Terms and Conditions

1Acceptance of Terms

By accessing or using OptiMile Pro ("Service"), you agree to be bound by these Terms and Conditions ("Terms"). If you do not agree to these Terms, you may not use the Service.

These Terms apply to all users of the Service, including drivers, dispatchers, company administrators, and any other users. By creating an account or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference.

2Description of Service

OptiMile Pro is a fleet management and route optimization platform designed for the trucking industry. The Service provides:

• Route optimization for fuel efficiency and cost savings
• Fleet and truck management tools
• Telematics integration (including Samsara and other third-party providers)
• Trip planning and tracking
• Fuel price optimization and recommendations
• Team and user management with unlimited users per subscription
• SMS notifications for route updates
• API access for integration with customer systems
• AI-powered route parsing (optional)

Service Availability: The Service is provided on a subscription basis and is available exclusively for use within the United States. We will provide at least thirty (30) days' prior written notice before making material changes to the Service's features or functionality, except where changes are required to address security vulnerabilities, comply with legal or regulatory requirements, or respond to emergency situations. Non-material changes (such as bug fixes, performance improvements, and minor UI updates) may be made at any time without advance notice.

3Eligibility and Geographic Restrictions

3.1 Age and Authority

You must be at least 18 years old and have the legal authority to enter into these Terms to use the Service.

3.2 U.S.-Only Service

The Service is intended solely for use within the United States by U.S.-based businesses and individuals. You may not:

• Access or use the Service from outside the United States
• Use the Service to plan, optimize, or manage routes outside the United States
• Provide access to the Service to any non-U.S. entity or individual

We reserve the right to terminate accounts that violate these geographic restrictions without notice or refund.

3.3 Company Accounts

If you register on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. All references to "you" in these Terms shall include both you individually and the entity you represent.

4Account Registration and Security

4.1 Account Information

You agree to provide accurate, current, and complete information during registration, including but not limited to:

• Full name and company name
• Email address and phone number
• DOT number (if applicable)
• Payment information

You agree to promptly update your account information to keep it accurate, current, and complete.

4.2 Account Security

You are solely responsible for:

• Maintaining the confidentiality of your account credentials (username, password, API keys)
• All activities that occur under your account
• Ensuring that all users within your organization comply with these Terms

You agree to immediately notify us at support@optimile.pro of any unauthorized use of your account or any other security breach. We will not be liable for any loss or damage arising from your failure to maintain account security.

4.3 Unlimited Users

Company accounts may have unlimited users. However, all users must comply with these Terms, and the account holder is responsible for the actions of all users accessing the Service under their account.

5Free Trial

5.1 Trial Period

New accounts may be eligible for a free trial period of 30 days by default. Some users may receive promotional coupons for extended trial periods at our sole discretion.

5.2 Trial Requirements

• No credit card is required to start a free trial
• You will not be charged during the trial period
• At the end of the trial period, you will need to add a payment method to continue your subscription, or your access will be paused

5.3 Trial Terms

All Terms and Conditions apply equally to trial users and paid subscribers. We reserve the right to limit or deny trial access at our sole discretion, including limiting one trial per company or user.

6Subscription and Payment Terms

6.1 Subscription Plans

OptiMile Pro offers subscription-based access to the Service. Subscription pricing is based on the number of trucks in your fleet. Current pricing and plan details are available at https://optimile.pro or by contacting our sales team.

6.2 Billing Cycle

• Subscriptions are billed on a 30-day cycle beginning on the date your paid subscription starts
• All fees are quoted and payable in U.S. dollars
• Subscriptions automatically renew at the end of each billing cycle unless cancelled before the renewal date

6.3 Payment Processing

• Payment processing is provided by Stripe, Inc., a third-party payment processor
• Your use of Stripe's services is subject to Stripe's Terms of Service
• We do not store your credit card or banking information
• By providing payment information, you authorize us to charge your payment method for all fees incurred

6.4 Fees and Charges

• No Setup Fees: We do not charge setup or onboarding fees
• No Cancellation Fees: You may cancel at any time without penalty
• Truck-Based Pricing: Fees are based solely on the number of trucks in your subscription
• Prorated Charges for Additions: When you add trucks mid-cycle, you will be charged a prorated amount for the remainder of your current billing cycle
• No Credits for Removals: When you remove trucks mid-cycle, the reduced truck count will take effect immediately, but no prorated credit or refund will be issued. Your next billing cycle will reflect the reduced truck count and pricing.

