1. About SHIPRATR™

SHIPRATR™ LLC ("SHIPRATR," "we," "us," or "our") operates the website located at shipratr.com and any related services, applications, or tools (collectively, the "Platform"). SHIPRATR™ is incorporated and operates under the laws of the State of New York, United States.

The Platform is an online marketplace and information service that allows shippers ("Shippers") to search, compare, and request quotes from third-party freight carriers, freight forwarders, trucking companies, drayage providers, last-mile delivery services, and warehouse operators (collectively, "Providers"). SHIPRATR™ facilitates connections between Shippers and Providers but is not itself a party to any transaction, contract, or agreement between them.

2. Acceptance of Terms

By accessing or using the Platform — including searching rates, submitting a quote request, applying as a partner, or signing up for early access — you ("User") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not use the Platform.

These Terms constitute a legally binding agreement between you and SHIPRATR™ LLC. We reserve the right to update these Terms at any time. Continued use of the Platform after changes are posted constitutes acceptance of the updated Terms.

3. Platform Role — Information and Lead Generation Only

SHIPRATR™ is a technology platform and information service only. We expressly disclaim any role as a freight broker, freight forwarder, non-vessel-operating common carrier (NVOCC), motor carrier, ocean carrier, warehouse operator, or any other transportation or logistics service provider.

Specifically:

• SHIPRATR™ does not take possession or custody of any goods, cargo, or property at any time.
• SHIPRATR™ does not arrange, coordinate, or manage the physical movement or storage of any goods.
• SHIPRATR™ does not issue bills of lading, warehouse receipts, or any other transportation or storage documents.
• SHIPRATR™ does not hold any Federal Maritime Commission (FMC) license, FMCSA freight broker authority, or any other transportation regulatory license.
• SHIPRATR™ does not guarantee, warrant, or represent the accuracy of rates, transit times, availability, service quality, or any other information provided by Providers.
• All freight rates, warehouse rates, transit times, and service descriptions displayed on the Platform are provided by and are the sole responsibility of the individual Providers.

4. Disclaimer of Liability

4.1 No Liability for Provider Services

SHIPRATR™ SHALL NOT BE LIABLE — UNDER ANY LEGAL THEORY, INCLUDING CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE — FOR ANY LOSS, DAMAGE, DELAY, MISDELIVERY, THEFT, OR DESTRUCTION OF GOODS, CARGO, OR PROPERTY IN CONNECTION WITH SERVICES PROVIDED BY ANY PROVIDER LISTED ON THE PLATFORM.

This includes but is not limited to:

• Lost, damaged, stolen, or destroyed cargo during ocean, air, or ground transport
• Goods damaged, lost, or destroyed while in warehouse storage
• Delays in transit or delivery caused by any Provider
• Incorrect or misleading rate quotes provided by any Provider
• Customs delays, seizures, or regulatory issues
• Provider insolvency, bankruptcy, or cessation of operations
• Breach of contract by any Provider
• Personal injury or property damage caused by any Provider

4.2 No Guarantee of Rate Accuracy

Rates displayed on the Platform are indicative only and are provided by Providers. SHIPRATR™ makes no representation or warranty that any rate displayed is the final, confirmed, or guaranteed rate. All rates are subject to confirmation directly with the Provider. Actual rates may differ from those displayed based on market conditions, cargo specifications, availability, fuel surcharges, and other factors.

4.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SHIPRATR™'S TOTAL LIABILITY TO ANY USER FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT PAID BY THE USER TO SHIPRATR™ IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100.00).

SHIPRATR™ SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF DATA, OR LOSS OF GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

5. User Responsibilities

By using the Platform, you agree that:

• You will conduct your own due diligence on any Provider before entering into a contract with them, including verifying their licenses, insurance, and qualifications.
• You will negotiate and confirm all rates, terms, and service details directly with the Provider before booking.
• You will obtain appropriate cargo insurance or warehouse insurance for any goods — SHIPRATR™ strongly recommends all Shippers carry adequate cargo insurance regardless of any Provider's stated liability limits.
• You will not use the Platform for any unlawful purpose or in violation of any applicable law or regulation.
• You will provide accurate and complete information when submitting quote requests.
• You will not submit false, misleading, or fraudulent quote requests.
• You understand that submitting a quote request does not constitute a binding contract with any Provider or with SHIPRATR™.

