Terms of Service

1. Acceptance of Terms

By accessing or using the FreightBidder platform (the "Service"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, do not use the Service.

ValidPixel LLC ("ValidPixel," "FreightBidder," "we," "us," or "our") operates the FreightBidder platform at freightbidder.com and reserves the right to modify these Terms at any time. We will provide notice of material changes by updating the "Last updated" date. Continued use of the Service after changes constitutes acceptance.

2. Eligibility

You must be at least 18 years old and have the legal authority to enter into contracts to use the Service. If you are using the Service on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.

Carriers must hold valid FMCSA operating authority (MC# or DOT#) and maintain required insurance coverage at all times. FreightBidder reserves the right to verify credentials and suspend accounts that fail to maintain compliance.

3. User Accounts

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to notify FreightBidder immediately of any unauthorized use.

FreightBidder may suspend or terminate your account if we reasonably believe you have violated these Terms, applicable law, or engaged in fraudulent activity.

4. Marketplace Rules

FreightBidder operates as a software platform and tool that helps shippers, carriers, and brokers manage and coordinate freight shipments. We are not a freight broker, motor carrier, shipper, or transportation intermediary, and we are not a party to any freight contract formed between users. Users are solely responsible for the terms, performance, and legal compliance of any freight transaction.

Prohibited conduct includes: posting fictitious loads, submitting fraudulent bids, misrepresenting carrier credentials, double-brokering without authorization, and any activity that deceives other platform participants.

FreightBidder does not guarantee load coverage or bid responses. We are not responsible for delays, losses, damages, cargo claims, or disputes of any kind arising from freight transactions conducted through or facilitated by the platform.

5. Non-Circumvention

Shippers, brokers, and carriers are matched, verified, and connected through the Service, and FreightBidder continues to add value to that relationship after the match — tracking, documentation, rate confirmations, delivery records, and a reputation history that follows each party's account. Using the Service to find a counterparty and then transacting with them outside the Service undermines that.

For 12 months after being introduced to a specific counterparty through the Service (an "Introduced Party"), you agree not to solicit, arrange, or complete a freight transaction with that Introduced Party outside the Service for the purpose of avoiding FreightBidder's subscription fees.

This section does not apply to a counterparty you had an independent, pre-existing business relationship with before being introduced through the Service, and does not restrict the ordinary communication a freight transaction requires once it has been arranged through the Service — for example, a phone call to coordinate a pickup window, relay a gate code, or confirm delivery instructions.

Violating this section is a material breach of these Terms. FreightBidder may suspend or terminate the accounts of the parties involved and reserves any and all remedies available at law or in equity, including recovery of the subscription fees and platform value the circumvention was designed to avoid.

6. Payments Between Users — No Platform Involvement

FREIGHTBIDDER DOES NOT PROCESS, HANDLE, HOLD, ESCROW, OR FACILITATE PAYMENTS BETWEEN SHIPPERS, BROKERS, AND CARRIERS FOR FREIGHT SERVICES. All freight payment arrangements — including rates agreed upon, invoicing, collections, and remittances — are exclusively between the parties to each freight transaction.

It is the sole responsibility of shippers, brokers, and carriers to negotiate payment terms, issue and pay invoices, and resolve any payment disputes directly between themselves. FreightBidder provides no payment processing, collection, or dispute-resolution services for freight compensation.

FreightBidder shall have no liability whatsoever for: unpaid freight invoices, non-payment disputes, chargebacks, short payments, accessorial charge disagreements, refunds, cargo or freight claims, or any other financial disputes arising between users. By using the Service, you expressly agree that FreightBidder is not responsible for ensuring that any payment is made or received in connection with a freight transaction.

The Service includes fields that let users record the status of a freight payment — for example marking a shipment unpaid, invoiced, paid, or disputed. These fields are a record-keeping and tracking convenience only. They reflect what a user has entered; they do not move money, do not create or settle an invoice, and do not constitute confirmation by FreightBidder that any amount was invoiced, paid, or owed. Marking a shipment "disputed" opens no claim with FreightBidder and does not entitle a user to any determination, mediation, or remedy from us. Any dispute over freight compensation must be resolved directly between the parties to the transaction.

The only payments processed by FreightBidder are subscription fees paid directly to ValidPixel LLC for access to the platform software.

7. Subscription Fees

Subscription fees for access to the FreightBidder software platform are charged in advance on a monthly basis. All subscription fees are non-refundable except as required by law or as explicitly stated in these Terms. Failure to pay fees may result in account suspension.

FreightBidder reserves the right to change pricing with 30 days' notice to existing subscribers.

8. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, VALIDPIXEL LLC EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT: (A) THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE; (B) ANY DEFECTS WILL BE CORRECTED; (C) THE SERVICE OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY INFORMATION OR CONTENT ON THE PLATFORM, INCLUDING AI-GENERATED SUGGESTIONS.

YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FREIGHTBIDDER WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VALIDPIXEL LLC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF THE SERVICE, INCLUDING BUT NOT LIMITED TO: PAYMENT DISPUTES BETWEEN USERS, CARGO LOSS OR DAMAGE, FREIGHT CLAIMS, DELAYS, ACCIDENTS, OR ANY OTHER MATTER ARISING FROM A FREIGHT TRANSACTION.

FREIGHTBIDDER'S TOTAL LIABILITY FOR ANY CLAIM ARISING FROM THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID TO VALIDPIXEL LLC IN THE 12 MONTHS PRECEDING THE CLAIM.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IN SUCH JURISDICTIONS, OUR LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

10. Intellectual Property

The FreightBidder platform, including all software, design, content, and trademarks, is owned by ValidPixel LLC and protected by intellectual property laws. You may not copy, modify, distribute, or create derivative works without our written consent.

You grant FreightBidder a non-exclusive license to use data you submit to the platform for the purpose of operating and improving the Service, in accordance with our Privacy Policy.

11. Governing Law

These Terms are governed by the laws of the State of Michigan, United States, without regard to conflict of law principles. Any dispute arising under these Terms shall be resolved by binding arbitration in accordance with the AAA Commercial Arbitration Rules, and any such proceedings shall take place in Macomb County, Michigan.

12. Contact

For questions about these Terms, contact us at legal@freightbidder.com or write to:

ValidPixel LLC PO Box 182482 Shelby Twp, MI 48318