6.5 Taxes

Sales tax, use tax, and other applicable taxes will be calculated at checkout and added to your subscription fee. Tax calculation and collection is managed by Stripe in accordance with applicable law. You are responsible for paying all taxes associated with your use of the Service.

6.6 Automatic Renewal

Your subscription will automatically renew for successive billing periods of the same duration unless you cancel your subscription before the renewal date. You will be charged the then-current rate for your subscription plan.

6.7 Price Changes

We reserve the right to change our pricing at any time. We will provide you with at least 30 days' advance notice of any price increases. Price changes will take effect at the start of your next billing cycle after the notice period. Your continued use of the Service after a price change constitutes acceptance of the new pricing.

6.8 Payment Failures and Account Suspension

After Grace Period: If payment is not successful within 7 days, your account will be suspended and you will be blocked from accessing the Service until payment is updated. Blocked statuses include: past_due, cancelled, incomplete, and incomplete_expired.

Account Reactivation: To reactivate a suspended account, you must update your payment method and pay all outstanding fees.

6.9 Refund Policy

General Refunds: After the first month, refunds are handled on a case-by-case basis at our sole discretion. Please contact support@optimile.pro with any refund requests.

No Refunds for:

• Partial billing periods
• Downgraded or removed trucks
• Failure to use the Service
• Termination due to violation of these Terms

Processing Time: Approved refunds will be processed within 10 business days to the original payment method.

7Cancellation and Termination

7.1 Cancellation by You

You may cancel your subscription at any time by:

• Contacting our support team at support@optimile.pro
• Using the cancellation feature in your account settings (if available)

Cancellation Timing: You may cancel your subscription at any time, up to the moment of renewal for the next billing cycle.

Effective Date: Cancellation takes effect at the end of your current billing period. You will retain access to the Service until the end of the paid period. No refunds will be issued for the remainder of the current billing period except as specified in Section 6.9.

7.2 Termination by Us

We may terminate or suspend your access to the Service under the following circumstances:

Immediate Termination (no cure period): We may terminate your account immediately and without prior notice for:

• Fraudulent activity, misuse, or abuse of the Service
• Non-payment of fees after the grace period described in Section 6.8
• Use of the Service from outside the United States or other violation of geographic restrictions (Section 3.2)

Termination for Material Breach (with cure period): For other material breaches of these Terms, we will provide thirty (30) days' written notice specifying the breach. If you cure the breach within the 30-day notice period, your account will remain active. If the breach is not cured within 30 days, we may terminate your account at the end of the notice period.

Immediate Suspension for Security: We may immediately suspend (but not terminate) your access if we reasonably determine that your account poses an active security threat to the Service or other users. We will notify you of the suspension and the reason as soon as practicable, and will restore access promptly once the security concern is resolved.

7.3 Effect of Termination

Upon termination or cancellation of your account:

• Your right to use the Service will immediately cease
• All outstanding fees and charges will become immediately due and payable
• We may delete your account data in accordance with our data retention policies set forth in our Privacy Policy
• You will lose access to all data stored in the Service

7.4 Data Retention and Account Reactivation

After cancellation, we will retain your data in accordance with the retention periods specified in our Privacy Policy (available at https://optimile.pro/privacy-policy). If you reactivate your account within the applicable retention period, you may be able to restore your settings and data. After the retention period expires, all data will be permanently deleted and cannot be recovered.

