AURORA TECH INC.
Terms of Service

This Terms of Service (the “Terms”) is a binding agreement between you (”End User” or “you”) and Aurora Tech Inc. (“Aurora”). These Terms govern your use of Aurora’s website www.dawntms.com (the “Site”) and mobile application (the “App”), offering access to a carrier load management system for truck drivers (together with the Site and the App, the “Services”). The Services are licensed, not sold, to you.

BY CLICKING THE BOX TO INDICATE ACCEPTANCE, BY USING THE SITE, OR OTHERWISE USING THE SERVICES, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS; (B) REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THESE TERMS AND AGREE THAT YOU ARE LEGALLY BOUND BY THESE TERMS AND THE AURORA PRIVACY POLICY. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE SITE AND CEASE USE OF THE SERVICES.
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1. License Grant. Subject to these Terms, Aurora grants you a limited, non-exclusive, and nontransferable license to use the Site and/or App for your personal, non-commercial use on devices owned or otherwise controlled by you and to use the Services strictly in accordance with these Terms.‌

2. Modification to these Terms and the Services.
Aurora may, at its sole discretion, change these Terms, including the Aurora Privacy Policy, from time to time. If changes occur, we will notify you by email to the email affiliated with your account. Updated versions will never apply retroactively and will give the date they go into effect. We recommend that you check the Terms and Privacy Policy periodically for changes. Your continued use of the Services following the posting of any changes to the Terms means you accept those new terms.

Additionally, Aurora reserves the right to modify, suspend, or discontinue the Services, whether temporarily or permanently at any time for any reason. You agree that Aurora shall not be liable to you for any modification, suspension, or discontinuation of the Services. Some modifications may require updates to the Site and/or App in order to continue to use the Services. Aurora may also impose limits on certain features and services, restrict your access to parts or all of the Services, and suspend or terminate End Users without notice or liability.

3. Communications
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You consent to accept and receive communications from us, including e-mail and text messaging. You may opt-out of receiving marketing communications by following the unsubscribe options we provide to you but some transactional messages are deemed to be part of the Services.

4. Aurora Account
You may access the Site without registering for an account, but as a condition of using certain aspects of the Services, including storage and transfer capabilities, you are required to create an Aurora account (an “Account”).

You are solely responsible for maintaining the confidentiality of your Account and password and for restricting access to your devices and you hereby agree to accept responsibility for all activities, charges, and damages that occur under your Account. If you discover any unauthorized use of your Account, or other known account-related security breach, you must report it to Aurora immediately. You agree that you are responsible for anything that happens through your Account until you close your Account or prove that your Account security was compromised due to no fault of your own. Aurora cannot and will not be liable for any loss or damage arising from your failure to comply with this section.

5. Payment.
While we may offer portions of the Services for free, we do charge for certain features of the Services through the Site. When paid by you, these payments are final and non-refundable. Aurora, in its sole discretion, may offer credits or refunds on a case-by-case basis including, by way of example, in the event of an error with your order or in the amounts you were charged.

Aurora will charge, and you authorize Aurora to charge, the payment method you specify at the time of purchase. If you pay any amounts with a credit card, Aurora may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has credit available for your intended purchase.

Aurora reserves the right to establish, remove, and/or revise prices, fees, taxes, and/or surcharges for any or all services or goods obtained through the use of the Services at any time. Regardless of the cause, Aurora reserves the right to charge the final price after checkout, including without limitation all applicable transaction taxes.

6. License Restrictions and Responsibilities. You shall not:

(a) use the Services in any way to monitor or evaluate the availability, performance or functionality of the Services for any competitive purpose, or perform or assist any other party to perform any benchmarking on the Services;

(b) use the Services for any illegal purpose, or in violation of any local, state, national, or international law;

(c) copy any portion of the Services, except as expressly permitted by this license;

(d) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Services;

(e)reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Services or any part thereof;

(f) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Services, including any copy thereof;

(g) rent, lease, lend, sell, sublicense otherwise make available the Services, or any features or functionality of the Services, to any third party for any commercial reason, including by making the Site available on a network where it is capable of being accessed by more than one device at any time;

(h) remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Services;

(i) directly or indirectly take any action that imposes or may impose (as determined by Aurora in its sole discretion) an unreasonable or disproportionately large load on Aurora or its third-party providers’ infrastructure; interfere or attempt to interfere with the proper working of the Services or any activities conducted on the Services; run Mail list, Listserv, or any form of auto-responder or “spam” on the Services; or use manual or automated software, devices, or other processes to scrape any page of the Services; or

(j) create a false identity on the Services, misrepresent your identity, impersonate any person, create a profile for anyone other than you, or use or attempt to use another account.

If for any reason, Aurora determines that you have failed to follow these rules, we reserve the right to prohibit any and all current or future use of the Services by you. If we have reason to suspect, or learn that anyone is violating these Terms, we may investigate and/or take legal action as necessary including bringing a lawsuit for damages caused by the violation. We reserve the right to investigate and take appropriate legal action, including without limitation, cooperating with and assisting law enforcement or government agencies in any resulting investigations of illegal conduct.

In using the Services, you have and will retain sole responsibility for: (a) all Customer Data, including its content and use as permitted herein and any Customer Data you or users under your Account provide to Aurora or on the Service under this Agreement, including but not limited to information, instructions, and materials provided by you or on your behalf in connection with the Services; (c) the security of your devices used to utilize the Service; (d) the security and use of your username and password to access your Account; and (e) all access to and use of the Services from your Account, whether such access of use is obtained directly or indirectly.

7. Reservation of Rights. You acknowledge and agree that the Services, including the Site and App, is provided under license, and not sold, to you. You do not acquire any ownership interest in the Services under these Terms, or any other rights thereto other than to use the Site and Services in accordance with the license granted, and subject to all terms, conditions, and restrictions, under these Terms. Aurora, and its licensors and service providers, reserve and shall retain their entire right, title, and interest in and to the Services and Site, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in these Terms.

8. Content and Customer Data
Through the Services, or via other users, Aurora may make accessible various content, including, but not limited to, videos, photographs, images, artwork, graphics, audio clips, comments, data, text, software, scripts, campaigns, other material and information, and associated trademarks and copyrightable works (collectively, “Content”). You have no rights in or to the Content other than as permitted herein to use or access the Services.  

You retain your rights to any information, data, documents, and other content, in any form or medium, that is collected, downloaded, or otherwise received, directly or indirectly, from you to Aurora by or through the Services and/or App (“Customer Data”). For the avoidance of doubt and without any limitation, Customer Data does not include (i) Survey Data, (ii) Resultant Data, (iii) Feedback, (iv) publicly available information and materials (for example, DOT information and FMSCA information), and (v) information and materials obtained by Provider from a third party without violating any of your rights as set forth herein. For purposes of these Terms, “Survey Data” means Aurora’s permissible use or collection of your responses or submissions to surveys, interviews, questionnaires, and any information provided by you related to such responses or submissions of you, any third party that is related to or in connection therewith, including but not limited to those third party’s participating in, answering, or contributing to any answer therefrom; “Resultant Data” means data and information related your and any other end user’s use and access of the Services, including but not limited to publicly available information, non-publicly available information Aurora has permissible access to, and anonymized Customer Data, including but not limited to Survey Data and Feedback, used by or generated by Aurora in an aggregate and anonymized manner, including, without limitation, to improve or modify Services, well as to compile statistical and performance information related to the provision and operation of the Services; and “Feedback” means any, in any form or medium, information, material, concept, idea, subject matter, invention, improvement, discovery, method, development, works, derivative, enhancement, modification, or similar of Aurora’s software received, derived, created, made, conceived, or reduced to practice, directly or indirectly, from your use thereof.

