PLATFORM TERMS
OF USE OF AIDELIV, INC.
Effective Date: December 2024

Welcome to our platform, www.AiDeliv.com (the "Platform"). By accessing or using the Platform, you represent and warrant that you are at least eighteen (18) years of age, have the legal capacity to enter into binding contracts, and agree to comply with and be bound by these Platform Terms of Use (collectively, these "Terms").

SECTION 1: GENERAL

1.1 Agreement to Terms.

These Terms govern your access to and use of the Platform (including website and/or mobile application, APIs, and related technology systems). The Platform and Platform Services are made available by AiDeliv, Inc., a Delaware corporation ("AiDeliv", "we", "us", or "our").

We may modify these Terms at any time by posting updates to the Platform. Non-material changes take effect immediately upon posting. For material changes that affect your rights, we will provide reasonable notice (via email or otherwise) at least thirty (30) days before the changes take effect.

You can view the most recent version of these Terms at any time at https://aideliv.com/terms. Your continued use of this Platform after the effective date of any modifications shall constitute and be deemed your unconditional acceptance of such modified Terms.

IMPORTANT: PLEASE READ THESE TERMS CAREFULLY. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT ACCESS OR USE THE SERVICES.

THESE TERMS CONTAIN AN ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT AFFECT YOUR LEGAL RIGHTS.

When using our Platform, you are subject to all policies, rules, guidelines, notices, help-center materials, feature-specific terms, program terms, and any additional terms AiDeliv posts or makes available on the Platform (collectively, the “Policies”). These include, but are not limited to, our Privacy Policy (https://aideliv.com/privacy), the Prohibited Items List (https://aideliv.com/prohibited-items), and any other policies or rules for specific features or programs. All Policies are incorporated by reference into these Terms.

1.2 Definitions.

Capitalized terms in these Terms have the meanings assigned in this Section or elsewhere in these Terms, regardless of where they first appear. The following definitions apply throughout these Terms:

"Agent of Payee" means AiDeliv's limited role in receiving Client Payments on behalf of and for the account of Carriers, and transmitting such payments to Carriers upon confirmed delivery. AiDeliv acts solely as a payment processing agent and does not hold funds in escrow or as a fiduciary.
"Auction" means the reverse auction process conducted on the Platform, in which pre-qualified Carriers submit competitive Bids to provide Transportation Services for Client shipments.
"Bid" means an offer submitted by a Carrier through the Platform to provide Transportation Services at a specified price, which becomes legally binding upon Client's acceptance (Booking).
"Booking" means the acceptance by a Client of a Bid, which triggers Carrier's Transportation Obligation under Carrier's agreement with AiDeliv, with Client as the intended third-party beneficiary.
"Bonus Points" means promotional Points that AiDeliv may award to a Client upon the successful completion of a shipment, which may be used in place of standard Points to initiate shipment requests or open Auctions. Bonus Points carry no monetary value, are non-transferable, and are issued at AiDeliv's sole discretion.
"Carrier" means any motor carrier, ocean carrier, freight forwarder, or other transportation service provider registered on the Platform and verified to provide Transportation Services to Clients.
"Client" means any individual or entity registered on the Platform seeking Transportation Services for cargo shipments.
"Client Payment" means the funds paid by Client for Transportation Services, which AiDeliv receives and holds solely in its capacity as Agent of Payee for the Carrier. Client Payment is processed and transmitted to Carrier upon confirmed delivery, less any applicable Platform Fees or claim amounts withheld pursuant to Section 3.
"Platform Fee" means the technology-access fee charged by AiDeliv to Carriers for use of the Platform's digital marketplace and related tools. The Platform Fee does not constitute a commission for arranging transportation. The Platform Fee is deducted from the Carrier's payment after successful delivery. The Platform Fee is NOT charged to Clients.
"Platform Services" means the technology services provided by AiDeliv, including: (a) operating the technology platform that enables Auctions; (b) providing AI-assisted carrier pre-qualification and bid comparison tools; (c) receiving and processing Client Payments solely as Agent of Payee for Carriers; (d) coordinating documentation and tracking information; and (e) facilitating claims processing on behalf of and for the account of Carriers.
"Points" means the credits used to access Auction features on the Platform, as further described in Section 2.6.
"Proprietary Technology" means AiDeliv's proprietary algorithms, artificial intelligence systems, auction mechanics, and patent-pending technologies, including, without limitation, carrier pre-qualification systems, bid optimization tools, demand aggregation methodologies, and auction parameters.
"Transportation Obligation" means Carrier's contractual obligation (under Carrier's agreement with AiDeliv) to perform Transportation Services for Client's benefit upon Booking. Client is an intended third-party beneficiary of this obligation. AiDeliv is NOT a party to the transportation relationship.
"Transportation Services" means the actual physical transportation of cargo, including pickup, transit, customs clearance (where applicable), and delivery, which is provided exclusively by Carriers to Clients.
"User" means any individual or entity accessing or using the Platform, including both Clients and Carriers.

