Last Updated: December 16, 2025
These Highway App Carrier Terms (these “Carrier Terms”) are a binding agreement between your organization (“Carrier”, “you”, or “your”) and Highway App, Inc. (“Highway”, “we”, “us”, or “our”). These Carrier Terms govern your use of the Highway for Carriers portal located at https://highway.com/ (“Portal”) and other products and services that reference the Carrier Terms (collectively with the Portal, the “Services”). If you do not agree to these Carrier Terms, you may not use our Services.
YOU AND HIGHWAY AGREE TO RESOLVE MOST DISPUTES SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ARBITRATION, CLASS ACTION, ANY OTHER KIND OF REPRESENTATIVE PROCEEDING, OR BY JURY TRIAL. IF YOU DO NOT WISH TO ARBITRATE DISPUTES WITH HIGHWAY, YOU MAY OPT OUT OF ARBITRATION BY FOLLOWING THE INSTRUCTIONS PROVIDED IN SECTION 10(l). Some jurisdictions do not allow arbitration and class-action waivers, in which case you may bring legal proceedings regarding these Carrier Terms as set out in Section 12(b).
For information about how we collect, use, disclose, and otherwise process information about your organization, please see our privacy policy (https://highway.com/privacy-policy). From time to time, we may indicate that different or additional terms, conditions, guidelines, policies, or rules apply in relation to some of our Services. If there is a conflict between these Carrier Terms and those additional terms, the additional terms will control for that conflict.
Highway may, at its sole discretion, change these Carrier Terms from time to time. We recommend that you check these Carrier Terms periodically for changes. Your continued use of the Services following the posting of any changes to these Carrier Terms means you accept those new terms.
Eligibility.
Jurisdictions. You may only use our Services in jurisdictions authorized by Highway. You represent and warrant that: (i) you are not located in, nor will you at any time, use the Services within a country that is subject to a U.S. Government embargo, a country that has been designated by the U.S. Government as a “terrorist supporting” country, a country subject to restrictions from the U.S. Treasury Department’s Office of Foreign Asset Control, or a country noted as a “country of concern” by the U.S. government or Executive Order; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
Authorization. If you use our Services on behalf of another person or entity, (i) all references to “you” throughout these Carrier Terms (other than in this Section 1(b)) will include that person or entity, (ii) you represent that you are authorized to accept these Carrier Terms on that person’s or entity’s behalf, and (iii) in the event you or that person or entity violates these Carrier Terms, that person or entity also agrees to be responsible to us.
Prohibited Conduct.
You shall not:
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;
use the Services for any illegal purpose, or in violation of any local, state, national, or international law;
copy, modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Services;
reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Services or any part thereof;
access without authorization, or attempt to gain unauthorized access to, the Services or Highway’s related systems or networks;
scrape, build databases, or otherwise create copies of, store, or cache data from the Services, except as expressly permitted by Highway in writing;
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;
rent, lease, lend, sell, sublicense otherwise make available the Services, or any features or functionality of the Services, to any third party. For clarity, you may not take screen shots of any part of the Services, nor may you disclose any such screen shots to third parties, including brokers;
remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Services;
cause data received through the Services to be ingested by or to be used to develop or train, any artificial intelligence, machine learning model, or similar technologies utilizing an algorithmic approach over the data;
merge data obtained from the Serviced with other data unless it is coded or tagged to indicate Highway as its source; or
directly or indirectly take any action that imposes or may impose an unreasonable or disproportionately large load on Highway 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 Maillist, 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.
If for any reason, Highway determines or suspects, at its sole discretion, 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 you, anyone affiliated with your organization, or anyone using your account is violating these Carrier Terms, we may investigate, suspend your access to and use of the Services, 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.
Carrier Content.
