Company Name: Simple Build, LLC, a Michigan corporation, operating its Simple Freight division
Principal Place of Business: 2178 South State St., Suite D, Ann Arbor, MI 48104
These Terms & Conditions (“Agreement”) govern access to and use of the Simple Freight services (“Services”) provided by Simple Build, LLC through its Simple Freight division (“Company,” “we,” “us,” or “our”). By accessing or using the Services, the client (“Client,” “you,” or “your”) agrees to be bound by this Agreement.
1. Description of Services
Company provides AI-powered freight quoting and middleware services for freight brokers and third-party logistics providers, which may include but are not limited to:
- Automated reading of inbound customer request-for-quote (RFQ) emails
- Gathering of missing shipment details
- Generation of structured freight quotes
- Delivery of quotes into the Client’s transportation management system (TMS)
- SMS or email follow-up communications
- Integration with third-party platforms
- AI-generated summaries and records of quote activity
Services may be delivered via website, email systems, SMS, APIs, dashboards, or other related platforms.
Company reserves the right to modify, suspend, or discontinue any portion of the Services at any time.
2. Eligibility
Client represents that they are at least 18 years old and have the authority to enter into this Agreement on behalf of themselves or their business.
3. Client Responsibilities
Client agrees to:
- Provide accurate and current business information
- Maintain confidentiality of account credentials
- Ensure lawful use of the Services
- Obtain any required consent from customers and other parties where required by law
- Comply with all applicable federal, state, and local laws
Client is solely responsible for all content, instructions, and data submitted to the Services.
4. AI Service Limitations
Client acknowledges that:
- The Services rely on artificial intelligence and automated systems.
- AI-generated responses and quotes may contain inaccuracies or errors.
- The Service is not a substitute for human judgment.
- The Company does not guarantee perfect quote handling, pricing accuracy, or data extraction.
- Client is responsible for reviewing and verifying AI-generated quotes and communications where necessary.
5. Fees & Payment
All fees are stated and payable in United States Dollars (USD).
Billing model. Fees for the Services consist of:
- A base subscription fee of $495.00 USD per month, and
- A usage fee of $1.00 USD per quote generated by the Services.
Card on file. Client provides a valid credit card at the time of signup. Client authorizes Company to store that card and to charge it for all fees due under this Agreement.
Onboarding period and first charge. Onboarding begins only after Client completes the order and provides a card on file. To allow for this onboarding period, the first charge occurs thirty (30) days after signup. That date establishes the start of the Client’s recurring billing period.
Recurring billing. Beginning with the first charge, Company bills the Client on a recurring basis for each billing period. Each recurring charge includes the monthly base fee plus quote usage. Usage is calculated and charged based on the Client’s billing period and is not tied to the calendar month.
General terms. Payments are due in advance for the base fee and in arrears for usage, as applied to each billing period. Late payments may result in suspension or termination. All fees are non-refundable unless otherwise agreed in writing. Client is responsible for all applicable taxes.
6. Reasonable Use
The usage-based portion of the Services is intended for legitimate, good-faith quoting activity arising from genuine customer RFQs.
Client agrees not to use the Services in a manner that generates excessive, automated, duplicative, test, fraudulent, or otherwise low-quality quote activity that does not reflect genuine quoting needs. This includes, without limitation, submitting artificial or bulk RFQs for the purpose of load-testing, generating quote volume that does not correspond to real customer demand, or otherwise operating the Services outside the ordinary course of the Client’s freight business.
Company may monitor quote activity for patterns consistent with unreasonable use. Where Company identifies such activity, Company may, in its reasonable discretion:
- Exclude affected quotes from usage charges, or apply usage charges as it determines appropriate;
- Apply rate limits or other technical controls to the Client’s account;
- Require the Client to correct the activity within a reasonable period; and
- Suspend or terminate the Services for continued or material unreasonable use.