8User Responsibilities and Acceptable Use

8.1 Acceptable Use

You agree to use the Service only for lawful purposes and in accordance with these Terms. You agree not to:

• Use the Service in any way that violates any applicable federal, state, local, or international law or regulation
• Attempt to gain unauthorized access to the Service, user accounts, or computer systems or networks connected to the Service
• Interfere with, disrupt, or create an undue burden on the Service or networks connected to the Service
• Upload or transmit viruses, worms, Trojan horses, or other malicious code
• Use the Service to send spam, unsolicited communications, or automated messages
• Impersonate any person or entity or falsely state or misrepresent your affiliation with any person or entity
• Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Service
• Use any automated system (including robots, spiders, or scrapers) to access the Service except as explicitly permitted for API integrations
• Remove, obscure, or alter any proprietary rights notices on the Service
• Use the Service to compete with OptiMile or develop a competing product
• Share your account credentials with unauthorized third parties
• Resell, sublicense, or otherwise commercialize access to the Service without our express written permission

8.2 Data Accuracy

You are solely responsible for the accuracy and quality of all data you input into the Service, including but not limited to:

• Truck information and specifications
• Route details and destinations
• Fuel pricing data
• Driver information
• Load and cargo details

We are not responsible for inaccurate results, routing errors, or fuel cost miscalculations caused by inaccurate, incomplete, or outdated data provided by you.

8.3 Compliance with Transportation Regulations

You are solely responsible for ensuring compliance with all applicable transportation laws, regulations, and safety requirements, including but not limited to:

• U.S. Department of Transportation (DOT) regulations
• Federal Motor Carrier Safety Administration (FMCSA) requirements
• Hours of Service (HOS) rules
• Weight and load restrictions
• State and local transportation laws
• Environmental regulations

The Service is a tool to assist with route optimization and fuel management. It does not ensure regulatory compliance. All routing decisions, driving decisions, and operational decisions remain your sole responsibility.

8.4 Driver Responsibility

Route recommendations provided by the Service are suggestions only. Drivers and fleet managers are solely responsible for:

• Evaluating route safety and feasibility
• Making final routing decisions
• Complying with traffic laws and regulations
• Ensuring vehicle and cargo safety
• Following company policies and procedures

9SMS Communications and TCPA Compliance

9.1 Consent to SMS Messages

By providing your phone number and opting in to SMS notifications (either through your account portal or by texting "START"), you expressly consent to receive text messages from OptiMile Pro related to:

• Route updates and changes
• Load details and assignments
• Service alerts and notifications
• Account and billing information
• Verification codes for account security

9.2 Message Frequency

Message frequency varies based on your usage of the Service. You may receive up to 20 or more messages per week based on your fleet activity and notification settings.

9.3 Opt-Out and Support

• To Opt Out: Text "STOP" to any message, or update your preferences in your account settings
• For Help: Text "HELP" or contact support@optimile.pro
• Message Costs: Standard message and data rates may apply. OptiMile is not responsible for charges from your mobile carrier.

9.4 Supported Carriers

SMS services are provided through Twilio and are available on major U.S. carriers. We do not guarantee SMS delivery or availability on all carriers or devices.

10Intellectual Property Rights

10.1 OptiMile's Ownership

The Service, including all content, features, functionality, software, code, algorithms, user interfaces, designs, logos, trademarks, and other materials, is owned by OptiMile LLC and is protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

10.2 Limited License Grant

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service solely for your internal business purposes.

10.3 Restrictions

You may not:

• Copy, modify, create derivative works of, distribute, sell, lease, or sublicense any part of the Service
• Remove, alter, or obscure any copyright, trademark, or other proprietary rights notices
• Use OptiMile's trademarks, logos, or branding without our prior written consent
• Frame or mirror any portion of the Service on any other website or platform

10.4 Feedback and Suggestions

If you provide us with any feedback, suggestions, or ideas about the Service ("Feedback"), you grant OptiMile a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such Feedback into the Service without any obligation to you.

11Third-Party Integrations and Services

11.1 Third-Party Dependencies

The Service integrates with and relies upon third-party services, including but not limited to:

• Google Maps Platform APIs for mapping and routing
• Stripe for payment processing
• Twilio for SMS communications
• Samsara and other telematics providers for vehicle data
• OpenAI for optional AI-powered route parsing
• GoHighLevel for CRM functionality
• Google Cloud for hosting and infrastructure

11.2 Third-Party Terms

Your use of third-party integrations and services is subject to the respective terms and conditions and privacy policies of those third parties. You are responsible for reviewing and complying with such third-party terms.