6. Dispute Resolution

6.1 Provider Disputes

All disputes, claims, or issues arising from or relating to freight or warehousing services must be resolved directly between the Shipper and the Provider. SHIPRATR™ is not a party to any such dispute and has no obligation to mediate, arbitrate, or otherwise assist in resolving disputes between Shippers and Providers.

6.2 Disputes with SHIPRATR™

Any dispute, claim, or controversy arising out of or relating to these Terms or the Platform shall be resolved by binding arbitration under the rules of the American Arbitration Association (AAA), conducted in New York, New York. You waive any right to a jury trial or class action proceeding. These Terms are governed by the laws of the State of New York, without regard to conflict of law principles.

7. Intellectual Property

The SHIPRATR™ name, logo, website design, application code, content, and all related intellectual property are owned by SHIPRATR™ LLC and are protected by trademark, copyright, and other intellectual property laws. You may not reproduce, distribute, modify, or create derivative works of any SHIPRATR™ intellectual property without express written permission.

8. Privacy

Your use of the Platform is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy at shipratr.com/privacy to understand how we collect, use, and protect your information.

9. Third-Party Content

The Platform displays rates, information, and content provided by third-party Providers. SHIPRATR™ is not responsible for and does not endorse any third-party content. Providers are solely responsible for the accuracy, completeness, and legality of the information they provide. SHIPRATR™ reserves the right to remove any Provider or content from the Platform at any time for any reason.

10. Indemnification

You agree to indemnify, defend, and hold harmless SHIPRATR™ LLC and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses — including reasonable attorneys' fees — arising out of or in any way connected with your use of the Platform, your violation of these Terms, or your interaction with any Provider.

11. Termination

SHIPRATR™ reserves the right to suspend or terminate your access to the Platform at any time, with or without cause, and with or without notice. Upon termination, all provisions of these Terms that by their nature should survive will survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

12. Entire Agreement

These Terms, together with our Privacy Policy and any applicable Partner Agreement, constitute the entire agreement between you and SHIPRATR™ with respect to the Platform and supersede all prior agreements, representations, and understandings.

13. Contact

If you have questions about these Terms, please contact us at:

SHIPRATR™ LLC
New York, New York
Email: legal@shipratr.com
Website: shipratr.com

1. Who We Are

SHIPRATR™ LLC ("SHIPRATR," "we," "us," or "our") operates the website at shipratr.com (the "Platform"). We are a technology platform based in New York, New York, that helps shippers compare freight rates and warehouse space from third-party providers. This Privacy Policy explains how we collect, use, store, and protect your personal information when you use our Platform.

2. Information We Collect

2.1 Information You Provide Directly

Category	What We Collect	When We Collect It
Quote Request	Name, company name, email address, phone number, cargo details, notes	When you submit a quote request
Early Access	Email address	When you join the early access list
Partner Application	Name, company, email, phone, business category, coverage notes	When you apply as a partner
Partner Portal	Login credentials, company profile, rate data	When partners create and manage accounts
Contact	Name, email, message content	When you email us directly

2.2 Information Collected Automatically

When you use our Platform, we may automatically collect:

• Usage data: Pages visited, search queries entered, results viewed, time on site
• Device data: Browser type, operating system, screen resolution, device type
• Log data: IP address, referring URL, date and time of visits
• Cookies: Session cookies to maintain your experience — we do not use advertising or tracking cookies

2.3 Information We Do NOT Collect

• Payment card numbers (all payments are processed by Stripe — we never see your card details)
• Social Security numbers or government ID numbers
• Biometric data
• Precise geolocation without your permission
• Health or medical information

3. How We Use Your Information

Purpose	Information Used	Legal Basis
Route your quote request to the relevant Provider	Name, email, quote details, cargo information	Performance of service you requested
Send quote confirmation to you	Name, email	Performance of service you requested
Respond to your questions or requests	Name, email, message	Legitimate interest
Notify you when SHIPRATR™ launches (early access)	Email address	Consent (you signed up)
Onboard and manage partner accounts	Partner profile and rate data	Performance of partner agreement
Improve the Platform and understand usage	Anonymized usage and search data	Legitimate interest
Comply with legal obligations	As required by applicable law	Legal obligation

We do not use your personal information for:

• Advertising or marketing to third parties
• Selling or renting your data to anyone
• Automated decision-making that produces legal effects
• Building advertising profiles

4. How We Share Your Information

4.1 With Providers (When You Submit a Quote Request)

When you submit a quote request for a specific Provider, we share your name, company, email, phone number, and shipment or storage details with that Provider so they can respond to your request. This is the core function of the Platform and is the only reason we share your personal information with third parties.