IMPORTANT DISCLOSURE:

AIDELIV IS A TECHNOLOGY PLATFORM PROVIDER ONLY.
AIDELIV IS NOT A MOTOR CARRIER, FREIGHT BROKER, FREIGHT FORWARDER, NON-VESSEL OPERATING COMMON CARRIER (NVOCC), CUSTOMS BROKER, OR TRANSPORTATION INTERMEDIARY.
AIDELIV DOES NOT PROVIDE, ARRANGE, OR ASSUME RESPONSIBILITY FOR TRANSPORTATION SERVICES.
AIDELIV IS NOT AN INSURER OF GOODS AND EXPRESSLY DISCLAIMS RESPONSIBILITY FOR THE SAFE TRANSPORTATION OF CARGO.
AIDELIV IS NOT AN ESCROW AGENT, MONEY TRANSMITTER, OR FIDUCIARY WITH RESPECT TO CLIENT FUNDS.
AIDELIV ACTS SOLELY AS AGENT OF PAYEE FOR CARRIERS.
UPON BOOKING, THE CARRIER BECOMES OBLIGATED TO PERFORM TRANSPORTATION SERVICES FOR THE CLIENT'S BENEFIT UNDER CARRIER'S AGREEMENT WITH AIDELIV.
CLIENT IS A THIRD-PARTY BENEFICIARY OF THIS OBLIGATION.

1.3 Nature of Our Services.

AiDeliv, as a technology provider, is a contracting party for Platform Services only. AiDeliv does NOT provide Transportation Services and does NOT become a party to the transportation transaction itself. All physical transportation of cargo is performed exclusively by independent Carriers who use the Platform to submit Bids and perform Transportation Services for Clients' benefit.

AiDeliv aggregates shipping demand from multiple Clients to create attractive volumes for Carriers. AiDeliv does NOT consolidate cargo or handle shipments. Any consolidation is performed solely by Carriers.

1.4 Our Regulatory Status.

AiDeliv acts solely as a technology platform and does not tender cargo to carriers, perform screening, or engage in any regulated air cargo activity. AiDeliv expressly disclaims any status as: a) A "motor carrier" as defined by 49 U.S.C. § 13102(14); b) A "broker" as defined by 49 U.S.C. § 13102(2); c) A "freight forwarder" as defined by 49 U.S.C. § 13102(8); d) A "non-vessel operating common carrier" (NVOCC) as defined by 46 U.S.C. § 40102; e) An "ocean freight forwarder" as defined by 46 C.F.R. § 515.2; f) An "air freight forwarder" or "indirect air carrier" ("IAC") as defined under 49 U.S.C. § 40102 and applicable TSA regulations, including 49 C.F.R. Parts 1548–1549; g) A customs broker licensed under 19 U.S.C. § 1641; or h) An escrow agent, money transmitter, or fiduciary under applicable state or federal law.

