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Legal · Cargalo

Platform Terms of Service

Crossisland LLC (DBA Cargalo) · Effective July 31, 2026 · Version 1.0

Applies to: cargalo.work portal and cargalo.us

PARTIES AND ACCEPTANCEDESCRIPTION OF SERVICEACCOUNT REGISTRATION AND SECURITYFMCSA PUBLIC DATA AND USER-PROVI…USER CONTENT AND DOCUMENT UPLOADSARTIFICIAL INTELLIGENCE FEATURESREFERRAL PROGRAMINTELLECTUAL PROPERTYACCEPTABLE USE POLICYDATA SECURITY AND BREACH NOTIFIC…DISCLAIMER OF WARRANTIESLIMITATION OF LIABILITYINDEMNIFICATIONTERM AND TERMINATIONDISPUTE RESOLUTION AND ARBITRATIONGOVERNING LAW AND JURISDICTIONCALIFORNIA USERS — ADDITIONAL RI…GENERAL PROVISIONSCONTACT INFORMATION

1. PARTIES AND ACCEPTANCE

These Platform Terms of Service ("Agreement," "Terms") constitute a legally binding contract between Crossisland LLC, a Florida limited liability company doing business as Cargalo ("Cargalo," "Company," "we," "us," or "our"), with its principal place of business registered in the State of Florida, and you, the individual or legal entity accessing or using the Cargalo platform ("User," "you," or "your").

This Agreement governs your access to and use of the Cargalo web-based portal, including all associated dashboards, analytics tools, document management features, messaging functionality, referral tracking systems, and any other features or services made available through the platform (collectively, the "Platform" or "Service").

By: (a) creating a Cargalo account; (b) clicking any "I Agree," "Accept," or similar button; (c) accessing or using any portion of the Platform; or (d) executing a Dispatcher-Carrier Service Agreement that references these Terms — you represent and warrant that you have read, understood, and agree to be bound by this Agreement in its entirety.

If you are entering into this Agreement on behalf of a company, partnership, or other legal entity, you represent and warrant that you have the authority to bind that entity to this Agreement. In such case, "you" refers to that entity. If you lack such authority, you may not access or use the Platform.

1.1 Eligibility

To access the Platform, you must: (i) be at least eighteen (18) years of age; (ii) be a legal resident of or entity formed under the laws of the United States; (iii) have full legal capacity to enter into binding contracts; and (iv) not be prohibited from using the Service under any applicable law. The Platform is intended exclusively for commercial use by owner-operators, carriers, fleet owners, dispatchers, and administrative personnel operating within the U.S. trucking and freight transportation industry. Consumer use is expressly excluded.

1.2 Modifications to These Terms

Cargalo reserves the right to modify these Terms at any time at its sole discretion. We will provide notice of material changes by: (a) sending an email to the address associated with your account; (b) displaying a prominent notice within the Platform; or (c) updating the "Effective Date" at the top of this document. Your continued use of the Platform after the effective date of any modification constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must immediately discontinue use of the Platform and close your account.

2. DESCRIPTION OF SERVICE

Cargalo provides a web-based operations management platform designed specifically for freight dispatch services. The Platform enables authorized users to: (a) view and track operational performance metrics, including revenue per load, miles driven, cost-per-mile estimates, and load history; (b) access, upload, manage, and store transportation documents, including but not limited to rate confirmations, bills of lading (BOL), proofs of delivery (POD), carrier packets, W-9 forms, insurance certificates, and expense receipts; (c) monitor fleet performance on a per-unit and consolidated basis; (d) receive automated operational alerts and AI-generated analytical insights; (e) track referral program participation and reward eligibility; and (f) communicate with Cargalo dispatchers and administrative staff.

2.1 No Payment Processing

THE PLATFORM DOES NOT PROCESS, TRANSMIT, HOLD, OR FACILITATE ANY FINANCIAL PAYMENTS. All commission payments, carrier payments, referral bonus disbursements, and any other financial transactions between Cargalo and Users are conducted exclusively through external channels — including but not limited to direct bank transfers, checks, wire transfers, or factoring company arrangements — entirely outside the Platform. Cargalo does not collect, store, or process payment card numbers, bank account numbers, or any other financial account credentials through the Platform.

2.2 Platform as Operational Tool — Not a Brokerage

The Platform is an operational management and reporting tool. Nothing in the Platform or these Terms constitutes Cargalo acting as a freight broker, motor carrier, or transportation intermediary as those terms are defined under 49 U.S.C. § 13102 and applicable Federal Motor Carrier Safety Administration ("FMCSA") regulations. Cargalo operates exclusively as a dispatch service agent acting under the operating authority of each carrier client, as formalized in a separate Dispatcher-Carrier Service Agreement.