By submitting a quote request, you consent to your information being shared with the selected Provider for the purpose of receiving a freight or warehousing quote.

4.2 With Service Providers

We work with a small number of trusted technology service providers who help us operate the Platform:

• Supabase — database hosting and storage (data stored in the United States)
• Resend — email delivery service for automated quote notifications
• Stripe — payment processing for partner subscriptions (Stripe has its own Privacy Policy)
• Netlify — website hosting

Each of these providers is contractually obligated to process your data only as directed by us and in accordance with applicable privacy laws.

4.3 Legal Requirements

We may disclose your information if required by law, court order, or government authority, or if we believe disclosure is necessary to protect our rights, your safety, or the safety of others.

4.4 We Do Not Sell Your Data

SHIPRATR™ does not and will never sell, rent, lease, or trade your personal information to any third party for any purpose, including advertising, marketing, or data analytics.

5. Data Retention

We retain your personal information for as long as necessary to provide the services you requested and to comply with our legal obligations:

• Quote requests: Retained for 3 years from the date of submission for record-keeping
• Early access emails: Retained until you unsubscribe or request deletion
• Partner account data: Retained for the duration of the partnership plus 5 years
• Usage logs: Retained for 90 days then permanently deleted

6. Your Rights and Choices

Depending on where you are located, you may have the following rights regarding your personal information:

• Access: Request a copy of the personal information we hold about you
• Correction: Request correction of inaccurate or incomplete information
• Deletion: Request deletion of your personal information ("right to be forgotten")
• Portability: Request your data in a portable format
• Opt-out: Unsubscribe from any marketing emails at any time by clicking "unsubscribe" or emailing us
• Withdraw consent: Where processing is based on consent, withdraw it at any time

To exercise any of these rights, email us at privacy@shipratr.com. We will respond within 30 days.

7. California Residents — CCPA Rights

If you are a California resident, you have additional rights under the California Consumer Privacy Act (CCPA):

• The right to know what personal information we collect, use, share, and sell (we do not sell)
• The right to delete your personal information
• The right to opt out of the sale of your personal information (we do not sell)
• The right to non-discrimination for exercising your CCPA rights

To submit a CCPA request, email privacy@shipratr.com with the subject line "CCPA Request."

8. European Users — GDPR

If you are located in the European Economic Area (EEA), United Kingdom, or Switzerland, you have rights under the General Data Protection Regulation (GDPR). Our legal bases for processing your data are set out in Section 3. You have the right to lodge a complaint with your local data protection authority. Our data is stored in the United States; by using the Platform, you consent to this transfer.

9. Data Security

We implement industry-standard security measures to protect your personal information, including encrypted data storage via Supabase, HTTPS encryption on all Platform pages, row-level security on our database, and limited access to personal data on a need-to-know basis. However, no method of transmission over the internet is 100% secure. We cannot guarantee absolute security but are committed to protecting your information to the best of our ability.

10. Cookies

We use only essential session cookies required for the Platform to function. We do not use advertising cookies, tracking pixels, or third-party analytics cookies. You can disable cookies in your browser settings, though this may affect Platform functionality.

11. Children's Privacy

The Platform is not directed to individuals under the age of 18. We do not knowingly collect personal information from anyone under 18. If we become aware that a minor has provided us with personal information, we will delete it immediately.

12. Changes to This Policy

We may update this Privacy Policy from time to time. We will post the updated policy on this page with a new effective date. For material changes, we will notify you by email if you are on our early access list or are an active partner. Continued use of the Platform after changes are posted constitutes acceptance of the updated policy.

13. Contact

For any privacy-related questions, requests, or concerns:

SHIPRATR™ LLC — Privacy
New York, New York
Email: privacy@shipratr.com
Website: shipratr.com/privacy

This Partner Agreement ("Agreement") is entered into between SHIPRATR™ LLC, a limited liability company organized under the laws of the State of New York, with its principal place of business in New York, New York ("SHIPRATR"), and the company or individual applying to be listed on the SHIPRATR™ platform ("Partner").

By completing the partner application, paying the subscription fee, or accessing the partner portal, Partner agrees to be bound by this Agreement in full.