A. Functions solely as a Technology Marketplace by: a) Allowing Clients to post shipment requirements; b) Allowing Carriers to submit competitive Bids directly to Clients; c) Providing AI-assisted tools that pre-qualify Carriers for Auction participation and help Clients evaluate Bids. Our AI recommends but does NOT select or assign Carriers. All final decisions rest solely with the Client; and d) Coordinating documentation, communication, and workflow between the parties.
B. Provides Limited Financial and Administrative Services by: a) Acting solely as Agent of Payee for receiving Client Payments on behalf of Carriers and transmitting such payments to Carriers upon confirmed delivery; b) Facilitating claims by receiving claim notifications, forwarding documentation to Carriers, and processing claim payments from Carrier's withheld funds on behalf of and for the account of Carriers. AiDeliv does NOT assume cargo liability or pay claims from its own funds. See Section 3 for complete claims procedures.
C. Does Not Provide or Arrange Transportation and therefore: a) Does NOT arrange or procure transportation for any party; b) Does NOT select, assign, dispatch, or vet Carriers — selection is made solely by the Client through acceptance of a Bid; c) Does NOT assume responsibility for transportation from origin to destination; and d) Does NOT own, operate, lease, or control motor vehicles, vessels, aircraft, rail assets, or any transportation equipment.
D. Does Not Act as a Carrier, Broker, or Freight Forwarder because it: a) Does NOT issue bills of lading or transportation documents in its own name; b) Is NOT subject to the Carmack Amendment (49 U.S.C. § 14706) or similar carrier-liability regimes; c) Is NOT an insurer of cargo; and d) Does NOT consolidate freight or provide any physical handling of shipments.
E. Protects Proprietary Technology and therefore: a) Maintains proprietary algorithms and AI systems as trade secrets; b) Reserves all intellectual property rights in auction mechanics, bid parameters, and platform technology; and c) Prohibits reverse engineering, data scraping, or unauthorized access to Platform systems as outlined in Section 4 and Section 5.
F. Clarifies the Role of Carriers in that: a) All Transportation Services are performed solely by independent Carriers for the benefit of Clients, pursuant to the Carrier's obligations under its agreement with AiDeliv. AiDeliv does not provide Transportation Services.

1.5 Carrier's Transportation Obligation and Third-Party Beneficiary Rights.

Upon Booking (Client's acceptance of a Carrier's Bid), Carrier becomes obligated (under Carrier's agreement with AiDeliv) to perform Transportation Services for Client's benefit. Client is an intended third-party beneficiary of Carrier's transportation and liability obligations and may enforce cargo claims directly against Carrier.

AiDeliv operates the technology platform that enables Bookings and coordinates communication through the Platform, but is NOT a party to the transportation relationship and assumes no transportation or cargo liability. Nothing in this section creates any obligation of AiDeliv to enforce, monitor, or guarantee Carrier performance. Client's remedies for cargo claims are outlined in Section 3.

SECTION 2: ACCOUNT REQUIREMENTS, AUCTIONS & PAYMENTS

2.1 Eligibility.

To use the Platform Services, you must: a) Be at least 18 years of age; b) Have the legal capacity to enter into binding contracts; c) Not be prohibited from using the Services under applicable law; d) Complete the registration and verification process as described in Section 2.2; and e) Agree to these Terms and our Privacy Policy.

2.2 Verification Requirements.

IMPORTANT: Access to Auction features requires completion of mandatory identity verification. Unverified accounts cannot create shipment requests, participate in Auctions, or receive quotes. Verification requires submission of: a) For Individual Users: (i) Government-issued photo identification; (ii) Social media profile links; (iii) Current residential address with proof. b) For Business Users: (i) Business registration documents; (ii) Tax ID; (iii) Authorized representative ID; (iv) Business address. c) For Carriers: (i) Business registration; (ii) Tax ID; (iii) Representative ID; (iv) Business address; (v) Operating authority (MC/DOT); (vi) Cargo insurance certificates (min $100,000); (vii) Business license(s). Verification data is processed according to our Privacy Policy. AiDeliv may reject or suspend accounts that fail verification.

2.3 Account Responsibility.

You are responsible for keeping your login credentials confidential and for all activities under your account. You agree to provide accurate information, keep your password secure, and notify AiDeliv of any unauthorized use. AiDeliv may suspend or terminate accounts with inaccurate information or violations of these Terms.

2.4 Auctions and Bidding Rules.

a) Auction Process. Auctions are conducted to determine competitive pricing. The process involves: (i) Shipment Request by Client; (ii) Algorithmic Carrier Eligibility (AI filtering, not vetting); (iii) Competitive Bidding by eligible Carriers; (iv) Auction Completion; (v) Client Decision (complete discretion to accept or reject). b) Bid Requirements. Bids must be submitted through the Platform, include complete pricing, and are binding offers. Collusion is prohibited. c) Rate Lock. Winning rates are locked for a limited period for the Client's decision. d) Client's Full Discretion. AiDeliv's AI recommends but DOES NOT select Carriers. Client retains complete discretion. Booking occurs only upon the Client's acceptance. e) Auction Integrity. AiDeliv may void Auctions involving fraud or errors. f) Proprietary Auction Parameters. Auction mechanics are trade secrets.