Company will make reasonable efforts to notify the Client of material reasonable-use concerns before taking action that affects the Client’s access to the Services, except where immediate action is necessary to protect the integrity of the Services.
7. Third-Party Services
Services may integrate with third-party platforms (for example, transportation management systems, CRMs, calendar systems, and SMS gateways). Company is not responsible for:
- Third-party system downtime
- API failures
- Data loss caused by third-party platforms
- Changes in third-party pricing or policies
8. Data & Privacy
Company will process data in accordance with its Privacy Policy.
Client acknowledges that:
- Communications may be recorded, transcribed, or stored.
- Data may be processed using cloud-based infrastructure.
- AI systems may analyze content to provide functionality.
Client is responsible for ensuring compliance with any applicable data protection laws.
9. Disclaimers of Warranties and Limitations on Liability
Client agrees that access to content and use of services available through this website or platform is on an “as-is,” “as available” basis, and Company specifically disclaims any representations or warranties, express or implied, including, without limitation, any representations or warranties of merchantability or fitness for a particular purpose or non-infringement. Company makes no warranty that the service will meet client requirements, that the service will be uninterrupted, timely, secure, or error free; nor does Company make any warranty as to the results that may be obtained from the use of the service or as to the accuracy or reliability of any information obtained through the service. Company makes no warranty regarding any goods or services purchased or information obtained through the service or use of this website (including any links to third-party websites).
Company and its subsidiaries, affiliates, shareholders, directors, officers, employees, contractors, and licensors will not be liable (jointly or severally) to client or any other person as a result of your access or use of this website or services for indirect, consequential, special, incidental, punitive, or exemplary damages, including, without limitation, lost income or savings of any kind (collectively, the “Excluded Damages”), whether or not characterized in negligence, tort, contract, or other theory of liability, even if Company has been advised of the possibility of or could have foreseen any of the Excluded Damages, and irrespective of any failure of an essential purpose of a limited remedy.
In no event shall Company’s total cumulative liability exceed the total amount paid by client to Company during the one (1) month preceding the event giving rise to the claim. If annual payments are made, the liability shall not exceed the annual amount paid by client divided by twelve (12).
If any applicable authority holds any portion of this section to be unenforceable, then liability will be limited to the fullest possible extent permitted by applicable law.
10. Indemnification
Client agrees to indemnify, defend, and hold harmless Company and its affiliates, officers, employees, and contractors from any claims, liabilities, damages, or expenses (including reasonable attorneys’ fees) arising from:
- Client’s misuse of the Services
- Violation of applicable laws
- Inaccurate or unlawful content provided by Client
- Quotes or communications issued to Client’s customers through the Services
11. Termination
Either party may terminate Services pursuant to the applicable service agreement.
Company may immediately suspend or terminate Services if:
- Client breaches this Agreement
- Non-payment occurs
- Services are used unlawfully
- Services are used in violation of the Reasonable Use section
Upon termination, Client remains responsible for any unpaid fees, including usage accrued through the date of termination.
12. Arbitration
Any controversy or claim arising out of or relating to this website, or the products sold here shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted within Washtenaw County, Michigan, and any court having jurisdiction thereof may enter judgment on the arbitration award. The arbitrator shall provide written reasons for the award. Either Client or Company may seek any interim or preliminary relief from a court of competent jurisdiction in Washtenaw County, Michigan necessary to protect the rights or property of Client or Company pending the completion of arbitration.
13. Governing Law
Client agrees that this Agreement, as well as any and all claims arising from this Agreement will be governed by and construed in accordance with the laws of the State of Michigan.
14. General
The headings used herein are for convenience only and shall not control or affect the meaning of this Agreement. Company may discontinue or change this website and its related services, or their availability, at any time. This Agreement may be modified at Company’s discretion, and the Company shall post a new version of the Agreement to the Website at the time of any modification. The Client’s use or continued use of the Website and the Services shall constitute the Client’s consent to any modifications to the Agreement.