1. Nature of the Relationship

SHIPRATR™ is a technology platform and lead generation service only. SHIPRATR is not a freight broker, freight forwarder, NVOCC, motor carrier, ocean carrier, drayage broker, or warehouse operator. SHIPRATR does not arrange, coordinate, manage, or take responsibility for any freight movement, cargo handling, or warehousing services.

Partner is an independent business that provides freight, transportation, or warehousing services directly to shippers. This Agreement does not create an employment relationship, partnership, joint venture, agency relationship, or franchise between SHIPRATR and Partner. Partner is at all times an independent contractor solely responsible for its own operations, employees, equipment, licenses, and services.

2. Partner Listing and Services

2.1 Listing

Subject to payment of the applicable subscription fee and SHIPRATR's approval, SHIPRATR will list Partner's rates, routes, locations, and service information on the Platform so that shippers can discover and request quotes from Partner.

2.2 Lead Delivery

When a shipper submits a quote request matching Partner's listed services, SHIPRATR will deliver the shipper's contact information and shipment/storage details to Partner via email notification and/or the partner portal. SHIPRATR makes no guarantee regarding the volume, quality, or frequency of leads delivered.

2.3 Partner Portal

Partner will have access to a self-managed online portal to add, update, and remove rates and service information, view incoming leads, track lead status, and manage their partner profile. Partner is responsible for keeping all information in the portal accurate and current.

3. Partner Obligations

Partner agrees to:

• Accurate rates: Ensure all rates, transit times, locations, and service descriptions listed on the Platform are accurate, current, and not misleading at all times.
• Rate updates: Update rates in the partner portal promptly whenever market rates change — and no less than monthly — to ensure shippers receive accurate information.
• Licensing and compliance: Maintain all required federal, state, and local licenses, permits, authorities, and insurance required to operate their business lawfully, including but not limited to FMC licenses, FMCSA operating authority, cargo insurance, warehouse liability insurance, and any other applicable regulatory requirements.
• Insurance: Maintain adequate cargo liability insurance, commercial general liability insurance, and any other insurance required by law or industry standards. Proof of insurance shall be provided to SHIPRATR upon request.
• Respond to leads: Use best efforts to respond to shipper quote requests within 24 hours of receipt.
• Service delivery: Provide the services agreed upon with shippers in a professional, lawful, and timely manner.
• No misrepresentation: Not make false or misleading claims about services, capabilities, or pricing on the Platform.
• Compliance with law: Comply with all applicable laws, regulations, and industry standards in the provision of services.
• Confidentiality: Keep all shipper information received through the Platform confidential and use it only for the purpose of responding to the specific quote request.

4. Fees and Payment

4.1 Subscription Plans

4.2 Billing

Subscription fees are billed monthly in advance via Stripe. By providing payment information, Partner authorizes SHIPRATR to charge the applicable monthly subscription fee automatically on the same date each month. All fees are in US Dollars and are non-refundable except as expressly stated herein.

4.3 No Commission

SHIPRATR charges a flat monthly subscription fee only. SHIPRATR does not charge any commission, success fee, referral fee, or any other fee based on the value or volume of shipments or storage contracts that Partner books through the Platform. Partner keeps 100% of all revenue from services booked with shippers.

4.4 Failed Payments

If a payment fails, SHIPRATR will attempt to recharge the payment method up to three times over seven days. If payment remains outstanding after seven days, Partner's listing may be suspended until payment is received. Partner remains responsible for all outstanding fees.

4.5 Founding Member Rate Lock

Partners enrolled in the Founding Member plan have their rate locked at $149/month for a period of 12 months from the date of enrollment. After 12 months, the rate will be subject to review, and Partner will be given 30 days' notice of any rate change.

5. SHIPRATR's Obligations

SHIPRATR agrees to:

• List Partner's rates and services on the Platform in the manner described herein
• Deliver shipper quote requests to Partner promptly upon receipt
• Provide Partner access to the partner portal to manage rates and leads
• Use reasonable commercial efforts to maintain Platform availability
• Protect Partner's business information in accordance with our Privacy Policy
• Provide at least 30 days' notice of any material changes to subscription fees

6. Liability — CRITICAL SECTION

6.1 SHIPRATR Has No Liability for Partner Services

SHIPRATR IS NOT RESPONSIBLE FOR AND SHALL HAVE NO LIABILITY WHATSOEVER ARISING FROM PARTNER'S SERVICES, INCLUDING BUT NOT LIMITED TO:

