraine. Users represent and warrant that they are not located in, under the control of, or a national or resident of any such country or on any such list.

• 16.2.1. Responsibility: Users are solely responsible for ensuring that they do not access or use Vektor TMS services from any prohibited jurisdiction and for complying with all applicable laws regarding the transmission of technical data exported from the United States or the country in which they reside.

• 16.2.2. Termination: Vektor TMS reserves the right to terminate any user account that is found to be in violation of this section, without any liability or obligation to the user.

17. Modifications to the TOS

17.1. Rights to Update or Change the TOS:

Vektor TMS, operated by Veido LLC, reserves the right, at its sole discretion, to modify, replace, or update these Terms of Service (TOS) at any time. Such modifications shall become effective immediately upon posting or other notification. It is the user's responsibility to review the TOS periodically to become aware of any modifications.

• 17.1.1. Continued Use: Continued use of the Vektor TMS service after any such changes shall constitute the user's consent to such changes. If users do not agree to the revised TOS, their sole remedy shall be to discontinue the use of the Vektor TMS service.

17.2. Notification Methods for Changes:

While we will make reasonable efforts to notify users of any significant changes to the TOS, it is the user's responsibility to check this TOS periodically for changes.

• 17.2.1. Electronic Notification: Vektor TMS may provide notifications of changes to the TOS or any other matter by displaying notices to users on the Vektor TMS platform, sending emails to the email address provided by the user, or through other electronic means.

• 17.2.2. Acceptance of Changes: The user's continued access or use of the Vektor TMS services following the posting of any changes to the TOS constitutes acceptance of those changes. If users do not agree to the changes, they must stop using the Vektor TMS services.

18. Government Use

18.1. Terms Specific to Government Entities

If the user is a government entity or an agency thereof, then the use of Vektor TMS is subject to the following provisions:

• 18.1.1. Use Agreement: The Vektor TMS platform and related documentation are "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. The Vektor TMS platform and related documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein.

• 18.1.2. Unpublished Rights: Unpublished rights are reserved under the copyright laws of the United States. Manufacturer is Veido LLC, 1221 Brickell Ave Suite 900, Miami, FL 33131.

• 18.1.3. Compliance with Laws: Government users agree to comply with all applicable federal laws, regulations, and policies that govern the use of commercial software services within government entities.

• 18.1.4. Indemnification: Government entities are subject to the same indemnification clauses as other users, as outlined in the TOS, unless such clauses are expressly prohibited by law.

18.2. Modifications for Government Use

Vektor TMS may modify the standard TOS to accommodate specific requirements or limitations imposed by federal law, regulation, or policy specific to government entities. Any such modifications will be explicitly stated in a separate agreement or addendum.

19. General Provisions

19.1. Translations of the TOS

The original version of these Terms of Service is written in English. Any translated version is provided for convenience only. In the event of any discrepancies or conflicts between the English version and any translated version, the English version shall prevail.

19.2. Force Majeure

Neither Vektor TMS nor the user shall be held liable for any failure or delay in fulfilling obligations under these Terms due to unforeseen circumstances beyond their reasonable control, including but not limited to natural disasters, wars, terrorist activities, riots, strikes, governmental actions, or any other force majeure events.

19.3. Relationship Between Parties

The relationship between Vektor TMS and the user is that of independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, or employment relationship between the parties.

19.4. Notices and Communication Methods

All communications and notices to be made or given pursuant to this Agreement shall be in writing. Vektor TMS may provide notices or other communications to users via email, regular mail, or postings within the Vektor TMS platform. For contractual purposes, users consent to receive communications from Vektor TMS in electronic form.

19.5. Assignment and Transfer of Rights

Users may not assign or transfer their rights or obligations under these Terms without the prior written consent of Vektor TMS. Vektor TMS may assign its rights and obligations under these Terms without consent. Any unauthorized assignment shall be null and void.

19.6. Severability

If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be deemed severed from these Terms and shall not affect the validity and enforceability of the remaining provisions.

19.7. Waiver

No waiver of any provision of these Terms by Vektor TMS shall be deemed a further or continuing waiver of such provision or any other provision, and Vektor TMS's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.