Section 1

Contractual Relationships

These Terms of Use (“Terms”) govern the access or use by you, an individual or entity, of the applications (including mobile applications), websites, content, products, and services (collectively, the “Services”) made available in around the world by Okapy Secure and its subsidiaries and affiliates (collectively, “Okapy Secure Limited, LLC”). PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING AND USING THE SERVICES. In these Terms, the words “including” and “include” mean “including, but not limited to.”

Your access and use of the Services constitutes your agreement to be bound by these Terms, which establishes a contractual relationship between you and Okapy Secure. If you do not agree to these Terms, you may not access or use the Services. These Terms expressly supersede and replace any prior agreements or arrangements between you or any shipper or motor carrier you represent, on the one hand, and Okapy Secure, on the other hand, with respect to the subject matter of these Terms, except that with respect to any shipper or motor carrier agreement between the shipper or carrier you represent (as applicable) and Okapy Secure, such agreement shall not be superseded or replaced by these Terms, and to the extent that such other agreement is inconsistent with these Terms, such other agreement will govern. Okapy Secure may, at any time for any reason, without notice to you, cease offering you access to the Services or any portion thereof or deny you access to the Services or any portion thereof.

Supplemental terms may apply to certain Services, such as policies for a particular event, program, activity or promotion, and such supplemental terms will be disclosed to you in separate disclosures (e.g., a particular promotional webpage) or in connection with the applicable Service(s). Supplemental terms are in addition to, and shall be deemed a part of, these Terms for the purposes of the applicable Service(s). Supplemental terms shall prevail over these Terms in the event of a conflict with respect to the applicable Services.

Okapy Secure may amend these Terms from time to time. Amendments will be effective upon Okapy Secure’s posting of such updated Terms at this location. Your continued access or use of the Services after such posting constitutes your consent to be bound by the Terms, as amended.

Our collection and use of personal information in connection with the Services is as provided in Okapy Secure Notice located at under the legal section. 

Section 2

License

Subject to your compliance with these Terms, Okapy Secure grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to access and use the Services. Any rights not expressly granted herein are reserved by Okapy Secure (and its affiliates, as applicable) and Okapy Secure licensors.

Restrictions

You may not: (i) remove any copyright, trademark or other proprietary notices from any portion of the Services; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by Okapy Secure; (iii) decompile, reverse engineer or disassemble the Services except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Services; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services, or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or (vi) attempt to gain unauthorized access to or impair any aspect of the Services or their related systems or networks.

Ownership

The Services and all rights therein are and shall remain Okapy Secure’s property or the property of Okapy Secure’s licensors. Neither these Terms nor your use of the Services convey or grant to you any rights: (i) in or related to the Services except for the limited license granted above; or (ii) to use or reference in any manner Okapy Secure’s company names, logos, product and service names, trademarks or services marks or those of Okapy Secure’s licensors.

Section 3

Disclaimers; Limitation of Liability; Indemnity.

DISCLAIMER

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” OKAPY SECURE DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THESE TERMS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, OKAPY SECURE MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR ACCESS OR USE OF THE SERVICES REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.

LIMITATION OF LIABILITY

OKAPY SECURE SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, EVEN IF OKAPY SECURE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OKAPY SECURE SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD PARTY PROVIDER, EVEN IF OKAPY SECURE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OKAPY SECURE SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND OKAPY SECURE’S REASONABLE CONTROL. IN NO EVENT SHALL OKAPY SECURE’S TOTAL LIABILITY TO YOU IN CONNECTION WITH THE SERVICES FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED FIVE HUNDRED U.S. DOLLARS (US $500).

OKAPY SECURE DOES NOT CONTROL, ENDORSE OR TAKE RESPONSIBILITY FOR ANY USER CONTENT OR THIRD-PARTY CONTENT AVAILABLE ON OR LINKED TO BY THE SERVICES (INCLUDING INFORMATION ON THE SERVICES PROVIDED BY USERS OR BY SHIPPERS). OKAPY SECURE CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SERVICES OR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

Indemnity

You agree to indemnify and hold Okapy Secure and its affiliates and its and their respective officers, directors, employees, and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys’ fees), arising out of or in connection with: (i) your use of the Services or services or goods obtained through your use of the Services; and/or (ii) your breach or violation of any of these Terms.

Section 4

Dispute Resolution

Arbitration

You agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes”) will be settled by binding arbitration between you and Okapy Secure, except that each party retains the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights. You acknowledge and agree that you and Okapy Secure are each waiving the right to a trial by jury or to participate as a plaintiff or class in any purported class action or representative proceeding. Further, unless both you and Okapy Secure otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.

Arbitration Rules and Governing Law

The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at www.adr.org or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.

Arbitration Process

Prior to initiating an arbitration, you and Okapy Secure each agree to notify the other party in writing of any dispute and to attempt to negotiate an informal resolution. Notice to Okapy Secure must be sent to Okapy Secure Limited, LLC, Attn: Legal Department, 1515 Bissonnet St., Houston, Texas 77005. Neither party shall initiate arbitration until 30 days after the notice is sent.

A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. A party initiating an arbitration against Okapy Secure must send the written Demand for Arbitration to Okapy Secure LLC, Attn: Legal Department, 1515 Bissonnet St. Houston, Texas 77005. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of Texas and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator, then the AAA will appoint the arbitrator in accordance with the AAA Rules.

Arbitration Location and Procedure

Unless you and Okapy Secure otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and Okapy Secure submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

Arbitrator’s Decision

The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim.

Changes

Notwithstanding the provisions of the modification-related provisions above, if Okapy Secure changes this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by providing Okapy Secure written notice of such rejection by mail or hand delivery to: Okapy Secure, Attn: Dispute Resolutions, 1515 Bissonnet St., Houston, Texas 77005 or by email from the email address associated with your Account to: changes@okapy.world, within 30 days of the date such change became effective, as indicated in the “Effective” or “Last update” date above. In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to this “Dispute Resolution” section. By rejecting changes, you are agreeing that you will arbitrate any Dispute between you and Okapy Secure in accordance with the provisions of this “Dispute Resolution” section as of the date you most recently accepted these Terms.

Section 5

Transportation and Other Provision

OKAPY SECURE IS NOT A MOTOR CARRIER. NO INTERPRETATION OF WRITTEN OR ORAL REMARKS IN ANY AGREEMENT OR DOCUMENT SHALL BE CONSTRUED TO IMPLY OKAPY SECURE IS A MOTOR CARRIER.

A “motor carrier”, as used in these Terms, means any motor carrier or trucking company, including a motor carrier as defined by 49 USC §13102(14) with authority issued by the federal and/or applicable state governments or a motor carrier with authority issued by any other applicable governmental authority.

The motor carrier shall be solely responsible for controlling the method, manner, and means of accomplishing the motor carrier’s services. For purposes of these Terms, “driver” shall mean those motor carrier employees, contractors, owner-operators under contract with the motor carrier, employees of such owner-operators, or any other service providers of the motor carrier assigned to operate motor vehicles providing transportation on behalf of the motor carrier. The motor carrier or its drivers are responsible for determining the appropriate route for transportation. Any navigational directions that Okapy Secure offers to any motor carrier or its drivers are offered as a convenience only, and the motor carrier and its drivers shall have no obligation to follow such navigational directions. If the motor carrier elects to provide access to the Services to its drivers, any directions, instructions or other information provided through the Services are provided by the motor carrier to the driver.

Any transportation services (i.e., shipments) that are accepted by a motor carrier or any employee, contractor or other service provider of the motor carrier (including you) on behalf of a motor carrier using the Services are subject to the rates and charges indicated on the Services and the terms and conditions of the applicable agreement entered into between such motor carrier and Okapy Secure and these Terms. If you are an employee, contractor or other service provider of the motor carrier, you agree that all charges and compensation due to you as an employee, contractor or other service provider of the motor carrier are the sole responsibility of the motor carrier and not Okapy Secure.

Okapy Secure and you, on behalf of the company you represent (if applicable), expressly waive any and all rights and remedies provided by Part B to Title IV of Title 49 to the U.S. Code to the extent such rights and remedies conflict with the provisions of these Terms. Without limiting the foregoing, Okapy Secure and you, on behalf of the motor carrier or shipper that you represent (as applicable), expressly waive any right that you or such motor carrier or shipper (as applicable) may have to access or review any records pursuant to 49 C.F.R. Part 371 (including with respect to any transactions that occurred prior to the date of these Terms).

Text Messaging and Telephone Calls

You agree that Okapy Secure may contact you by telephone or text messages (including by an automatic telephone dialing system and/or with an artificial or pre-recorded voice) at any of the phone numbers provided by you or on your behalf, including for marketing purposes. You understand that you are not required to provide this consent as a condition of purchasing any property, goods or services. You also understand that you may opt out of receiving text messages from Okapy Secure at any time, either by texting the word “STOP” to 77991 using the mobile device that is receiving the messages, or by contacting help.okapy.world.

Referrals and Promotional Codes

Okapy Secure may, in its sole discretion, create referral and/or promotional codes (“Promo Codes”) that may be redeemed for discounts on future Services and/or a third party’s services, or other features or benefits related to the Services and/or a third party’s services, subject to any additional terms that Okapy Secure establishes. You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold or transferred in any manner, or made available to the general public (whether posted to a public form or otherwise), unless expressly permitted by Okapy Secure; (iii) may be disabled by Okapy Secure at any time for any reason without liability to Okapy Secure; (iv) may only be used pursuant to the specific terms that Okapy Secure establishes for such Promo Code; (v) are not valid for cash; and (vi) may expire prior to your use. Okapy Secure reserves the right to withhold or deduct credits or other features or benefits obtained through the use of the referral system or Promo Codes by you or any other user in the event that Okapy Secure determines or believes that the use of the referral system or use or redemption of the Promo Code was in error, fraudulent, illegal, or otherwise in violation of Okapy Secure’s terms.

User Provided Content

Okapy Secure may, in Okapy Secure’s sole discretion, permit you from time to time to submit, upload, publish or otherwise make available to Okapy Secure through the Services textual, audio, and/or visual content and information, including commentary and feedback related to the Services, ratings and reviews of facilities, initiation of support requests, and submission of entries for competitions and promotions (“User Content”). Any User Content provided by you remains your property. However, by providing User Content to Okapy Secure, you grant Okapy Secure a worldwide, perpetual, irrevocable, transferable, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such User Content in all formats and distribution channels now known or hereafter devised (including in connection with the Services and Okapy Secure’s business and on third-party sites and services), without further notice to or consent from you, and without the requirement of payment to you or any other person or entity.

You represent and warrant that: (i) you either are the sole and exclusive owner of all User Content or you have all rights, licenses, consents and releases necessary to grant Okapy Secure the license to the User Content as set forth above; and (ii) neither the User Content, nor your submission, uploading, publishing or otherwise making available of such User Content, nor Okapy Secure’s use of the User Content as permitted herein will infringe, misappropriate or violate a third party’s intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

You agree to not provide User Content that is defamatory, libelous, hateful, violent, obscene, pornographic, unlawful, or otherwise offensive, as determined by Okapy Secure in its sole discretion, whether or not such material may be protected by law. Okapy Secure may, but shall not be obligated to, review, monitor, or remove User Content, at Okapy Secure’s sole discretion and at any time and for any reason, without notice to you.

Network Access and Devices

You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from your device. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and applications and any updates thereto. Okapy Secure does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.

Choice of Law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, U.S.A., without giving effect to any conflict of law principles, except as may be otherwise provided in supplemental terms applicable to your region.

Claims of Copyright Infringement

Claims of copyright infringement should be sent to Okapy Secure’s designated agent by emailing help@okapy.world. 

Notice

Okapy Secure may give notice by means of a general notice on the Services, electronic mail to your email address in your Account, or by written communication sent by first class mail or pre-paid post to your address in your Account. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email). You may give notice to Okapy Secure, with such notice deemed given when received by Okapy Secure, at any time by first class mail or pre-paid post to Okapy Secure Limited, LLC Attn: Notices, 1515 Bissonnet St., Houston, Texas 77005. 

General

You may not assign these Terms without Okapy Secure’s prior written approval. Okapy Secure may assign these Terms without your consent to: (i) a subsidiary or affiliate; (ii) an acquirer of Okapy Secure’s equity, business or assets; or (iii) a successor by merger. Any purported assignment in violation of this section shall be void. No joint venture, partnership, employment, or agency relationship exists between you, Okapy Secure or any third party as a result of these Terms or use of the Services. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. Okapy Secure’s failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Okapy Secure in writing.

Choice of Language

It is the express wish of the parties that these terms and conditions be drawn up in English. These terms may be translated into other languages. In the event of a difference in interpretation between the English version of these terms and another version, the English version shall prevail.