License. You are responsible for any data, information, or materials you provide or make available to us, including any alerts about brokers and your activities on or collected by the Services (“Carrier Content”). You grant us, our affiliates, and our customers a perpetual, irrevocable, non-exclusive, royalty-free, worldwide, fully paid, and sublicensable (through multiple tiers) license to use, reproduce, modify, adapt, publish, translate, create, derivative works from, distribute, publicly or otherwise perform and display, and exploit your Carrier Content and any name, username, or likeness provided in connection with your Carrier Content, in all media formats and channels now known or later developed without compensation to you or any third party, as necessary to provide the Services to you. You hereby irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding Carrier Content that you may have under any applicable law under any legal theory.
Consent. You understand that the Services involve making information about carrier organizations available to other users and customers of the Services and that Highway needs to do this in order to provide carriers and other users with the Services. As such, you consent to and direct Highway App, Inc. to collect and disclose information about you and your organization, including but not limited to, data that could be considered sensitive in some jurisdictions, data about your or your employees’ vehicle location, and electronic logging device data, onto the Services, which may be accessible to other carriers, users, and customers.
Prohibited Carrier Content. Do not use or provide to Highway any Carrier Content that does not belong to you (this includes any content that you might have found elsewhere on the Internet and third-party logos, imagery, phrases, or trademarks, even if you have made changes to these items). You may not create, post, store, or share any Carrier Content for which you do not have all the rights necessary to grant us the license described above, and you represent and warrant that your Carrier Content, and our use of such content as permitted by these Carrier Terms, will not violate any rights of or cause injury to any person or entity or otherwise infringe any patent, trademark, trade secret, copyright, or other intellectual or proprietary right of any party. Further, you may not create, post, use, or provide to Highway any Carrier Content that:
You know or should reasonably know is incorrect;
Is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, or fraudulent;
Would constitute, encourage, or provide instructions for a criminal offense, violate the rights of any party or otherwise create liability, or violate any local, state, national, or international law;
Impersonates, or misrepresents your affiliation with, any person or entity;
Contains any unsolicited promotions, political campaigning, advertising, or solicitations;
Contains any private or personal information of a third party without such third party’s consent; or
In our sole judgment, is objectionable, restricts or inhibits any other person from using or enjoying our Services, or may expose Highway, our partners, or others to any harm or liability of any type.
Enforcement. Enforcement of this Section 3 is solely at Highway’s discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances. This Section 3 does not create any right or private right of action on the part of any third party or any reasonable expectation that the Services will not use or involve any content that is prohibited by these Carrier Terms.
Remedies. We do not undertake to review all Carrier Content, and we expressly disclaim any duty or obligation to undertake any monitoring or review of any Carrier Content. Although we have no obligation to screen, edit, or monitor Carrier Content, we may:
Refuse to use any Carrier Content or refuse to allow you to post, distribute, or make available any Carrier Content using our Services, at any time and for any reason with or without notice, which includes if we decide, in our sole discretion, that the Carrier Content may violate applicable law or these Carrier Terms;
Terminate or suspend your access to all or part of the Services, and terminate or suspend your account, temporarily or permanently, at any time and for any reason with or without notice, including if we decide or have reason to suspect, in our sole discretion, that the Carrier Content may violate applicable law or these Carrier Terms;
Take any action with respect to your Carrier Content that is necessary or appropriate, in Highway’s sole discretion, to ensure compliance with applicable law and these Carrier Terms, or to protect Highway’s rights, or to protect any third-party rights, including third-party intellectual property and privacy rights; and
As permitted by law, cooperate fully with any law enforcement authorities or court orders requesting or directing us to disclose the identity or other information of anyone posting any Carrier Content on or through the Services. In addition, we may disclose information to legal authorities, law enforcement authorities, and others if we believe that disclosure is in accordance with, or required by, any applicable law or legal process. Such disclosures may include situations where we believe that your actions are inconsistent with our user agreements, policies, or these Terms, if we believe that you have violated the law, or if we believe it is necessary to protect the rights, property, and safety of Highway, our users, the public, or others.
Intellectual Property.