• Loss, damage, delay, theft, or destruction of any cargo or goods
• Personal injury or property damage caused by Partner's operations
• Partner's breach of contract with any shipper
• Partner's violation of any law, regulation, or license requirement
• Inaccurate or misleading rates or service descriptions provided by Partner
• Partner's insolvency, bankruptcy, or cessation of operations
• Any claim by a shipper relating to services provided by Partner
• Customs delays, regulatory violations, or government seizures related to Partner's services
• Goods damaged or lost while in Partner's warehouse or care

6.2 SHIPRATR's Total Liability

To the maximum extent permitted by applicable law, SHIPRATR's total liability to Partner for any claim arising under this Agreement shall not exceed the total subscription fees paid by Partner to SHIPRATR in the three (3) months immediately preceding the claim. SHIPRATR shall not be liable for any indirect, incidental, consequential, special, or punitive damages.

7. Indemnification

Partner agrees to indemnify, defend, and hold harmless SHIPRATR™ LLC, its officers, directors, employees, members, agents, and successors from and against any and all claims, liabilities, damages, losses, costs, and expenses — including reasonable attorneys' fees — arising out of or in connection with:

• Partner's provision of freight, transportation, or warehousing services to any shipper
• Any cargo loss, damage, delay, or destruction involving Partner
• Partner's violation of any applicable law, regulation, or licensing requirement
• Partner's breach of this Agreement
• Any false or misleading information provided by Partner on the Platform
• Any claim by a third party arising from Partner's business operations
• Partner's negligence, willful misconduct, or fraud

This indemnification obligation shall survive the termination or expiration of this Agreement.

8. Intellectual Property

Partner grants SHIPRATR a non-exclusive, royalty-free license to display Partner's company name, logo, service descriptions, and rates on the Platform for the purpose of providing the services described in this Agreement. Partner retains ownership of all such intellectual property. SHIPRATR grants Partner a limited, non-exclusive license to use the SHIPRATR™ name and logo solely for the purpose of identifying themselves as a SHIPRATR™ partner.

9. Confidentiality

Each party agrees to keep confidential the other party's non-public business information disclosed in connection with this Agreement, including rate structures, platform technology, shipper data, and business strategies. This obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

10. Term and Termination

10.1 Term

This Agreement begins on the date Partner completes the partner application and pays the first subscription fee, and continues on a month-to-month basis until terminated.

10.2 Termination by Partner

Partner may cancel their subscription and terminate this Agreement at any time by providing written notice to SHIPRATR via email at partners@shipratr.com. Cancellation takes effect at the end of the current billing period. No refunds are issued for partial months.

10.3 Termination by SHIPRATR

SHIPRATR may terminate this Agreement and remove Partner from the Platform immediately, with or without notice, if:

• Partner fails to pay any subscription fee
• Partner breaches any provision of this Agreement
• Partner provides false, misleading, or inaccurate information on the Platform
• Partner loses any required license, permit, or operating authority
• SHIPRATR receives credible complaints about Partner's services or conduct
• Partner's continued presence on the Platform is, in SHIPRATR's sole judgment, harmful to shippers or to SHIPRATR's reputation

10.4 Effect of Termination

Upon termination, Partner's listing will be removed from the Platform, access to the partner portal will be revoked, and no further leads will be delivered. All provisions of this Agreement that by their nature should survive termination — including indemnification, liability limitations, and dispute resolution — shall survive.

11. Representations and Warranties

Partner represents and warrants that:

• Partner is duly organized, validly existing, and in good standing under applicable law
• Partner has full authority to enter into this Agreement
• Partner holds all licenses, permits, authorities, and insurance required to operate its business legally
• All information provided to SHIPRATR is and will remain accurate and complete
• Partner's performance of services will comply with all applicable laws and regulations
• Partner has not been debarred, suspended, or excluded from any government program

12. Dispute Resolution

Any dispute arising under this Agreement shall be resolved by binding arbitration under the American Arbitration Association Commercial Arbitration Rules, conducted in New York, New York. The prevailing party shall be entitled to recover reasonable attorneys' fees. This Agreement is governed by the laws of the State of New York, without regard to conflict of law principles. Partner waives any right to a jury trial or class action proceeding.

13. Modifications

SHIPRATR reserves the right to modify these terms with 30 days' written notice to Partner. Continued use of the Platform after notice of changes constitutes acceptance of the modified Agreement.

14. Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to Partner's listing on the Platform and supersedes all prior discussions, representations, and agreements. This Agreement may not be assigned by Partner without SHIPRATR's written consent.