This Agreement contains the terms and conditions for the use of the  RoutingGuides.com Internet Site.  RoutingGuides.com  is owned and operated by Transportgistics, Inc.  As used in this Agreement, "we," "us" "ours"and RoutingGuides.com refers to Transportgistics, Inc, its affiliates, subsidiaries,  directors, officers, employees, agents or contractors. "You" and  'yours' refers to the User or entity using this Site.  "Web Site" or "Internet Site" or "Site" refers to all viewable pages (including headers, all graphics, buttons, links, and text), underlying program code, and accompanying service and documentation.  By accessing, browsing, or using this Site, you acknowledge that you have  read and understand and agree to be bound by the terms contained herein.  In addition you agree to comply with all applicable laws and regulations  which may govern your use of this site.

Certain other information concerning RoutingGuides.com's policies and  procedures are included throughout the Web Site.  Those statements are included herein by reference.

TransportGistics authorizes you to use RoutingGuides.com solely to obtain carrier assignments and rules for shipments tendered by or on behalf of you and for no other purpose. Any other use of RoutingGuides.com and the information contained hereon is strictly prohibited.

General Terms of Use

Equipment- User must provide all equipment necessary to establish a connection to the World Wide Web and is responsible for any telephone charges or fees associated with such access.

Relationship to Third Parties - Unless specifically indicated, RoutingGuides.com is not an agent of any  third party and has not authorized any third party to act as its agent for any purpose.

Relationship to User - By virtue of this Agreement, RoutingGuides.com is not engaged in any agency, joint  venture or other such relationship with any User.  Neither party shall make any representation that suggests otherwise.

Recording Conversations and Monitoring E-mail - For our mutual protection, you understand, agree, and expressly consent to our electronic recordation of any of your  telephone conversations with us and to our monitoring your electronic communications with us.

No Advice or Endorsement - Information contained on this Site is not intended to provide legal, accounting, tax or other professional advice, nor is it intended to offer an  opinion concerning the suitability of any carrier or other provider of  transportation services or products.  Our  description of products is not an endorsement of those products.  Any decision you make concerning the selection of services on our Site  will be based solely on your own evaluation.

User Conduct

In addition to other terms contained elsewhere in this Agreement, you  agree that your use of this Site is solely for lawful purposes and assume  complete and total liability for any damages to yourself or others arising out  of your use of this site.  You  affirm that you are in compliance with all state and local laws governing your  activities.  You further agree to assist us in compliance with federal,  state and local authorities.

As a User on our Site, you assume responsibility for your actions and  the actions of your own employees or agents.  By using this Site, you affirm that you have the authority to act on  behalf of your organization and to bind your organization to the terms contained  herein.  In the absence of such  authority, you agree to be personally bound by these terms.

You are prohibited from modifying, translating, decompiling, disassembling or reverse engineering or otherwise attempting to derive the  source code for the operation of this Web Site or creating derivative works  therefrom.  For purposes of this  Agreement, "reverse engineering" means the analysis of the Web Site to  determine its source code, structure, organization, internal design, algorithms  or encryption devices.

Information & Accuracy

While RoutingGuides.com attempts to convey accurate information on this  Site, the information contained may contain errors.  RoutingGuides.com disclaims any and all liability for the adequacy, completeness, timeliness or accuracy of information and materials on the Site  and disclaims liability for errors or omissions in the information and  materials.  Information in this context includes, but is not limited to, text, graphs, links, items, calculators or other information contained on the  Site as well as other applications you may access through this Site.  You are advised to confirm the accuracy of such information before  relying on it in any way.

Links & Advertisements

RoutingGuides.com contains links to other sites on the World Wide Web.  We assume no liability for any damages which may arise as a  result of any Users' access to another site through RoutingGuides.com. RoutingGuides.com  does not investigate, monitor or endorse such sites and User accesses those  sites at its own risk.

RoutingGuides.com contains advertisements belonging to others on the Web  Page.  We assume no liability for  any damages which may arise as a result of any Users' access to or use of any  product or service advertised on our Site.  RoutingGuides.com  does not investigate, monitor or endorse such  advertisements.

Intellectual  Property

Trademarks - RoutingGuides.com(tm), My RoutingGuides.com(tm), "Control, Comply, Connect"(tm), "Compliance made simple" and other names, logos and marks  identifying RoutingGuides.com and its products and services used herein are  trademarks of RoutingGuides.com, Inc. and may not be used without the prior  written permission of RoutingGuides.com, Inc.  Other agreements, exclusive of this Agreement, may permit merchants and  others to use such trademarks for limited purposes.  Other company or product names referred to herein are trademarks of their  respective owners.  You are solely  responsible for your infringement of their intellectual property rights and  assume complete responsibility for ascertaining whether such intellectual  property rights exist.

Copyright Notice - This Web Site is subject to the protection of the copyright laws of the United  States and other countries.  You may  not reproduce any part of this Web Site without the prior written permission of  RoutingGuides.com.

Other - All information contained on this Site including pages, screens, displays and  other materials Is the property of RoutingGuides.com. You are not permitted to  copy, transfer, reproduce, republish in any form, assign, decode, reverse  engineer any information contained on this Site, other than your own data, or to  act in any manner in derogation of RoutingGuides.com's intellectual property  rights. No intellectual property rights will transfer to you as a result of using this Site.

 Privacy & Security

User Information - You are responsible for all activity on the Web Site which is conducted  utilizing your User information and / or password.  RoutingGuides.com  utilizes commercially reasonable security measures.  See our Security  Policy for RoutingGuides.com's statement concerning security.