Services.
Ownership. Except as expressly granted to you in these Carrier Terms, Highway, its licensors, and third-party service providers reserve and shall retain their entire right, title, and interest in and to the Services, as applicable, including all content therein. You do not acquire any ownership interest in the Services under these Carrier Terms, or any other rights thereto other than to use the Services in accordance with these Carrier Terms.
License. Subject to these Carrier Terms, Highway grants you a limited, non-exclusive, non-sublicensable, and nontransferable license to use our Services for your personal, non-commercial, internal business uses on devices owned or otherwise controlled by you and to use the Services strictly in accordance with these Carrier Terms.
Feedback.
You may voluntarily submit, or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials, or other information about Highway, its business, or any of our Services (collectively, “Feedback”). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
Trademarks.
Highway’s logos, products, or service names, slogans, and the look and feel of the Services are trademarks of Highway and may not be copied, imitated, or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names, and company names or logos mentioned on or in connection with the Services are the property of their respective owners. Reference to any products, Services, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation by us.
Changes to the Services.
Highway 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, or new features for the Portal (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Highway 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 Services and be subject to all terms and conditions of these Carrier Terms. Additionally, Highway reserves the right to modify, suspend, or discontinue the Services (including, but not limited to, the availability of any feature, database, content, or materials provided by third parties), whether temporarily or permanently at any time for any reason. You agree that Highway shall not be liable to you for any modification, suspension, or discontinuation of the Services. Highway may also impose limits on certain features and Services, restrict your access to parts or all of the Services, and suspend or terminate users without notice or liability.
Third-Party Materials.
The Services may display, include, or make available materials from third parties (“Third-Party Materials”). You acknowledge and agree that Highway is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Highway 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.
Disclaimer.
THE SERVICES, INCLUDING ALL CONTENT PROVIDED THEREIN, ARE PROVIDED TO YOU “AS IS” AND “AS AVAILABLE” WITH ALL FAULTS AND DEFECTS WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, HIGHWAY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SERVICES, ANY CONTENT PROVIDED THEREIN, ANY DECISIONS THAT ARE MADE IN CONNECTION WITH ANY SUCH CONTENT (SUCH AS DECISIONS MADE BY OR ON BEHALF OF BROKERS OR THIRD PARTIES BASED ON THE CONTENT MADE AVAILABLE THROUGH THE SERVICES), CARRIER CONTENT, AND FEEDBACK (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, HIGHWAY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE SERVICES, INCLUDING ALL CONTENT PROVIDED THEREIN, WILL BE ACCURATE, COMPLETE, RELIABLE, CURRENT, TIMELY PROVIDED, SECURE, OF ANY PARTICULAR QUALITY, 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.
Limitation of Liability; Release.
EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED, HIGHWAY, ITS AFFILIATES, ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS, LICENSORS, THIRD-PARTY SERVICE PROVIDERS, AND CONTENT PROVIDERS (“Highway Parties”) WILL NOT BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES, ANY CONTENT PROVIDED THEREIN, ANY DECISIONS THAT ARE MADE IN CONNECTION WITH ANY SUCH CONTENT (SUCH AS DECISIONS MADE BY OR ON BEHALF OF BROKERS OR THIRD PARTIES BASED ON THE CONTENT MADE AVAILABLE THROUGH THE SERVICES, INCLUDING ALERTS), CARRIER CONTENT, OR FEEDBACK FOR: (I) 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, (II) ANY BUGS, ERRORS, OMISSIONS, INACCURACIES, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) PROPER USE OR IMPROPER USE OF INFORMATION PROVIDED BY THE SERVICES.
THE TOTAL LIABILITY OF HIGHWAY AND THE OTHER HIGHWAY PARTIES FOR ANY CLAIM ARISING OUT OF OR RELATED TO THESE TERMS OR OUR SERVICES WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100.00).
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, HIGHWAY AND THE OTHER HIGHWAY PARTIES’ LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
To the fullest extent permitted by applicable law, you release Highway and the other Highway Parties from responsibility, liability, claims, demands, or damages of every kind and nature, known and unknown (including claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
Indemnification.
You agree to indemnify, defend, and hold harmless Highway and Highway Parties 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, costs of investigation and any settlement, arising from or relating to (a) you or your customer’s, representative’s, employee’s, or contractor’s use or misuse of the Services, including, without limitation, any allegations of improper or unlawful use, reliance on, or sharing of any information posted onto the Services, by you or in concert with others; (b) breach of these Carrier Terms or any terms governing your use of Third-Party Materials; (c) Carrier Content; or (d) Feedback.
Your obligation to indemnify, defend, and hold harmless Highway and the other Highway Parties will arise as and when we or they incur any penalties, costs, expenses, losses, damages, or fees which you are obliged to pay hereunder. You shall be liable to pay such obligations at the time(s) when they are incurred, regardless of whether, when, or if we or any indemnified person are or are not found or determined to be liable to any third party claiming injury. You agree to pay the full amount of such liabilities, losses, damages, fees, penalties, costs, and expenses, without condition, recoupment, or set-off of any kind, upon written demand from time to time by any person entitled to indemnity hereunder. Highway and any persons to be indemnified hereunder may compromise and/or settle the underlying claim or demand on terms and conditions acceptable to Highway and the applicable Highway Party, and may chose our or their, as applicable, own counsel without extinguishing, reducing or affecting your indemnity obligations hereunder. Further, your indemnity obligations hereunder shall survive termination or expiration of these Carrier Terms for any reason.
Dispute Resolution; Binding Arbitration.
PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND HIGHWAY TO ARBITRATE CERTAIN DISPUTES AND CLAIMS AND LIMITS THE MANNER IN WHICH YOU AND HIGHWAY CAN SEEK RELIEF FROM EACH OTHER. ARBITRATION PRECLUDES YOU AND HIGHWAY FROM SUING IN COURT OR HAVING A JURY TRIAL. YOU AND HIGHWAY AGREE THAT ARBITRATION WILL BE SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ARBITRATION, CLASS ACTION, OR ANY OTHER KIND OF REPRESENTATIVE PROCEEDING. HIGHWAY AND YOU ARE EACH WAIVING THE RIGHT TO TRIAL BY A JURY. SOME JURISDICTIONS DO NOT ALLOW ARBITRATION AND CLASS-ACTION WAIVERS, IN WHICH CASE YOU MAY BRING LEGAL PROCEEDINGS AS SET OUT IN SECTION 12(b).
THE PARTIES ACKNOWLEDGE THAT THE TERMS OF THIS SECTION ARE INTENDED TO REDUCE THE FINANCIAL BURDENS ASSOCIATED WITH RESOLVING THEIR DISPUTES AND ARE NOT INTENDED TO DELAY ADJUDICATION OF ANY PARTY’S CLAIMS.
FOLLOW THE INSTRUCTIONS BELOW, IN SECTION 10(L), IF YOU WISH TO OPT OUT OF THE REQUIREMENT OF ARBITRATION ON AN INDIVIDUAL BASIS. NO CLASS OR REPRESENTATIVE ACTIONS OR ARBITRATIONS ARE ALLOWED UNDER THESE TERMS.
Claims This Section Applies To. The dispute resolution and binding arbitration terms in this Section 10 apply to all Claims between you and Highway. A “Claim” is any dispute, claim, or controversy (excluding those exceptions listed below) between you and Highway, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, that either party wishes to seek legal recourse for and that arises from or relates to these Carrier Terms or the Services, or claims arising out of or relating to the interpretation, application, validity, enforceability, or scope of the arbitration requirement or any portion of it.