11.3 No Warranty for Third-Party Services

We do not control, endorse, or assume responsibility for any third-party services. We make no warranties or representations regarding the availability, accuracy, reliability, or quality of third-party services.

We will make reasonable efforts to notify you of material changes to third-party integrations, but we are not liable for any disruption, loss, or damage resulting from third-party service changes or unavailability.

11.4 Data Sharing with Third Parties

By using the Service, you consent to the sharing of your data with third-party service providers as described in our Privacy Policy. This includes but is not limited to:

• Route and location data shared with Google Maps
• Payment information shared with Stripe
• Phone numbers and message content shared with Twilio
• Telematics and vehicle data shared with your chosen telematics provider
• Optional route data shared with OpenAI (only if you opt in to AI processing)

11.5 Third-Party Integration Discontinuation

If a third-party integration that is material to the Service's core functionality is discontinued, significantly degraded, or becomes unavailable, OptiMile will:

• Notify affected customers within five (5) business days of becoming aware of the discontinuation or material change
• Use commercially reasonable efforts to restore or replace the affected functionality within sixty (60) calendar days

If the affected functionality cannot be restored or replaced within sixty (60) days, either party may terminate this agreement upon written notice. In the event of such termination, OptiMile will provide a prorated refund of any prepaid fees for the remaining period of the then-current billing cycle.

12Data Ownership and Privacy

12.1 Privacy Policy

Your privacy is important to us. Our collection, use, and protection of your personal and business information is governed by our Privacy Policy, available at https://optimile.pro/privacy-policy, which is incorporated into these Terms by reference. By using the Service, you consent to our Privacy Policy.

12.2 Your Data Ownership

You retain all ownership rights to the data you input into the Service, including but not limited to:

• Truck and fleet information
• Route and trip data
• Fuel pricing data
• Driver information
• Business and operational data

12.3 License to Use Your Data

By using the Service, you grant OptiMile a limited, non-exclusive, worldwide license to:

• Use, process, store, and transmit your data solely to provide and improve the Service
• Create aggregated, anonymized, de-identified analytics and insights that do not identify you or your company
• Use your data as necessary to comply with legal obligations

12.4 Data Confidentiality and Security

We implement reasonable administrative, technical, and physical security measures to protect your data, including:

• AES-256 encryption at rest
• TLS 1.2+ encryption in transit
• Role-Based Access Control (RBAC)
• Regular security vulnerability scans

However, no method of transmission or storage is 100% secure. We cannot guarantee absolute security of your data. You acknowledge and accept the inherent risks of transmitting data over the internet.

12.5 Data Isolation

Customer fuel pricing data and route data is siloed and confidential. We do not share your proprietary business data with other customers or third parties except as necessary to provide the Service or as required by law.

12.6 Data Retention and Deletion

Data retention and deletion practices are governed by our Privacy Policy. In summary:

• Active account data is retained as necessary to provide the Service
• After account cancellation, data is retained according to the schedules specified in our Privacy Policy (ranging from 12 months to 7 years depending on data type)
• Operational logs and raw telematics samples are retained for 90 days, after which raw rows are removed by an automated nightly retention job. Per-day aggregate telematics statistics (distance, fuel-burn, idle time per truck per day) are preserved indefinitely so historical reports continue to work after the raw samples expire.
• You may request deletion of your data by contacting support@optimile.pro, subject to our legal retention obligations

13Disclaimers and Warranties

13.1 "AS IS" and "AS AVAILABLE" Basis

13.2 Specific Disclaimers

We expressly disclaim any warranty that:

• The Service will be uninterrupted, timely, secure, or error-free
• Route optimizations will result in any specific fuel savings or cost reductions
• Fuel price data will be accurate, complete, or current at all times
• Routes recommended by the Service are safe, legal, or optimal for your specific needs
• The Service will meet your specific requirements or expectations
• Any errors or defects in the Service will be corrected
• The Service is free from viruses or other harmful components

13.3 No Professional Advice

The Service is a software tool and does not constitute professional advice. We do not provide:

• Legal advice regarding transportation regulations or compliance
• Safety recommendations or endorsements
• Financial or accounting advice
• Operational or business consulting

You should consult with qualified professionals for advice specific to your business needs.