2.3 Service Availability

Cargalo will use commercially reasonable efforts to make the Platform available on a continuous basis. However, the Platform is provided "as available" and we do not guarantee uninterrupted access. The Platform may be temporarily unavailable due to scheduled maintenance, unscheduled outages, third-party service failures, or circumstances beyond our reasonable control. We will endeavor to provide advance notice of scheduled maintenance windows where practicable. Cargalo shall not be liable for any loss or damage arising from Platform unavailability, except as expressly provided in these Terms.

2.4 Modifications to the Service

Cargalo reserves the right, at any time and without prior notice, to: (a) modify, update, or enhance any feature or functionality of the Platform; (b) suspend or discontinue any feature, module, or the Platform in its entirety; (c) introduce new services, features, or limitations, which may be subject to additional terms. We will use reasonable efforts to notify Users of material changes to the Platform's core functionality with reasonable advance notice.

3. ACCOUNT REGISTRATION AND SECURITY

Access to the Platform requires registration and the creation of an account ("Account"). You agree to: (a) provide accurate, current, and complete information during the registration process, including your legal name or business name, DOT Number, MC Number (if applicable), contact information, and any other information required by Cargalo; (b) maintain and promptly update your Account information to keep it accurate, current, and complete at all times; (c) maintain the strict confidentiality of your Account credentials, including your password and any two-factor authentication codes; (d) not share your Account credentials with any third party; (e) immediately notify Cargalo at the contact information provided in Section 18 of any unauthorized use of your Account or any other breach of security; and (f) accept full responsibility for all activities that occur under your Account, whether authorized or unauthorized, unless you have notified us of unauthorized access.

3.1 Account Types and Role-Based Access

The Platform provides differentiated access based on user role. The following account types are available: (a) Carrier / Owner-Operator — access limited to the User's own operational data, documents, load history, expense records, and referral program status; (b) Fleet Owner — access to consolidated data for all trucks and drivers operating under the User's authority; (c) Dispatcher — access to carrier profiles and operational data for carriers assigned to that dispatcher by Cargalo administration; and (d) Administrator — full access as assigned by Cargalo. Each User may only access data to which their role permits access. Attempting to access data beyond your authorized role is a material breach of this Agreement and may violate applicable law.

3.2 Account Termination by User

You may close your Account at any time by contacting Cargalo at the address provided in Section 18. Closure of your Account does not relieve you of obligations incurred prior to termination, including any outstanding service agreement obligations under a separate Dispatcher-Carrier Service Agreement. Following Account closure, Cargalo may retain certain data as described in our Privacy Policy or as required by applicable law.

3.3 Security Obligations

You are solely responsible for implementing and maintaining appropriate access controls and security measures on your systems, devices, and network environment from which you access the Platform. Cargalo shall have no liability for any loss, damage, or compromise of User Data resulting from your failure to maintain adequate security of your own systems, credentials, or environment.

4. FMCSA PUBLIC DATA AND USER-PROVIDED DATA

The Platform may display information derived from or referencing publicly available records maintained by the Federal Motor Carrier Safety Administration ("FMCSA"), including the SAFER (Safety and Fitness Electronic Records) system. This information may include carrier legal name, MC Number, USDOT Number, operating authority status, safety rating, and fleet size (collectively, "FMCSA Public Data"). Users acknowledge and agree to the following with respect to FMCSA Public Data:

FMCSA Public Data is sourced from federal government databases and is not proprietary to Cargalo;

Cargalo does not warrant the accuracy, completeness, or timeliness of FMCSA Public Data as displayed on the Platform;

FMCSA Public Data is provided for operational reference purposes only and does not constitute legal or compliance advice;

Users should verify current FMCSA Public Data directly through the official FMCSA SAFER system at safer.fmcsa.dot.gov for any compliance-critical purposes; and

Cargalo shall not be liable for any damages arising from reliance on FMCSA Public Data displayed on the Platform.

4.1 User-Provided Business Data

In addition to FMCSA Public Data, Users provide certain proprietary business information directly to the Platform, including but not limited to: rate confirmations and negotiated load rates, factoring company information and settlement data, expense records and receipts, route preferences and operational zones, and internal fleet performance metrics (collectively, "User Business Data"). User Business Data is treated as confidential and is not shared with third parties except as necessary to provide the Service or as required by law, as further described in the Cargalo Privacy Policy.