Informal Dispute Resolution Prior to Arbitration. If you have a Claim against Highway or if Highway has a Claim against you, you and Highway will first attempt to resolve the Claim informally in order to try and resolve the Claim faster and reduce costs for both parties. You and Highway will make a good-faith effort to negotiate the resolution of any Claim for 60 days, or such longer period as mutually agreed in writing (email suffices) by the parties (“Informal Resolution Period”), from the day either party receives a written notice of a dispute from the other party (a “Claimant Notice”) in accordance with these Carrier Terms.
You will send any Claimant Notice to Highway by certified mail addressed to Highway App Inc., Attn: General Counsel, 5960 Berkshire Ln, Suite 05-154, Dallas, TX 75225, or by email to contactus@highway.com. Highway will send any Claimant Notice to you by certified mail or email using the contact information you have provided to Highway or if not provided, from publicly available sources. The Claimant Notice sent by either party must: (i) include the sender’s name, address, email address, telephone number, and any relevant account or purchase information; (ii) describe the nature and basis of the Claim; and (iii) set forth the specific relief sought.
The Informal Resolution Period is designed to allow the party who has received a Claimant Notice to make a fair, fact-based offer of settlement if it chooses to do so. You or Highway cannot proceed to arbitration before the end of the Informal Resolution Period. If you or Highway file a Claim in court or proceed to arbitration without complying with the requirements in Section 10, including waiting until the conclusion of the Informal Resolution Period, the other party reserves the right to seek relief from a court to enjoin the filing and seek damages from the party that has not followed the requirements in this section to reimburse it for any arbitration fees and costs already incurred as a foreseeable consequence of that breach.
The statute of limitations and any filing fee deadlines for a Claim shall be tolled for the duration of the Informal Resolution Period for that Claim so that the parties can engage in this informal dispute-resolution process.
Claims Subject to Binding Arbitration; Exceptions. Except for (i) individual disputes that qualify for small claims court (provided that the small claims court does not permit class or similar representative actions or relief) and (ii) any disputes exclusively related to the intellectual property or intellectual property rights of you or Highway, including any disputes in which you or Highway seek injunctive or other equitable relief for the alleged unlawful use of your or Highway’s intellectual property or other infringement of your or Highway’s intellectual property rights (“IP Claims”), all Claims, including Claims that are not related to intellectual property or intellectual property rights but are jointly filed with IP Claims, that are not resolved in accordance with Section 10(b) will be resolved by a neutral arbitrator through final and binding arbitration instead of in a court by a judge or jury. Such Claims include, without limitation, disputes arising out of or relating to interpretation or application of this arbitration provision, including the enforceability, revocability, or validity of the arbitration provision or any portion of the arbitration provision. The arbitrator will have the authority to grant any remedy or relief that would otherwise be available in court.
Class-Action Waiver. Except as provided in Section 10(m)(iv), any arbitration shall be conducted by the parties in their individual capacities only and not as a class action or other representative action, and the parties waive their right to file a class action or seek relief on a class basis. If any court or arbitrator determines that the class-action waiver set forth in the preceding sentence is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration agreement set forth in this Section 10 shall be deemed void in its entirety and the parties shall be deemed to have not agreed to arbitrate Claims. Any such Claims so released from arbitration must be resolved in accordance with Section 12(b).
Binding Individual Arbitration. Subject to the terms of this section, Claims may only be settled by binding individual arbitration conducted by the American Arbitration Association (the “AAA”), https://adr.org/, according to the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (“FAA”). For Claims arbitrated by the AAA, if you are a “Consumer,” meaning that you only use our products and services for personal, family, or household purposes, the then-current version of the AAA’s Consumer Arbitration Rules are the rules applicable to Claims between you and Highway as modified by these Carrier Terms (the “Rules”). For Claims arbitrated by the AAA, if you are not a Consumer, the then-current version of the AAA’s Commercial Arbitration Rules and Mediation Procedures are the Rules applicable to Claims between you and Highway as modified by these Carrier Terms.
These Carrier Terms affect interstate commerce, and the enforceability of this Section 10 will be substantively and procedurally governed by the FAA, to the extent permitted by law. As limited by the FAA, these Carrier Terms, and the Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any Claim and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. To the fullest extent allowed by applicable law, the arbitrator may only award legal or equitable remedies that are individual to you or Highway to satisfy one of our individual Claims (that the arbitrator determines are supported by credible relevant evidence).
Arbitration Procedure and Location. You or Highway may initiate arbitration of any Claim not resolved during the Informal Resolution Period by filing a demand for arbitration with AAA in accordance with the Rules.
Instructions for filing a demand for with AAA are available on the AAA website or by calling AAA at 800-778-7879. You will send a copy of any demand for arbitration to Highway by certified mail addressed to Highway App, Inc., Attn: General Counsel, 5960 Berkshire Ln, Suite 05-154, Dallas, TX 75225, or by email to contactus@highway.com. Highway will send any demand for arbitration to you by certified mail or email using the contact information you have provided to Highway or if not provided, from publicly available sources.
The arbitration will be conducted by a single arbitrator in the English language. You and Highway both agree that the arbitrator will be bound by these Carrier Terms.
For Claims in which the claimant seeks less than USD $10,000, the arbitrator will decide the matter solely based on written submissions, without a formal hearing, unless the arbitrator decides that a formal hearing is necessary. For Claims in which the claimant seeks USD $10,000 or more, or smaller matters in which the arbitrator determines a hearing to be necessary, hearings will be conducted by video or telephone, unless the arbitrator determines an in-person hearing to be necessary. If an in-person hearing is required and you reside in the United States, the hearing will take place in Dallas County, Texas unless you are a Consumer and the arbitrator determines that this would pose a hardship for you, in which case the in-person hearing may be conducted in the claimant’s state and county of residence. If you reside outside the United States, the site of any in-person hearing will be determined by the applicable Rules.
The arbitrator (not a judge or jury) will resolve all Claims in arbitration. Unless you and Highway agree otherwise, any decision or award will include a written statement stating the decision of each Claim and the basis for the award, including the arbitrator’s essential factual and legal findings and conclusions.
An arbitration award, and any judgment confirming it, apply only to that specific case; it cannot be used or offered as precedent in any other case except to enforce the award itself unless the parties agree prior to issuance of the award. Any arbitration decision or award may be enforced as a final judgment by any court of competent jurisdiction or, if applicable, application may be made to such court for judicial confirmation of any award and an order of enforcement.
Arbitration Fees. Each party will be responsible for arbitration fees in accordance with the applicable Rules and these Carrier Terms. Unless otherwise prohibited by law, you and Highway have 90 days from receipt of an arbitration-fee invoice to pay the invoiced arbitration fees.
Frivolous or Improper Claims. To the extent permitted by applicable law, a claimant must pay all costs incurred by the defending party, including any attorney’s fees, related to a Claim if an arbitrator determines that (i) the Claim was not warranted by existing law or by a nonfrivolous argument, or (ii) the Claim was filed in arbitration for any improper purpose, such as to harass the defending party, cause unnecessary delay, or needlessly increase the cost of dispute resolution.
Two Years to Assert Claims. To the extent permitted by law, any Claim by you or Highway against the other must be filed within two years after such Claim arises; otherwise, the Claim is permanently barred, which means that you or Highway will no longer have the right to assert that Claim.
Confidentiality. If you or Highway submits a Claim to arbitration, you and Highway agree to cooperate to seek from the arbitrator protection for any confidential, proprietary, trade secret, or otherwise sensitive information, documents, testimony, and other materials that might be exchanged or the subject of any discovery in the arbitration. You and Highway agree to seek such protection before any such information, documents, testimony, or materials are exchanged or otherwise become the subject of discovery in the arbitration.
Mass Arbitrations. If 25 or more Claimant Notices are received by a party that raise similar claims and have the same or coordinated counsel, these will be considered “Mass Arbitrations” and will be treated as mass arbitrations according to the AAA’s Mass Arbitration Supplementary Rules, if and to the extent Mass Arbitrations are filed in arbitration as set forth in these Carrier Terms. You or Highway may advise the other of your or Highway’s belief that Claims are Mass Arbitrations, and disputes over whether a Claim meets the definition of “Mass Arbitrations” will be decided by the arbitration provider as an administrative matter. To the extent either party is asserting the same Claim as other persons and are represented by common or coordinated counsel, that party waives any objection that the joinder of all such persons is impracticable. The following procedures are intended to supplement the AAA’s Mass Arbitration Supplementary Rules, and to the extent the procedures conflict with those Rules, to supersede them. A court will have authority to enforce the bellwether and mediation processes defined in this section and may enjoin the filing of lawsuits or arbitration demands not made in compliance with it.
Mass Arbitrations may only be filed in arbitration as permitted by the process set forth below. Applicable statutes of limitations will be tolled for Claims asserted in Mass Arbitrations from the time a compliant Claimant Notice has been received by a party until these Carrier Terms permits such Mass Arbitration to be filed in arbitration or court.
Initial Bellwether: The bellwether process set forth in this section will not proceed until counsel representing the Mass Arbitrations has advised the other party in writing (email suffices) that all or substantially all the Claimant Notices for the Mass Arbitrations have been submitted. After that point, counsel for the parties will select 25 Mass Arbitrations to proceed in arbitration as a bellwether to allow each side to test the merits of its arguments. Each side will select 15 claimants who have provided compliant Claimant Notices for this purpose, and only those chosen cases may be filed with the arbitration provider. The parties acknowledge that resolution of some Mass Arbitrations will be delayed by this bellwether process. Any remaining Mass Arbitrations shall not be filed or deemed filed in arbitration, nor shall any arbitration fees be assessed in connection with those Claims, unless and until they are selected to be filed in individual arbitration proceedings as set out in this Section 10. A single arbitrator will preside over each Mass Arbitration chosen for a bellwether proceeding, and only one Mass Arbitration may be assigned to each arbitrator as part of a bellwether process unless the parties agree otherwise.
Mediation: Once the arbitrations that are part of the bellwether process have concluded (or sooner if the claimants and the other party agree), counsel for the parties must engage in a single mediation of all remaining Mass Arbitrations, with the mediator’s fee paid for by Highway. Counsel for the claimants and the other party must agree on a mediator within 30 days after the conclusion of the last bellwether arbitration. If counsel for the claimants and the other party cannot agree on a mediator within 30 days, the arbitration provider will appoint a mediator as an administrative matter. All parties will cooperate for the purpose of ensuring that the mediation is scheduled as quickly as practicable after the mediator is appointed.
Remaining Claims: If the mediation process concludes with 100 or more unresolved Mass Arbitrations remaining, any party to a remaining Mass Arbitration may elect to no longer have the arbitration requirement in this Section 10 apply to all remaining Mass Arbitrations for which a compliant Claimant Notice was received by the other party but that were not resolved in the bellwether process or global mediation. To be effective, such an election must be communicated in writing (email suffices) to counsel for the opposing party within 30 days of mediation concluding. Mass Arbitrations released from the arbitration requirement must be resolved in accordance with Section 12(b). If the mediation process concludes with fewer than 100 Mass Arbitrations remaining or if no party makes a timely election as provided for in the previous paragraph, the arbitrator will randomly select 50 Mass Arbitrations (or the total remaining amount if less than 50) to proceed in arbitration as a second batch. The arbitrator will randomly select eligible claimants who have provided compliant Claimant Notices for this purpose, and only those chosen cases may be filed with the arbitration provider. Once all arbitrations in the foregoing process are complete, the parties will repeat this process until all Mass Arbitrations have been arbitrated.
Released Claims: If Mass Arbitrations released from the arbitration requirement are brought in court, claimants may seek class treatment, but to the fullest extent allowed by applicable law, the classes sought may comprise only the claimants in Mass Arbitrations for which a compliant Claimant Notice was received by the other party. Any party may contest class certification at any stage of the litigation and on any available basis.
Opting Out of Arbitration. You have the right to opt out of binding arbitration within 15 days of the date you first accepted these Carrier Terms by sending certified mail to Highway App, Inc., Attn: General Counsel, 5960 Berkshire Ln, Suite 05-154, Dallas, TX 75225. To be effective, the opt-out notice must include your full name, mailing address, and email address. The notice must also clearly indicate your intent to opt out of binding arbitration in order to be valid. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 12(b).
Rejection of Future Arbitration Changes. You may reject any change we make to Section 10 (except address changes) by sending us notice of your rejection within 30 days of the change via email at contactus@highway.com. Changes to Section 10 may only be rejected as a whole, and you may not reject only certain changes to Section 10. If you reject changes made to Section 10, the most recent version of Section 10 that you have not rejected will continue to apply.
Severability. If any portion of this Section 10 is found to be unenforceable or unlawful for any reason, including but not limited to, because it is found to be unconscionable: (i) the unenforceable or unlawful provision will be severed from these Carrier Terms; (ii) severance of the unenforceable or unlawful provision will have no impact whatsoever on the remainder of this Section 10 or the parties’ ability to compel arbitration of any remaining Claims on an individual basis pursuant to this Section 10; and (iii) to the extent that any Claims must therefore proceed on a class, collective, consolidated, or representative basis, such Claims must be litigated in a civil court of competent jurisdiction, in accordance with these Carrier Terms, and not in arbitration. The litigation of those Claims will be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 10 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 10 will be enforceable. Except as otherwise provided in this Section 10, if a Claim does not proceed in arbitration, the class-action waiver shall remain in effect, and a court may not preside over any action joining, coordinating, or consolidating the claims of multiple individuals in a single proceeding, except that you and Highway may participate in a class-wide, collective, and/or representative settlement of Claims.
Residents of Other Countries. Notwithstanding anything to the contrary in these Carrier Terms, if you reside in any country outside of the United States, you may bring legal proceedings regarding these Carrier Terms either by following the arbitration procedure detailed above in this Section 10 of these Carrier Terms or, if given the right by applicable law, by submitting the dispute to an arbitration administrator in the jurisdiction in which you reside. To the extent any proceeding is not subject to arbitration under applicable law, you may resolve disputes in accordance with Section 12(b).
Repeat Infringer Policy; Copyright Complaints.
Our Policy. In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, the accounts of users who repeatedly infringe the intellectual property rights of others.
Reporting Claims of Copyright Infringement. If you believe that any content on our Services infringe any copyright that you own or control, you may notify Highway’s designated agent as follows:
Designated Agent: Highway Copyright Office
Address: 1301 Second Ave., Ste 4200, Seattle, Washington 98101
Telephone Number: 206-359-8357
Email Address: HighwayDMCA@perkinscoie.com
Please see Section 512(c)(3) of the DMCA for the requirements of a proper notification. If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your notice may not be effective. If you knowingly materially misrepresent that any activity or material on our Services is infringing, you may be liable to Highway for certain costs and damages.
Miscellaneous.
Severability. If any provision of these Carrier 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 Carrier Terms will continue in full force and effect.
Governing Law. These Carrier Terms are governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule. If any Claim is not subject to arbitration pursuant to Section 10, then the state and federal courts located in Dallas County, Texas will have exclusive jurisdiction. You and Highway waive any objection to venue in any such courts. You waive any and all objections to the exercise of jurisdiction over you by such courts and the venue in such courts.
Entire Agreement. These Carrier Terms constitute the entire agreement between you and Highway with respect to the Services and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Services.
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.
Notice or Contact. If you have any questions regarding these Carrier Terms, please contact us at contactus@highway.com.