13.4 Results May Vary

Fuel savings, cost reductions, efficiency improvements, and other results achieved through use of the Service will vary based on numerous factors including but not limited to:

• Accuracy of data you provide
• Driver behavior and compliance with recommended routes
• Traffic conditions, weather, and road closures
• Fuel price fluctuations
• Vehicle condition and specifications
• Load weight and cargo type

We make no guarantees regarding specific outcomes or results.

13.5 Third-Party Data Disclaimer

The Service relies on data from third-party sources, including fuel prices, mapping data, traffic information, and telematics data. We do not warrant the accuracy, completeness, or reliability of any third-party data.

14Limitation of Liability

14.1 Exclusion of Damages

14.2 Cap on Liability

14.3 Exceptions to Liability Limitations

The limitations in Sections 14.1 and 14.2 do not apply to:

• OptiMile's gross negligence or willful misconduct
• OptiMile's breach of confidentiality obligations
• Claims arising from OptiMile's infringement of third-party intellectual property rights
• Death or personal injury caused by OptiMile's negligence
• Any other liability that cannot be excluded or limited by applicable law

14.4 Driver and Operational Decisions

You acknowledge and agree that:

• All routing decisions, driving decisions, and operational decisions are made solely by you and your drivers
• The Service provides suggestions and recommendations only
• OptiMile is not responsible for accidents, violations, damages, or losses resulting from decisions made based on Service recommendations
• You are solely responsible for evaluating route safety, legality, and feasibility

14.5 Essential Basis of the Bargain

You acknowledge that the disclaimers and limitations of liability set forth in these Terms reflect a reasonable allocation of risk and are fundamental elements of the basis of the bargain between you and OptiMile. The Service would not be provided without these limitations.

15Indemnification

You agree to indemnify, defend, and hold harmless OptiMile LLC, its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and court costs) arising from or related to:

• Your use of the Service
• Your violation of these Terms
• Your violation of any applicable law or regulation
• Any claim that your data or actions infringe or violate the rights of any third party
• Any accident, injury, damage, or loss related to your drivers, vehicles, or operations

16Dispute Resolution

16.1 Governing Law

These Terms and any disputes arising out of or related to these Terms or the Service shall be governed by and construed in accordance with the laws of the State of Utah, without regard to its conflict of law principles. To the extent that a separate Master Service Agreement ("MSA") exists between you and OptiMile, the dispute resolution provisions of the MSA shall control in the event of a conflict with this section.

16.2 Binding Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules.

16.3 Class Action Waiver

You agree that any arbitration or court proceeding shall be conducted on an individual basis and not in a class, consolidated, or representative action.

16.4 Small Claims Court

Notwithstanding the above, either party may bring an individual action in small claims court for disputes within that court's jurisdiction.

17General Provisions

17.1 Entire Agreement

These Terms, together with our Privacy Policy and any other agreements or policies referenced herein, constitute the entire agreement between you and OptiMile regarding the Service.

17.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

17.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

17.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without your consent to any affiliate or in connection with a merger, acquisition, or sale of assets.

17.5 Notices

We may provide notices to you by email to the address associated with your account or by posting notices on the Service. You are responsible for keeping your contact information current.

17.6 Force Majeure

Neither party shall be liable for any failure or delay in performance due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, pandemics, government actions, or third-party service outages ("Force Majeure Event").

If a Force Majeure Event continues for more than sixty (60) consecutive days, either party may terminate this agreement by providing written notice to the other party. In the event of such termination, OptiMile will provide a prorated refund of any prepaid fees for the period during which the Service was unavailable due to the Force Majeure Event.

17.7 Changes to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by email or through the Service. Your continued use of the Service after such changes constitutes acceptance of the updated Terms.

18Contact Information

If you have any questions about these Terms, please contact us: