General Terms.  These Terms of Use, along with our Privacy Policy (collectively, the “Terms”), govern your use of the Schneider FreightPower Owner-Operator website and, as and if available, mobile application (both the website version and the mobile application, as and if available, referred to, collectively, as the “Application”) provided by Schneider National Carriers, Inc., Schneider National Bulk Carriers, Inc., and Schneider Transloading and Distribution, Inc., (and with each of their respective divisions and affiliates collectively, “Schneider”). BY USING THE APPLICATION, YOU, ON YOUR OWN BEHALF AND ON BEHALF OF THE ORGANIZATION THAT YOU REPRESENT, INDICATE THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS HEREIN AND, AS THEY MAY CHANGE FROM TIME TO TIME, THAT YOU AGREE TO THEM AND INTEND TO BE LEGALLY BOUND BY THEM. “YOU” OR “YOUR” REFERS TO THE INDIVIDUAL USING THE SERVICE AND IF YOU USE THE SERVICE ON BEHALF OF A CORPORATION, LLC, PARTNERSHIP, OR OTHER BUSINESS ENTITY, THEN “YOU” OR “YOUR” SHALL INCLUDE THAT BUSINESS ENTITY. IF YOU ARE USING THE SERVICE ON BEHALF OF A BUSINESS OR OTHER LEGAL ENTITY, YOU ARE NEVERTHELESS INDIVIDUALLY BOUND BY THESE TERMS AND CONDITIONS EVEN IF YOUR COMPANY HAS A SEPARATE AGREEMENT WITH SCHNEIDER.  If you violate these Terms, Schneider reserves the right, in addition to all rights and remedies it may have at law and in equity, to terminate your access to the Application.

Business Use. You agree that you are not engaging Schneider to provide services related to personal credit or insurance, and that the services will be used only for business or commercial purposes, and not consumer purposes.  You agree that Schneider may access information related to You or Your business in order to determine Your business' eligibility to use the services, and that any such information will not constitute a "consumer report" under the Fair Credit Reporting Act (15 U.S.C. § 1681 et seq.), as amended, and all regulations promulgated thereunder (“FCRA”).

You agree, to the maximum extent permitted by law, that consumer laws do not apply. If, however, any consumer laws do apply and cannot otherwise be lawfully excluded, nothing in these Terms will restrict, exclude or modify any statutory warranties, guarantees, rights or remedies you have, and Schneider’s liability is limited as provided for in these Terms, your Service Agreement (defined below), or in the Online Terms (defined below), as applicable.

Credentials.  In order to make full use of the Application, you will be provided with a a username from Schneider, and you will need to establish a unique login password (your username, along with your password, are your “Credentials”). As the administrator for your organization you may be given the ability to invite additional users to act on behalf of your organization (in such event, such additional users will be given a username by Schneider and will need to establish a unique login password to establish their Credentials). Any such additional users are also bound by these Terms, and you agree to be jointly and severally liable for the acts and omissions of any such users. Your Credentials are personal and intended only for your exclusive use on behalf of you or your organization for the purposes set forth herein. It is a violation of these Terms to share your Credentials with any other individual, entity, or party (a “Third Party”). You agree to keep your Credentials absolutely confidential, and to not share that information with any Third Party.  You remain responsible for maintaining the confidentiality of your Credentials, and you remain responsible for all uses of the Application with your Credentials, regardless of whether such Credentials were shared intentionally or whether they were obtained from you by an unauthorized Third-Party (e.g., a cyber breach of your system or account).  In addition to you being liable for any loss, costs, expenses, claims, and damages arising out of use or misuse of your Credentials (including, without limitation, for violation of these Terms) by any Third Party, sharing your Credentials is cause for immediate termination of your right to utilize this Application. You agree to promptly notify Schneider of any unauthorized use of your Credentials and agree that Schneider has the right to audit and monitor your usage to ensure compliance with these Terms.  You are required to remove access rights for any user(s) that are no longer associated with your organization (if you are an administrator), and you are required to notify Schneider when your (or any user for your organization’s) Credentials have been stolen or compromised.   Schneider will use commercially reasonable efforts to disable access of any such user(s), and any stolen or compromised Credentials, within seventy-two (72) hours after receipt of notice, but you remain responsible for any use of the Application by such users and/or your Credentials until the expiration of such period.  Schneider is not required to validate, or otherwise confirm, that any user to whom you have granted access is authorized (such authorization is presumed by your grant of access).

License.  You are granted a limited, personal, revocable right and license to access and use the functionality of the Application. Schneider reserves the right to terminate your access to the Application at any time and for any or no reason. You may not remove or alter any notices on the Application, distribute, make derivative works of, reverse engineer, decompile, or disassemble the Application or any information or content contained therein. You may not access the Application for the purpose of building a similar or competitive service. The information that you obtain through the Application is intended only for your exclusive use and, except as may otherwise be explicitly allowed pursuant to these Terms, you are expressly prohibited from sharing that information with any Third Party, and it is a violation of these Terms to share such information with a Third Party. You may not (i) use any robot, spider, or other automated method, or (ii) grant permission, access to, or allow any other Third Party to use, any robot, spider, or other automated method to retrieve, data mine, scrape or otherwise gather information or content available through the Application.

Additional Service Terms. 

As part of access to the Application, you may be able to see rates for shipments available for transport, and you may be able to provide shipment status updates and other information in connection with your performance of the agreed upon transportation services.  Any such rates will be based on the information provided to Schneider by its customers (including, without limitation, commodity information, proposed dates of shipment and receipt, and the mode of transportation).  All shipments will be assumed to be standard legal weight and dimensions unless otherwise specified. You are responsible for any and all information, including the accuracy thereof, input by you into the Application (including, without limitation, any shipment status updates and transportation documents you upload). Schneider is not responsible for the accuracy of any information input into the Application by you, and you understand that incorrect or incomplete information provided by customers may affect the services and/or rates provided by the Application.  If you do not complete or provide all documents required to process a transaction on the Application, or if the documents which you submit are not appropriate or accurate, you hereby grant permission to Schneider if permitted by law, to complete, correct or replace the documents for you at your expense; provided, however, that Schneider shall have no obligation to do so, and the decision of whether to do so shall be made by Schneider in its sole and absolute discretion. Schneider is not liable to you or any other person for any actions taken or not taken pursuant to this provision.

The Application is intended to provide near real-time information regarding loads available for delivery and shipment status for various Schneider operations and divisions; provided, however, that Schneider makes no guarantee or representation that the information on the Application is fully accurate or up to date. The Application may use location data provided by your device as a proxy for the location of the shipment that you are carrying, enabling Schneider and Schneider’s customers to track the locations of the shipments in real time. By utilizing the Application, you hereby consent to Schneider obtaining and utilizing such location data.   Any route(s) identified by the Application are only suggested routes proposed by your device.  You are not required to follow any such route(s). 

Not all users will have access to all functionality of the Application.  Access to various functions of the Application will be based on the type and scope of the user’s relationship with Schneider, and Schneider reserves the right to modify such access at any time, and in its sole discretion.  Schneider reserves the right to change information on the Application without notice, and your continued use of the Application constitutes your acceptance of such change.

Rate and Additional Contractual Terms. 

In addition to these Terms, any loads for, and any claims arising out of or related to, carriage are subject to the terms of the Owner-Operator Operating Agreement (the “Service Agreement”) in place between your organization and the applicable Schneider entity.  In the event of any conflict between these Terms and the terms of the Service Agreement, the terms of the Service Agreement shall control.

Rates, accessorials, fuel surcharge (if applicable) and other charges (collectively, "Rates") shown on the Application are based on the best available information at the time displayed. Any changes in shipment characteristics (including, without limitation, time of pick-up, time of delivery, weight, etc.) (collectively, “Changes”) may result in a change in the Rates. The Rate(s) to be paid by Schneider shall be as set forth in the Application at the time that you agree, within the Application, to transport the shipment. Schneider is not responsible for, and reserves the right to adjust, any errors in Rates, shipment characteristics, or information contained within the Application. To the extent of any conflict between the Rates listed in the Application and in your Service Agreement, the terms of the Service Agreement shall control.  In the event that a shipment is not delivered by you for any reason (including due to a cancellation by the shipper), you acknowledge that no Rates will be required to be paid to you, except that you may be entitled to a "vehicle requested by not used" payment as set forth in the accessorials identified on the Application or as may be set forth in the terms of your Service Agreement, if applicable

DISCLAIMER OF WARRANTIES.  THE APPLICATION IS PROVIDED “AS IS” AND “WITH ALL FAULTS.” SCHNEIDER AND ITS LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THE APPLICATION, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NONINFRINGEMENT. Schneider does not represent that your use of the Application will meet your specific requirements or needs.  The operation of the Application may be interrupted due to maintenance, updates, system or network failures, or other reasons within and/or outside the control of Schneider. SCHNEIDER DISCLAIMS ANY AND ALL LIABILITY FOR ANY DAMAGES CAUSED BY SUCH INTERRUPTIONS OR ERRORS IN FUNCTION.  Your use of the Application is at your sole and exclusive risk.

Schneider Materials.  The Application, all software and all code forming the basis thereof, along with all artwork, images, designs, video, audio, and other materials that appear as part of the Application (collectively, the “Schneider Materials”) are the sole property of Schneider and are protected by applicable United States copyright laws.  You are specifically prohibited from copying, altering, distributing, reproducing, selling or making derivative works of the Schneider Materials.  The trademarks, trade names, logos, names, and trade dress (collectively, “Trademarks”) displayed on the Application are registered and unregistered Trademarks of Schneider, and Schneider reserves and retains any and all rights with respect thereto. No license or right to use such Trademarks is granted by your access to the Application, and any unauthorized use of the Trademarks is strictly prohibited.

Confidentiality.  You acknowledge and agree that all information contained on the Application (including, without limitation, rate information, service information, and customer information) is confidential and proprietary to Schneider (the “Confidential Information”).  You agree to hold all Confidential Information in confidence in accordance with these Terms and the terms of your Service Agreement, and to use it only to the extent necessary to provide services to Schneider (including by, without limitation, restricting disclosure of such Confidential Information to only those persons with a need to know in order to provide the services).  You agree not to share such information for any reason not expressly permitted herein without first obtaining the express written consent of Schneider.

LIMITATION OF LIABILITY & INDEMNITY.  EXCEPT AS MAY OTHERWISE BE EXPRESSLY SET FORTH IN YOUR SERVICE AGREEMENT, YOU WAIVE THE RIGHT TO ASSERT ANY CLAIM(S) AGAINST SCHNEIDER MORE THAN TWELVE (12) MONTHS AFTER THE FIRST EVENT OR FACT THAT GIVES RISE TO THE CLAIM. IN NO EVENT SHALL SCHNEIDER BE LIABLE FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THE APPLICATION EVEN IF SCHNEIDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND IN NO EVENT SHALL SCHNEIDER’S TOTAL LIABILITY FOR ANY CAUSE HEREUNDER, REGARDLESS OF THE FORM OF ACTION, EXCEED TWO HUNDRED DOLLARS ($200). SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

You agree to defend, indemnify, and hold Schneider harmless from and against any and all suits, actions, claims, proceedings, damages, settlements, judgments, injuries, liabilities, losses, risks, costs, and expenses (including without limitation attorney fees and litigation expenses) relating to or arising out of (i) your use of the Application, (ii) any use under your Credentials whether or not authorized by you, (iii) your fraud, (iv) your violation of law, (v) your negligence or willful misconduct, and/or (vi)  any breach by you of these Terms.

Jurisdiction, Venue and Governing Law. These Terms shall be governed by Wisconsin state law without regard to conflicts of law provisions. Any legal action or proceeding with respect to these Terms shall be brought in the courts of the State of Wisconsin, Brown County or the United States for the Eastern District of Wisconsin. Each party hereby consents to the exclusive jurisdiction of those courts and irrevocably waives any objection, including any objection to the laying of venue or based upon the grounds of forum non conveniens, which it may now or hereafter have to the bringing of any action or proceeding in such jurisdiction in respect of these Terms.

DO NOT ACCESS OR USE THE APPLICATION WHILE DRIVING.