Privacy - While RoutingGuides.com wishes to encourage the open exchange of accurate  information, we neither verify or endorse the statements made or posted on our  Site.  RoutingGuides.com assumes no  liability for any defamatory, threatening, libelous, disparaging, harassing or  offensive material on our Site.  Further,  RoutingGuides.com shall not be liable for the commission of any crime or  infringement of others' intellectual property rights which results from the use  of this Site.  See our Privacy  Statement for RoutingGuides.com's policy on privacy.

Communication With Us - While RoutingGuides.com uses standard industry security measures, e-mail or other communication sent to us may be intercepted by others and/or may not be  immediately received.  You should  not use e-mail to send us confidential information or information that needs  immediate attention.  Your receipt  of a confirmation from a mail message delivery service does not mean that the  mail has been received by us.

No Warranty; Disclaimer of Implied Warranties

ROUTINGGUIDES.COM  DOES NOT WARRANT THAT YOUR USE OF THIS WEB SITE WILL BE UNINTERRUPTED, THAT  MESSAGES OR REQUESTS WILL BE DELIVERED, THAT THE OPERATION OF THE SITE WILL BE  ERROR FREE OR SECURE, OR THAT THE FUNCTIONALITY OR DESIRED RESULTS FROM THIS  SITE ARE ACHIEVED.  ROUTINGGUIDES.COMnbsp; IS NOT RESPONSIBLE FOR YOUR DATA WHETHER RESIDING ON OUR OR YOUR SERVERS.  USER RELIES AT ITS OWN RISK UPON DATA, PRODUCTS, SERVICE OR INFORMATION  OBTAINED  FROM THIS SITE. 

THE  ROUTINGGUIDES.COM WEB SITE AND ITS CONTENTS ARE PROVIDED "AS IS" AND ON  AN "AS AVAILABLE" BASIS AND ROUTINGGUIDES.COM MAKES NO REPRESENTATIONS  OR WARRANTIES OF ANY KIND WITH RESPECT TO THIS SITE, ITS CONTENTS OR ANY  PRODUCT.

ROUTINGGUIDES.COM  HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES, EITHER EXPRESS   OR IMPLIED OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR  NONINFRINGEMENT.  ROUTINGGUIDES.COM  SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR  CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO DAMAGES FOR LOST REVENUE, LOST PROFITS, BUSINESS INTERRUPTION, LOST INFORMATION OR DATA, COMPUTER  INTERRUPTION AND THE LIKE) OR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR  SERVICE ARISING FROM OR RELATED TO THE USE OF PRODUCTS OR THE USE OF OR  INABILITY TO USE THIS WEB SITE, EVEN IF ROUTINGGUIDES.COM IS INFORMED OF THE  POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY.  ROUTINGGUIDES.COM DOES NOT WARRANT THAT THE INFORMATION PROVIDED ON THIS  SITE IS ACCURATE, COMPLETE OR CURRENT.

Limitation  of  Liability

RoutingGuides.com  will not be liable for any damages resulting directly, or indirectly as a result  of any failure of performance of this Site, errors, omissions, interruptions, defects, delays in operation or transmission, computer viruses, or line  or system failure.

RoutingGuides.com  disclaims any and all liability for the accuracy, veracity or completeness of  Users'  representations or statements concerning their activities while using  this Site.  RoutingGuides.com further  disclaims any and all liability for problems or claims concerning shipment  information or for consequential, special, punitive, incidental, direct, indirect or other damages, resulting from actions or inaction of shippers and/or  carriers obtained through this Site.

Indemnification

You  agree to indemnify and hold RoutingGuides.com, it's parents, subsidiaries,  affiliates, directors, officers and employees, harmless from any claim or  demand, including reasonable attorney's fees, made by any third party arising  out of your use of this Site, your violation of this Agreement, or your  infringement of any intellectual property or other right of any other person or entity. 

Modification

Transportgistics, Inc., may change, reduce, eliminate, add to or otherwise modify any products or  services provided on this Site, from time to time, with or without notice at its  sole discretion.  The fact that a  particular service or product is available on this Site, is no guarantee that  such service will continue to be offered by RoutingGuides.com.  Such services and products include, but are not limited to,  any service feature, functionality, User Interface, procedures, content, database, or Users' access to certain parts of the Site.  RoutingGuides.com will not be liable to any User or third party if it chooses  to exercise this right.

General Provisions

Forum  Governing Law - This Agreement will be governed and interpreted according to the  laws of the  state of New York.  You consent to  jurisdiction in the state and federal courts located in the state of New York.

Severability - If any provision of this Agreement is determined to unenforceable for any  reason whatsoever, the remaining provisions shall remain unaffected and in full force and effect.

Headings - The headings contained in this agreement are meant solely for convenience and  shall not affect the meaning or interpretation of this agreement or any section or provision hereof.

Waiver - The failure of RoutingGuides.com to enforce any provision of this Agreement shall not constitute a waiver of its right to do so in the future.

Dispute  Resolution - Any dispute arising under this Agreement shall be resolved by binding  arbitration in Suffolk County, New York in accordance with the rules of the  American Arbitration Association.  The  Arbitrator shall have no authority to award punitive or exemplary damages.  Each party shall bear its own costs and expenses associated with the  resolution of such dispute and shall share equally in the cost of the  arbitrator.

NOTICE: TransportGistics authorizes you to use RoutingGuides.com solely to obtain carrier assignments for shipments tendered by or on behalf of you  and for no other purpose. Any other use of RoutingGuides.com and the information contained hereon is strictly prohibited.