5. USER CONTENT AND DOCUMENT UPLOADS

The Platform allows Users to upload, store, and manage documents and files, including transportation documents, expense receipts (including photographs), insurance certificates, W-9 forms, and other business records (collectively, "User Content").

5.1 Ownership of User Content

As between you and Cargalo, you retain full ownership of all User Content you upload to the Platform. Cargalo does not claim any ownership interest in your User Content.

5.2 License Granted to Cargalo

By uploading User Content to the Platform, you grant Cargalo a non-exclusive, worldwide, royalty-free, sublicensable license to host, store, process, display, reproduce, and transmit your User Content solely to the extent necessary to: (a) provide and operate the Platform and the dispatch services described in your Dispatcher-Carrier Service Agreement; (b) improve and maintain the Platform's features and functionality; (c) fulfill legal obligations or respond to valid legal process; and (d) perform any other function expressly authorized by you. This license terminates upon the deletion of your User Content or the closure of your Account, subject to retention obligations described in our Privacy Policy.

5.3 Your Representations Regarding User Content

By uploading User Content, you represent and warrant that: (a) you have all rights, licenses, consents, and permissions necessary to upload and grant the license described in Section 5.2; (b) your User Content does not infringe, misappropriate, or violate any intellectual property right, privacy right, or other right of any third party; (c) your User Content complies with all applicable laws and regulations, including without limitation FMCSA regulations, tax laws, and anti-fraud statutes; (d) your User Content does not contain any viruses, malware, or other harmful code; and (e) all documents uploaded are authentic and have not been altered to misrepresent material information.

5.4 DMCA Copyright Policy

Cargalo respects intellectual property rights. If you believe that any User Content uploaded to the Platform infringes your copyright, please provide our designated DMCA agent with a written notice containing: (1) your electronic or physical signature; (2) identification of the copyrighted work claimed to be infringed; (3) identification of the infringing material and its location on the Platform; (4) your contact information; (5) a statement of good faith belief that the use is not authorized by the copyright owner, its agent, or law; and (6) a statement, made under penalty of perjury, that the information in the notice is accurate and you are authorized to act on behalf of the copyright owner. DMCA notices must be sent to: legal@cargalo.com. Cargalo will promptly remove infringing content upon receipt of a valid DMCA notice and may terminate accounts of repeat infringers.

Note to counsel: Cargalo must register a DMCA designated agent with the U.S. Copyright Office at copyright.gov/dmca-directory before this provision becomes fully enforceable as a safe harbor defense. Cost: $6 every 3 years.

6. ARTIFICIAL INTELLIGENCE FEATURES

The Platform incorporates artificial intelligence and machine learning technologies ("AI Features") to assist with certain operational functions, including but not limited to: automated classification and filing of uploaded documents and receipts; load-carrier compatibility analysis; operational alerts and pattern recognition; and dashboard metric generation and trend analysis.

6.1 Disclosure of AI Use

In compliance with applicable Federal Trade Commission guidelines and emerging AI disclosure standards, Cargalo discloses that certain features of the Platform are powered by AI systems, including large language models and machine learning algorithms. All AI-generated outputs — including document classifications, alerts, and analytical suggestions — are clearly identified as AI-generated within the Platform interface. The use of AI in the Platform is disclosed to Users prior to or upon first use of any AI-powered feature.

6.2 Limitations of AI Features

AI Features are provided as operational assistance tools only. ALL DECISIONS REGARDING WHICH LOADS TO ACCEPT, WHICH RATES TO NEGOTIATE, WHICH BROKERS TO ENGAGE, AND ALL OTHER BUSINESS DECISIONS REMAIN THE EXCLUSIVE RESPONSIBILITY OF THE USER AND/OR THE ASSIGNED CARGALO DISPATCHER. AI Features may produce errors, inaccuracies, or incomplete outputs. You acknowledge and agree that: (a) AI-generated outputs must be independently verified before reliance for any material business decision; (b) Cargalo makes no warranty regarding the accuracy, completeness, or fitness for purpose of any AI-generated output; (c) AI Features do not constitute legal, financial, tax, or compliance advice; and (d) Cargalo shall not be liable for any loss or damage arising from your reliance on AI-generated outputs without independent verification.

6.3 AI Accuracy Claims

Cargalo does not represent or warrant any specific accuracy rate, performance level, or outcome for AI Features. Any statements in Cargalo's marketing or sales materials regarding AI capabilities describe general functionality and are not guarantees of performance in any specific instance. Cargalo's AI claims are designed to comply with FTC guidelines prohibiting unfounded accuracy claims about AI systems.

6.4 Third-Party AI Providers

Certain AI functionalities within the Platform are powered by third-party AI infrastructure providers ("AI Sub-processors"). Cargalo's Privacy Policy identifies the AI Sub-processors currently engaged and describes how User Content processed through AI features is handled. By using the Platform's AI features, you authorize Cargalo to transmit relevant portions of your User Content to AI Sub-processors solely as necessary to provide the AI functionality. Cargalo maintains appropriate data processing agreements with all AI Sub-processors.

7. REFERRAL PROGRAM

Cargalo offers a voluntary referral program ("Referral Program") that allows eligible participants to earn monetary bonuses by referring new carriers to Cargalo's dispatch services. The Platform provides tracking and status monitoring for referral activity. The following terms govern the Referral Program:

7.1 Eligibility

Participation in the Referral Program is open to: (a) active Cargalo carrier clients in good standing; and (b) third-party referrers who are not prohibited by applicable law from receiving referral compensation. Cargalo employees and contractors are not eligible. Cargalo reserves the right to modify eligibility requirements at any time.

7.2 Referral Bonus Structure

Subject to the conditions set forth in Section 7.3, referrers who successfully refer a qualifying carrier are eligible to receive monetary bonuses at the following rates: (a) $500 per qualifying referral for Referrals 1 through 2; (b) $600 per qualifying referral for Referrals 3 through 5; and (c) $700 per qualifying referral for Referral 6 and all subsequent referrals. There is no maximum limit on qualifying referrals. Bonus rates are subject to change with reasonable notice.

7.3 Qualifying Conditions

A referred carrier qualifies for bonus purposes only if all of the following conditions are met: (a) the referred carrier is a new Cargalo client who has not previously used Cargalo's services; (b) the referred carrier remains active with Cargalo for a minimum of ninety (90) consecutive days from their first dispatch; (c) the referred carrier completes a minimum of 30,000 loaded miles during that 90-day period; and (d) the referred carrier's account remains in good standing with no material breach of their Dispatcher-Carrier Service Agreement during the qualifying period. Cargalo's determination of whether a referral qualifies is final and binding.

7.4 Payment of Referral Bonuses

Referral bonuses are paid exclusively through external payment methods (including but not limited to bank transfer, check, or wire transfer) outside the Platform. The Platform provides tracking and status information only; it does not process, hold, or disburse bonus payments. Cargalo will pay qualifying bonuses within [30] business days of qualification confirmation. Referral bonuses may be subject to reporting as taxable income under U.S. tax law. Referrers are solely responsible for all applicable tax obligations. Cargalo is not responsible for tax filing or withholding on referral bonus payments, except as required by law.

7.5 Referral Program Modifications and Termination

Cargalo reserves the right to modify, suspend, or terminate the Referral Program at any time, with or without notice, provided that modification or termination will not affect bonuses already earned by a referrer for referrals that have already met all qualifying conditions prior to the effective date of the change.

7.6 Anti-Abuse

The Referral Program is designed to reward genuine referrals. The following conduct is prohibited: self-referrals, referrals of existing clients using new accounts, coordinated referral schemes, falsification of referral data, and any form of misrepresentation. Cargalo reserves the right to withhold or reclaim bonuses, suspend or terminate accounts, and pursue legal remedies in the event of suspected referral fraud or abuse.

8. INTELLECTUAL PROPERTY

All rights, title, and interest in and to the Platform, including without limitation all software code, algorithms, databases, interfaces, visual designs, branding, trademarks, service marks, trade names, and all documentation (collectively, "Cargalo IP"), are and shall remain the exclusive property of Crossisland LLC and its licensors. These Terms do not transfer any Cargalo IP rights to you.

8.1 License to Use the Platform

Subject to your compliance with these Terms, Cargalo grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform solely for your internal business operations in connection with Cargalo's dispatch services. This license does not include any right to: (a) resell, sublicense, or otherwise commercially exploit the Platform or any portion thereof; (b) copy, reproduce, modify, adapt, translate, or create derivative works of the Platform; (c) reverse engineer, disassemble, decompile, or attempt to derive the source code of any portion of the Platform; (d) remove or alter any proprietary notices, labels, or marks on the Platform; or (e) access the Platform through automated means (bots, scrapers, or similar technology) without prior written authorization.

8.2 Feedback

If you provide any suggestions, ideas, feedback, or recommendations regarding the Platform ("Feedback"), you hereby grant Cargalo a perpetual, irrevocable, worldwide, royalty-free license to use, reproduce, modify, incorporate, and exploit such Feedback in any manner without any obligation of compensation or attribution to you.

9. ACCEPTABLE USE POLICY

You agree to use the Platform solely for lawful purposes and in accordance with these Terms. The following conduct is expressly prohibited:

9.1 Prohibited Conduct

Uploading, transmitting, or otherwise making available any User Content that is false, fraudulent, misleading, defamatory, obscene, or that violates any applicable law or regulation;

Misrepresenting your identity, authority, DOT Number, MC Number, insurance status, or any other material information;

Using the Platform to facilitate any fraudulent load posting, double-brokering, cargo theft, or identity theft;

Uploading falsified transportation documents, including altered rate confirmations, bills of lading, or proofs of delivery;

Attempting to gain unauthorized access to any portion of the Platform, other Users' accounts, or Cargalo's backend systems;

Engaging in any conduct that interferes with or disrupts the integrity or performance of the Platform;

Introducing any viruses, trojans, worms, logic bombs, or other harmful or technologically damaging code;

Using the Platform for any purpose prohibited under FMCSA regulations or any other applicable federal, state, or local law;

Reselling or providing access to the Platform to unauthorized third parties;

Circumventing, disabling, or otherwise interfering with any security features of the Platform; and

Using the Platform to collect, harvest, or compile data about other Users without authorization.

9.2 Reporting Violations

If you become aware of any violation of this Acceptable Use Policy, you are encouraged to report it to Cargalo at legal@cargalo.com. Cargalo will investigate all reported violations and take appropriate action in its sole discretion, which may include suspension or termination of the offending account.

10. DATA SECURITY AND BREACH NOTIFICATION

Cargalo implements commercially reasonable administrative, technical, and physical security measures designed to protect User Data from unauthorized access, disclosure, alteration, and destruction. These measures include, without limitation: encrypted data transmission (HTTPS/TLS); encrypted data storage; role-based access controls; multi-factor authentication availability; regular security monitoring and logging; and documented incident response procedures.

10.1 No Guarantee of Absolute Security

CARGALO DOES NOT WARRANT AND CANNOT GUARANTEE THAT THE PLATFORM IS IMPENETRABLE, FREE FROM UNAUTHORIZED ACCESS, IMMUNE FROM CYBERATTACKS, OR THAT USER DATA WILL NEVER BE COMPROMISED. The trucking and logistics industry is a known target for cyberattacks, including ransomware, phishing, and freight fraud. By using the Platform, you acknowledge the inherent security risks associated with internet-based services and agree that Cargalo shall not be liable for any data breach, unauthorized access, or compromise of User Data that occurs despite Cargalo's implementation of commercially reasonable security measures, provided that such breach did not result from Cargalo's gross negligence or willful misconduct.

10.2 User Security Responsibilities

You are responsible for maintaining the security of your own systems, devices, networks, and credentials used to access the Platform. Specifically, you agree to: (a) use strong, unique passwords for your Account; (b) enable multi-factor authentication when available; (c) promptly revoke access for any employee or agent whose authorization to use the Platform has terminated; (d) not access the Platform from unsecured public networks without appropriate VPN or security measures; and (e) immediately notify Cargalo upon discovering any unauthorized access to your Account or any suspected breach of your credentials.

10.3 Breach Notification

In the event Cargalo discovers or is notified of a security breach affecting User Data, Cargalo will: (a) promptly investigate the nature and scope of the breach; (b) notify affected Users at the email address on file in accordance with applicable state data breach notification laws; and (c) take reasonable steps to contain and remediate the breach. Cargalo will comply with all applicable state data breach notification requirements, which vary by state. In Florida, notification is required without unreasonable delay, and in any event within 30 days of determination of a breach, under the Florida Information Protection Act (FIPA), F.S. § 501.171.

Note: If Cargalo has California users, California's data breach notification law (Cal. Civ. Code § 1798.82) requires notification within a reasonable time. The 30-day timeline above should be reviewed by counsel to ensure compliance across all relevant states.

11. DISCLAIMER OF WARRANTIES

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM AND ALL SERVICES PROVIDED THROUGH IT ARE OFFERED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. CARGALO EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT;

WARRANTIES THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, TIMELY, SECURE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS;

WARRANTIES REGARDING THE ACCURACY, RELIABILITY, TIMELINESS, OR COMPLETENESS OF ANY DATA, CONTENT, AI-GENERATED OUTPUT, OR FMCSA PUBLIC DATA DISPLAYED THROUGH THE PLATFORM;

WARRANTIES THAT THE PLATFORM WILL MEET YOUR SPECIFIC BUSINESS REQUIREMENTS; AND

WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. TO THE EXTENT SUCH EXCLUSIONS ARE NOT PERMITTED UNDER APPLICABLE LAW, CARGALO'S WARRANTIES ARE LIMITED TO THE MINIMUM SCOPE AND DURATION REQUIRED BY APPLICABLE LAW.

12. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CARGALO, ITS OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS, CONTRACTORS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY:

INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES;

LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, DATA, OR ANTICIPATED SAVINGS;

LOSS OF LOADS, FREIGHT REVENUE, OR DISPATCH OPPORTUNITIES;

COST OF SUBSTITUTE SERVICES;

DAMAGES ARISING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR USER DATA BY THIRD PARTIES; OR

ANY OTHER INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE — WHETHER ARISING FROM CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY — EVEN IF CARGALO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

12.1 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CARGALO'S TOTAL CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM — FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY — SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT OF COMMISSIONS PAID BY YOU TO CARGALO IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM OR EVENT GIVING RISE TO LIABILITY; OR (B) ONE HUNDRED DOLLARS (USD $100).

12.2 Essential Basis

YOU ACKNOWLEDGE THAT THE LIMITATIONS OF LIABILITY IN THIS SECTION REFLECT A REASONABLE ALLOCATION OF RISK AND ARE AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND CARGALO. CARGALO WOULD NOT ENTER INTO THESE TERMS WITHOUT SUCH LIMITATIONS.

12.3 Exceptions

Nothing in these Terms shall limit Cargalo's liability for: (a) death or personal injury caused by Cargalo's gross negligence or willful misconduct; (b) fraud or fraudulent misrepresentation by Cargalo; or (c) any other liability that cannot be limited or excluded under applicable law.

13. INDEMNIFICATION

You agree to defend, indemnify, and hold harmless Cargalo and its officers, directors, members, employees, agents, successors, and assigns (collectively, "Cargalo Parties") from and against any and all third-party claims, demands, suits, proceedings, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your access to or use of the Platform in violation of these Terms or applicable law; (b) your User Content, including any infringement of third-party intellectual property rights or violation of any law; (c) your violation of any applicable FMCSA regulations or other federal, state, or local transportation laws; (d) any misrepresentation you make to Cargalo, brokers, shippers, or third parties through or in connection with the Platform; (e) your negligence, willful misconduct, or fraud; or (f) your violation of any third-party rights in connection with your use of the Platform.

Cargalo reserves the right, at its own expense, to assume exclusive control of any matter subject to indemnification under this Section, in which case you agree to cooperate fully with Cargalo's defense of such matter. You may not settle any claim subject to indemnification without Cargalo's prior written consent.

14. TERM AND TERMINATION

These Terms commence on the date you first access the Platform and remain in effect until terminated as provided herein.

14.1 Termination by Cargalo

Cargalo may suspend or terminate your Account and access to the Platform, immediately and without prior notice, if: (a) you materially breach any provision of these Terms; (b) you breach your Dispatcher-Carrier Service Agreement with Cargalo; (c) Cargalo reasonably believes you have engaged in fraudulent activity, including but not limited to upload of falsified documents or misrepresentation of carrier credentials; (d) your continued use of the Platform poses a security risk to Cargalo or other Users; (e) your Account is the subject of any government investigation or legal proceeding; or (f) Cargalo is required to do so by applicable law. Cargalo may also terminate any Account with thirty (30) days' prior notice for any reason or no reason.

14.2 Effect of Termination

Upon termination of your Account: (a) your license to use the Platform immediately terminates; (b) you must immediately cease all use of the Platform; (c) Cargalo may retain your User Data as required by law or our Privacy Policy; (d) any provisions of these Terms that by their nature should survive termination — including Sections 5.1, 5.2, 8, 11, 12, 13, 15, 16, and 17 — shall survive termination and remain in full force and effect; and (e) termination does not relieve you of any obligations incurred prior to the date of termination, including any payment obligations under a separate Dispatcher-Carrier Service Agreement.

15. DISPUTE RESOLUTION AND ARBITRATION

⚠️ REQUIRES ATTORNEY REVIEW — This Section contains a binding arbitration clause and class action waiver. It affects your legal rights. Read carefully. Requires review and validation by a licensed Florida attorney prior to publication.

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU TO ARBITRATE DISPUTES WITH CARGALO AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF.

15.1 Informal Resolution

Before initiating any formal dispute proceeding, the parties agree to attempt to resolve any dispute, claim, or controversy arising out of or relating to these Terms or the Platform ("Dispute") informally. The party asserting the Dispute shall provide written notice to the other party describing the nature of the Dispute and the relief sought. The parties agree to negotiate in good faith for a period of thirty (30) days from receipt of such notice before initiating any formal proceedings. This requirement does not apply to claims for emergency injunctive relief.