2.5 Booking Process.

a) Creation of Booking. Upon the Client's acceptance, a Booking is created, and the Carrier's Transportation Obligation arises. Client is a third-party beneficiary. AiDeliv is NOT a party to the transportation relationship. b) Information Exchange. Contact info and shipment details are exchanged. Communication must occur through the Platform as DATA EXCHANGE ONLY. c) Payment. Client Payment is due upon cargo consolidation. AiDeliv receives payment solely as Agent of Payee for the Carrier. Deadlines depend on account tier (Standard: 3 days, Silver: 7 days, Gold: 14 days, Platinum: Custom). d) Transport Documents. Issued by Carrier in Carrier's name. AiDeliv does NOT issue transport documents. e) Shipment Tracking. Real-time tracking is provided through the Platform. f) Cancellation and Modification. The Carrier determines cancellation rules and any applicable fees. g) AiDeliv's Limited Role. Client agrees that AiDeliv facilitates communication/docs but guarantees no outcomes and assumes no liability for Transportation Services.

2.6 Points System.

Access to Auction features is managed through a Points system. a) Initial Allocation: 10 starter points. b) Deduction: 1 Point per shipment request/auction. c) Bonus Points: 10 Bonus Points awarded for each completed shipment. d) Self-Sustaining Model: Active shippers may not need to purchase points. e) Purchase: Additional points may be purchased if needed. Points are non-refundable.

2.7 Payment Structure.

Client must deposit a Client Payment with AiDeliv. AiDeliv acts only as a limited payment agent (Agent of Payee) for the Carrier. Funds are held for the Carrier until delivery is confirmed. Upon delivery (POD upload and no pending claims), funds are released to the Carrier minus the Platform Fee. AiDeliv charges no fees to Clients except for Points. The client pays only the transportation amount.

SECTION 3: CARGO PROTECTION, CLAIMS & LIABILITY

IMPORTANT DISCLOSURE: AIDELIV OPERATES AS A TECHNOLOGY PLATFORM AND DOES NOT PHYSICALLY TRANSPORT CARGO. HOWEVER, TO ENSURE MARKETPLACE INTEGRITY, AIDELIV ENFORCES STRICT CONTRACTUAL STANDARDS ON ALL CARRIERS. WHILE AIDELIV IS NOT AN INSURER OR CARRIER, WE UTILIZE OUR PLATFORM TECHNOLOGY AND FINANCIAL PROCESSES TO FACILITATE THE RESOLUTION OF CARGO CLAIMS ON BEHALF OF OUR CLIENTS.

3.1 Mandatory Carrier Liability & Insurance Standards

Unlike open load boards, AiDeliv requires accountability as a condition of Platform access. a) Strict Liability Assumption: By accepting a Booking, every Carrier contractually agrees to assume full liability for the loss, damage, or destruction of Cargo up to the invoice value. b) Verified Insurance Requirements: Carriers are prohibited from participating in Auctions unless they maintain valid cargo insurance with coverage of at least $100,000 USD per shipment. AiDeliv actively monitors this requirement to ensure the Carrier's policy protects Clients.

3.2 Active Claims Administration.

AiDeliv relieves the Client of the administrative burden of chasing Carriers. Acting as a neutral administrator, AiDeliv provides: a) Receipt: Client submits claim details directly through the Platform dashboard. b) Documentation Management: AiDeliv validates completeness of the claim (PODs, photos, invoices) and formally serves the claim notice to the Carrier pursuant to the Carrier’s contractual obligations. c) Resolution Enforcement: AiDeliv acts as the communication bridge, demanding a timely resolution from the Carrier and their insurance provider. d) Payment Processing: Where AiDeliv holds funds owed to the Carrier, AiDeliv may withhold the claim amount and remit it to Client ON BEHALF OF AND FOR THE ACCOUNT OF THE CARRIER.

3.3 Financial Leverage and Settlement Protection.

To protect Client interests, AiDeliv utilizes its role as Agent of Payee to secure Carrier performance: a) Payment Withholding (The "Safety Lock"): Upon receipt of a valid claim notice, AiDeliv has the contractual right to freeze and withhold funds otherwise payable to the Carrier—including funds from other completed shipments on the Platform—to cover the claimed amount. b) Direct Settlement: If the Carrier fails to dispute the claim validly or if liability is established, AiDeliv facilitates settlement by transferring the withheld funds directly to the Client on behalf of and for the account of the Carrier. c) Limitations: While this mechanism provides significant security compared to direct dealing, Client acknowledges that: (i) Payments are limited to available Carrier funds withheld by AiDeliv and the Carrier's insurance coverage; (ii) AiDeliv does not guarantee recovery if a Carrier becomes insolvent or lacks sufficient funds on the Platform; (iii) Maximum claim processing through this automated mechanism is capped at $100,000 USD per shipment (higher value claims must be pursued via Carrier's insurance directly).

3.4 Insurance.

AiDeliv does NOT provide cargo insurance. Carriers on the Platform are required to maintain cargo insurance coverage of at least $100,000 as a condition of Platform participation. Clients are strongly encouraged to obtain additional cargo insurance for comprehensive protection.

3.5 Claim Timeline.

Damaged Cargo: Claims are processed expeditiously following submission of required documentation.
Lost Cargo: AiDeliv maintains an active search protocol for missing cargo. Claims proceed through defined phases, including active search and investigation. Compensation eligibility and timing depend on the investigation outcome and availability of Carrier funds. Specific timelines are communicated during the claims process.

3.6 Claim Filing Requirements.

To file a claim, Client must provide:

Written notice of claim within the timeframes specified in the Platform documentation (available at aideliv.com/claims);
Original commercial invoice from manufacturer/supplier;
Photographs of damaged Cargo and packaging;
Proof of delivery or delivery receipt noting damage;
Any other documentation reasonably requested.

3.7 Third Party Liability Limitation.

NEITHER AIDELIV NOR CARRIER SHALL BE LIABLE for any loss, damage, delay, seizure, destruction, or disposal of Cargo caused by or resulting from the actions, omissions, or requirements of third parties outside of Carrier's direct control, including but not limited to: a) Third-Party Delivery Services: Last-mile delivery providers (UPS, FedEx, DHL, USPS); Local courier services; Any logistics provider to whom Cargo was transferred with proper documentation. b) Government and Regulatory Authorities: U.S. Customs (CBP); FDA; USDA; CPSC; Any other regulatory agency. c) Port and Terminal Operators: Port authorities; Terminal operators; Bonded warehouses; Free trade zones.

CONDITIONS FOR LIABILITY EXCLUSION: This limitation applies ONLY when Carrier provides documented evidence of:

Proof of Transfer: Bill of lading, delivery receipt, or other documentation confirming Cargo was transferred to the third party in good condition; AND
Third Party Action: Documentation showing the third party's action caused the loss (e.g., seizure notices, destruction orders, FDA refusal, customs hold).

NO COMPENSATION: Where this Section 3.7 applies, no compensation shall be payable by either AiDeliv or Carrier from reserve funds or otherwise. Client remains solely responsible for compliance with import/export regulations and proper labelling.

SECTION 4: USER CONDUCT, PLATFORM RULES & LEGAL LIMITATIONS

IMPORTANT: ALL BUSINESS TRANSACTIONS MUST OCCUR EXCLUSIVELY THROUGH THE AIDELIV PLATFORM. DIRECT DEALING BETWEEN CLIENTS AND CARRIERS OUTSIDE THE PLATFORM IS STRICTLY PROHIBITED.

4.1 Non-Circumvention.

AiDeliv operates as a technology platform. Circumvention constitutes a material breach. All communication must occur through the Platform as DATA EXCHANGE ONLY. For 24 months following the last transaction, parties shall not enter into agreements outside the Platform, solicit business, or share contact info for direct dealing.

4.2 Consequences of Circumvention.

Violations may result in: a) Immediate termination of accounts; b) Forfeiture of credits/points/funds; c) Liquidated Damages: $10,000 USD per violation or 15% of the transaction value, whichever is greater. Liquidated damages are not a penalty but represent a reasonable pre-estimate of harm, as actual damages from circumvention are difficult to calculate with precision. d) Injunctive relief and legal fees.

4.3 Prohibited Activities.

Prohibited activities include: Circumvention, Bid Manipulation, False Information, Unauthorized Contact, Multiple Accounts, Data Scraping/Mining, Reverse Engineering, Shipping Prohibited Cargo (hazardous/contraband), Fraudulent Claims, Misuse of Payment Mechanisms, Abuse/Harassment, and Unauthorized Use of IP.

4.4 Monitoring and Enforcement.

AiDeliv reserves the right to monitor activity to detect violations and may take immediate action under Section 4.2.

4.5 Investigation Rights.

AiDeliv may suspend accounts pending investigation and request documentation. Users agree to cooperate.

SECTION 5: INTELLECTUAL PROPERTY & USE RESTRICTIONS

5.1 Platform Content and Disclaimers.

Content is provided "AS IS". AiDeliv may correct errors or cancel orders based on incorrect information.

5.2 Intellectual Property.

Platform Technology (software, algorithms, data models) is proprietary to AiDeliv and protected by IP laws. No rights are transferred to the User.

5.3 Limited License to Use Platform.

AiDeliv grants a limited, non-exclusive, revocable license for internal business purposes only. Users agree not to copy, reverse engineer, resell data, or scrape content.

5.4 Third-Party Links.

AiDeliv is not responsible for the content or policies of third-party websites linked from the Platform.

5.5 Compliance with Laws.

Client must comply with all applicable laws, including import/export regulations and customs requirements.

5.6 Proprietary Technology and Trade Secrets.

Client acknowledges that AI algorithms, auction mechanics, and pricing tools are Trade Secrets. Reverse engineering or disclosure of auction parameters is strictly prohibited.

5.7 User-Generated Content.

User grants AiDeliv a license to use submitted content (reviews, feedback).

5.8 Feedback and Suggestions.

Feedback provided to AiDeliv becomes the property of AiDeliv.

SECTION 6: DISCLAIMERS; LIMITS OF LIABILITY; INDEMNIFICATION

6.1 Disclaimers.

AiDeliv operates as a technology platform and does not provide Transportation Services directly. THE INFORMATION ON THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. AIDELIV DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED. AIDELIV DOES NOT WARRANT THAT SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY CARRIER WILL SUCCESSFULLY COMPLETE ANY SHIPMENT.

6.2 Limitation of Liability.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, AIDELIV SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES (LOST PROFITS, DATA, GOODWILL, ETC.). THIS LIMITATION APPLIES TO CLAIMS ARISING FROM AIDELIV'S ROLE AS PLATFORM OPERATOR ONLY.

6.3 Liability Cap.

NOTWITHSTANDING ANYTHING TO THE CONTRARY, AIDELIV'S TOTAL AGGREGATE LIABILITY TO CLIENT SHALL NOT EXCEED THE GREATER OF: a) The Platform Fees actually retained by AiDeliv for the specific transaction; or b) Five Thousand U.S. Dollars ($5,000). This limitation does not apply to claim payments made from Carrier's withheld funds under Section 3, which constitute the Carrier's liability.

6.4 Indemnification.

You agree to indemnify and hold AiDeliv harmless from any losses or claims arising from your use of the Platform, violation of Terms, disputes with Carriers, circumvention, cargo claims, or regulatory non-compliance.

SECTION 7: ARBITRATION AND DISPUTE RESOLUTION

7.1 Agreement to Arbitrate.

Any dispute shall be resolved exclusively through final and binding arbitration administered by ADR Services, Inc. in Wilmington, Delaware. Class Action Waiver: You waive the right to a jury trial or class action participation.

7.2 Termination.

AiDeliv may terminate access at any time for violation of Terms, fraud, or non-payment. The user may terminate by contacting support. Termination does not relieve payment obligations.

7.3 Survival.

Provisions regarding Definitions, Liability, User Conduct, IP, Indemnification, Arbitration, and Agency shall survive termination.

SECTION 8: MISCELLANEOUS

8.1 Governing Law.

Delaware Law applies.

8.2 No Agency.

No agency, partnership, or employment relationship is created. AiDeliv acts solely as the Agent of Payee for Carriers regarding payments.

8.3 Entire Agreement.

These Terms constitute the entire agreement, superseding prior agreements.

8.4 Severability.

Invalid provisions shall be modified or severed; remaining provisions continue in effect.

8.5 Assignment.

User may not assign Terms without consent. AiDeliv may assign freely.

8.6 Language.

English version prevails.

8.7 Force Majeure.

Neither party is liable for delays beyond reasonable control (Acts of God, war, pandemics, cyberattacks, etc.).

8.8 Notices.

Notices to AiDeliv: 251 Little Falls Drive, Wilmington, DE 19808, [email protected].

8.9 Waiver.

No waiver of any term constitutes a further waiver.

8.10 Headings.

Headings are for convenience only.

CONTACT INFORMATION AiDeliv, Inc. 251 Little Falls Drive, Wilmington, DE 19808, USA Email: [email protected] Phone: +1 (949) 828-1859 Website: https://aideliv.com

End of Terms of Use Last Updated: December 2024

PLATFORM TERMS OF USE OF AIDELIV, INC. Effective Date: December 2024