9. Collection and Use of Your Information. You acknowledge that when you use the Site and/or App, Aurora uses automatic means (including, for example, cookies and web beacons) to collect information about your Device and about your use of the Services. You also may be required to provide certain information about yourself as a condition to use the Services or certain features or functionalities. All information we collect through or in connection with these Terms is subject to the Aurora Privacy Policy. By using the Site and/or App, you consent to all actions taken by us with respect to your information in compliance with the Aurora Privacy Policy.‌

10. Geographic Restrictions. The Content and Services are based in the United States and provided for access and use only by persons located in the United States. You acknowledge that you may not be able to access all or some of the Services outside of the United States and that access thereto may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you are responsible for compliance with local laws.
 
11. Updates. Aurora may from time to time in its sole discretion develop and provide updates to the Services, which may include upgrades, bug fixes, patches, other error corrections, and/or new features for the Site (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Aurora has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. You agree that all Updates will be deemed part of the Site and be subject to all terms and conditions of these Terms.
 
‌12. Third-Party Materials. The Services may display, include, or make available third-party content (including data, information, applications, and other products, services, open source software, and/or materials) or provide links to third-party websites or services, including through third-party advertising (“Third-Party Materials”). You acknowledge and agree that Aurora is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Aurora does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.
 
13. Term and Termination.
 The term of these Terms commences when you acknowledge your acceptance and will continue in effect until terminated by you or Aurora as set forth in this section. You may terminate your Account at any time through your Account settings, and such termination shall be effective the following month, or year, as applicable for the subscription by which you sign up for our Services under through our Site or App. We may suspend or cancel your Account without notice to you for any reason or no reason at all, including but not limited to if you violate these Terms, you create risk or possible legal exposure for us, your Account should be removed due to unlawful conduct, or our provision of the Services to you is no longer commercially viable. Aurora reserves the right to remove your Account information along with any Account settings from our servers with NO liability or further notice to you. Upon termination of your Account. your license to use Aurora’s Services terminates.

Upon termination of these Terms:
(a) All rights, licenses, consents and authorizations granted to you hereunder will immediately terminate;

(b) You shall immediately cease all use of any Services; and

(c) Upon written request, Aurora shall return your Customer Data, provided however, Aurora may retain Customer Data as incorporated into Resultant Data, Feedback, and Survey Data, and to use to improve the Services, and for Aurora’s backup, archival, or disaster recovery purposes until such Customer Data is deleted in Aurora’s ordinary course of business.

14. Disclaimer of Warranties. THE SERVICES ARE PROVIDED TO YOU “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, AURORA, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SERVICES, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, AURORA PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE SERVICES OR THE APP WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
 
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
 
‌15. Limitation of Liability. EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED, IN NO EVENT SHALL AURORA, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS, OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF THE TOTAL AMOUNT PAID IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM OR ONE HUNDRED U.S. DOLLARS ($100.00), WHICHEVER IS LESS. SOME STATES OR COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. IN THESE JURISDICTIONS, AURORA’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
 
16. Indemnification. You agree to indemnify, defend, and hold harmless Aurora and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys’ fees, arising from or relating to your use or misuse of the Services or your breach of these Terms.
 
17. Severability. If any provision of these Terms is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of these Terms will continue in full force and effect.

18. US Government Rights. The Services are a "commercial product" 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. Accordingly, if you are an agency of the US Government or any contractor therefor, you receive only those rights with respect to the Services as are granted to all other end users under license, in accordance with (a) 48 C.F.R. § 227.7201 through 48 C.F.R. § 227.7204, with respect to the Department of Defense and their contractors, or (b) 48 C.F.R. § 12.212, with respect to all other US Government licensees and their contractors.

19. Governing Law. These Terms are governed by and construed in accordance with the internal laws of the State of Texas without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to these Terms and our Privacy Policy shall be instituted exclusively in the federal courts of the United States or the courts of the State of Texas in each case located in Dallas County. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
 
20. Entire Agreement. These Terms, our Privacy Policy, and any statements or rules on the Services on your date of access constitute the entire agreement between you and Aurora with respect to the Site and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Site and the App.

21. Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between these Terms and any applicable purchase or other agreement, these Terms shall govern.

22. Contact. If you have any questions regarding these Terms, please contact us at support@dawntms.com

Last Update: July 19, 2023