15.2 Binding Arbitration

If a Dispute is not resolved through informal negotiation within the 30-day period, it shall be resolved by final, binding individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules and, where applicable, the AAA's Consumer Arbitration Rules. The arbitration shall be conducted in English. The arbitrator's award shall be final and binding, and judgment thereon may be entered in any court of competent jurisdiction.

15.3 Class Action Waiver

YOU AND CARGALO EACH AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS, WHETHER IN ARBITRATION OR IN COURT, WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU HEREBY WAIVE THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION LAWSUIT, CLASS-WIDE ARBITRATION, OR ANY OTHER REPRESENTATIVE PROCEEDING. IF THIS WAIVER IS FOUND TO BE UNENFORCEABLE AS TO A PARTICULAR CLAIM OR REQUEST FOR RELIEF, THEN THAT CLAIM OR REQUEST WILL BE SEVERED AND PROCEED IN COURT WHILE ALL OTHER CLAIMS PROCEED IN ARBITRATION.

15.4 Exceptions to Arbitration

Notwithstanding the foregoing, either party may seek: (a) emergency injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm; or (b) resolution of Disputes in small claims court if the claim qualifies and remains on an individual basis. The existence of these exceptions does not waive the parties' obligation to arbitrate all other Disputes.

15.5 Arbitration Fees and Location

The AAA's filing fees and arbitrator compensation shall be allocated in accordance with the AAA's fee schedules. The arbitration shall be conducted remotely (telephonically or via videoconference) unless the parties agree otherwise or the arbitrator determines that an in-person hearing is necessary, in which case the hearing shall be held in Miami-Dade County, Florida, or such other location as mutually agreed.

16. GOVERNING LAW AND JURISDICTION

These Terms and any Dispute arising hereunder shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of laws principles. To the extent any matter is not subject to arbitration under Section 15, the parties irrevocably consent to the exclusive jurisdiction of the state and federal courts located in Miami-Dade County, Florida, for the resolution of such matters, and waive any objection to the laying of venue in such courts.

Notwithstanding the foregoing, certain rights granted to you under applicable consumer protection, data privacy, or transportation laws of your state of residence may not be waivable by contract. Nothing in this Section is intended to waive any such rights.

17. CALIFORNIA USERS — ADDITIONAL RIGHTS

If you are a resident of California, the following additional provisions apply to you:

17.1 California Privacy Rights (CCPA/CPRA)

Under the California Consumer Privacy Act (CCPA), as amended by the California Privacy Rights Act (CPRA) (Cal. Civ. Code § 1798.100 et seq.), California residents have the following rights with respect to their Personal Information:

Right to Know: You have the right to request that Cargalo disclose the categories and specific pieces of Personal Information we have collected about you, the categories of sources from which it was collected, the business or commercial purpose for collecting it, and the categories of third parties with whom we share it.

Right to Delete: You have the right to request that Cargalo delete Personal Information we have collected from you, subject to certain exceptions provided by law.

Right to Correct: You have the right to request that Cargalo correct inaccurate Personal Information we maintain about you.

Right to Opt-Out of Sale or Sharing: Cargalo does not sell your Personal Information for monetary compensation. Cargalo does not share Personal Information for cross-context behavioral advertising. Should this practice change, we will provide advance notice and a mechanism to opt out.

Right to Non-Discrimination: You have the right not to receive discriminatory treatment for exercising your CCPA rights.

To exercise any of your California privacy rights, please contact Cargalo at: privacy@cargalo.com. We will respond to verified requests within forty-five (45) days of receipt, as required by the CCPA. We may extend this period by an additional forty-five (45) days with notice when reasonably necessary.

17.2 Do Not Sell or Share My Personal Information

As stated above, Cargalo does not sell or share Personal Information as defined under the CCPA/CPRA. If you have questions about this practice, please contact us at privacy@cargalo.com.

17.3 California Dispute Resolution

To the extent any provision in Section 15 conflicts with California law regarding the enforceability of arbitration clauses in consumer contracts, California law shall govern with respect to California residents only.

Note to counsel: Verify whether Cargalo's operations meet the CCPA applicability thresholds (annual gross revenues exceeding $25M; processing personal information of 100,000+ consumers annually; or deriving 50%+ of annual revenue from selling personal information). If thresholds are not yet met, this section may be included proactively as best practice or removed pending threshold analysis.

18. GENERAL PROVISIONS

18.1 Entire Agreement

These Terms, together with the Cargalo Privacy Policy and any Dispatcher-Carrier Service Agreement executed between you and Cargalo, constitute the entire agreement between you and Cargalo with respect to the Platform and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, whether written or oral, regarding the Platform.

18.2 Severability

If any provision of these Terms is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it enforceable, or severed from these Terms if modification is not possible, and the remaining provisions shall continue in full force and effect.

18.3 Waiver

No failure or delay by Cargalo in exercising any right, power, or remedy under these Terms shall operate as a waiver of such right, power, or remedy. No waiver by Cargalo of any breach shall be construed as a waiver of any subsequent breach.

18.4 Assignment

You may not assign or transfer your rights or obligations under these Terms, whether by operation of law or otherwise, without Cargalo's prior written consent. Any purported assignment without such consent shall be null and void. Cargalo may freely assign these Terms in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.

18.5 Force Majeure

Cargalo shall not be liable for any delay or failure to perform its obligations under these Terms to the extent such delay or failure results from causes beyond Cargalo's reasonable control, including but not limited to acts of God, natural disasters, pandemics, war, terrorism, labor disputes, power outages, internet or telecommunications failures, or government action.

18.6 Notices

All notices required or permitted under these Terms shall be in writing. Notices to Cargalo shall be sent to: legal@cargalo.com, or by certified mail to Cargalo's registered Florida address on file. Notices to you shall be sent to the email address associated with your Account. Notices are deemed delivered: (a) immediately upon sending if sent by email with confirmation of delivery; or (b) three (3) business days after mailing if sent by certified mail.

18.7 Relationship of the Parties

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, employment, agency, franchise, or fiduciary relationship between the parties. You do not have any authority to bind Cargalo to any obligation, representation, or agreement.

18.8 Language

These Terms are drafted in English. To the extent any translation is provided for convenience, the English version shall control in the event of any conflict.

18.9 Headings

Section headings in these Terms are for convenience of reference only and shall not affect the interpretation of any provision.

19. CONTACT INFORMATION

For questions, notices, or concerns regarding these Terms of Service, please contact:

Crossisland LLC (DBA Cargalo)

Legal and Compliance Department

Email: legal@cargalo.com

Privacy Inquiries: privacy@cargalo.com

Website: www.cargalo.com

For DMCA Notices: legal@cargalo.com

Cargalo will make reasonable efforts to respond to all inquiries within five (5) business days.

— END OF TERMS OF SERVICE —

Crossisland LLC DBA Cargalo | Effective July 31, 2026 | Version 1.0

ANNEX A — ATTORNEY REVIEW CHECKLIST

The following items require validation by a licensed Florida attorney before these Terms are published and relied upon commercially:

§ 15.2 — ARBITRATION CLAUSE: Confirm compliance with Florida Arbitration Code (F.S. Chapter 682) and enforceability of AAA rules selection.

§ 15.3 — CLASS ACTION WAIVER: Verify enforceability under Florida law and applicable federal law for the specific user types involved (B2B commercial users vs. any consumer-facing elements).

§ 17 — CCPA APPLICABILITY: Confirm whether Cargalo currently meets CCPA thresholds. If not yet met, advise on proactive inclusion vs. deferred implementation.

§ 10 — DATA BREACH NOTIFICATION: Confirm 30-day timeline is compliant across all states where carriers are expected to be domiciled (especially California — 'reasonable time,' Texas — 60 days, New York — 'expedient time').

§ 5.4 — DMCA AGENT REGISTRATION: Register designated agent at copyright.gov before going live ($6 every 3 years). Without registration, Section 512(c) safe harbor is not available.

FMCSA COMPLIANCE INTERACTION: Review whether any provision of these Terms conflicts with FMCSA regulations governing dispatcher-carrier relationships, particularly re: the Limited Power of Attorney scope referenced in the Dispatcher-Carrier Service Agreement.

LIMITED POWER OF ATTORNEY: The Dispatcher-Carrier Service Agreement (separate document) should be reviewed concurrently with these Terms, as the scope of Cargalo's authorized actions under the POA must be consistent with the limitations stated in § 2.2 of these Terms.

INSURANCE OBLIGATIONS: Consider whether Cargalo should carry professional liability (E&O) insurance for its dispatch services before acquiring large fleet clients.

EMAIL ADDRESSES (legal@cargalo.com, privacy@cargalo.com): Confirm these inboxes are operational and monitored before publication.

Questions?

Email privacy@cargalo.com · Legal legal@cargalo.com · (305) 330-6139

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