Legal

Terms of Service

Last updated: December 6, 2025

1. Agreement to terms

These Terms of Service ("Terms") govern your access to and use of the Quelyx website and AI-powered intake platform (collectively, the "Service"), operated by Quelyx Inc. ("Quelyx", "we", "us", or "our").

By accessing or using the Service, you agree to be bound by these Terms. If you are using the Service on behalf of a company or other entity, you represent that you are authorized to bind that entity to these Terms, and "you" refers to that entity.

If you do not agree to these Terms, do not access or use the Service.

2. Eligibility

You may use the Service only if you:

  • Are at least the age of majority in your jurisdiction; and
  • Have the authority to enter into these Terms on behalf of your organization.

The Service is intended for business and professional use in freight and logistics, not for personal or consumer use.

3. Accounts and access

To use certain features, you may need to create an account or participate in a pilot. You agree to:

  • Provide accurate, current information;
  • Keep your credentials secure and confidential; and
  • Notify us promptly of any unauthorized access or suspected breach.

You are responsible for all activities that occur under your account.

4. Customer Data and privacy

"Customer Data" means documents, emails, attachments, and other content that you or your users submit to the Service (for example, booking requests, bills of lading, invoices, and related shipment documents), as well as any structured shipment data generated from those materials.

You retain all rights, title, and interest in and to your Customer Data, subject to the licenses granted in these Terms. Our handling of personal information is described in our Privacy Policy, which is incorporated into these Terms by reference.

You are responsible for:

  • Ensuring that you have all necessary rights and permissions to provide Customer Data to the Service;
  • Notifying your customers or users, where required, about your use of Quelyx; and
  • Configuring and using the Service in a way that complies with your legal and regulatory obligations.

5. License to Customer Data

You grant Quelyx a non-exclusive, worldwide, royalty-free license to host, copy, process, transmit, and display Customer Data solely to:

  • Provide, maintain, and support the Service;
  • Prevent or address technical, security, or abuse issues; and
  • Comply with legal obligations.

We do not use Customer Data to train public, general-purpose AI models. Any internal improvements or model tuning are performed under strict controls and only as permitted by our agreements with you.

6. Quelyx IP and license to you

The Service, including all software, documentation, designs, and other materials, is owned by Quelyx and its licensors and is protected by copyright, trademark, and other laws.

Subject to these Terms and any applicable order form, Quelyx grants you a limited, non-exclusive, non-transferable license to access and use the Service for your internal business purposes in freight and logistics.

You may not:

  • Reverse engineer, decompile, or attempt to derive source code from the Service;
  • Misuse the Service to build a competing product; or
  • Remove or obscure any proprietary notices or branding in the Service.

7. Acceptable use

You agree not to use the Service to:

  • Violate any applicable laws or regulations (including export, sanctions, or data protection laws);
  • Upload or transmit malicious code, spam, or content that infringes third-party rights;
  • Attempt unauthorized access to the Service or related systems;
  • Interfere with or disrupt the integrity or performance of the Service.

We may suspend or restrict access if we reasonably believe your use violates these Terms or risks harm to the Service or others.

8. Third-party services and AI providers

The Service may integrate with or rely on third-party services, such as cloud hosting providers, AI model providers, email/logging tools, or TMS / logistics platforms you choose to connect.

Your use of third-party services is subject to their own terms and privacy policies. Quelyx is not responsible for third-party services that are outside of our reasonable control, but we will use commercially reasonable efforts to maintain compatibility and minimize disruption.

9. Beta features and pilots

From time to time, we may offer pilots, beta features, or early-access capabilities ("Beta Features").

  • Beta Features are provided for evaluation and testing only, may be subject to additional terms, and may be modified or discontinued at any time.
  • Beta Features may be less stable or less documented than generally available features.
  • You use Beta Features at your own risk, and we have no obligation to provide any particular level of support for them.

10. Fees and payment

If you purchase a paid plan, fees, volume limits, and billing frequency are specified on the website, in an order form, or otherwise agreed in writing.

  • Unless otherwise stated, fees are billed in advance.
  • Fees are non-refundable, except as required by law.
  • You are responsible for any applicable taxes, duties, or government charges.

We may modify pricing or plans for future billing periods. We will not change the fees of an ongoing subscription mid-term without your agreement, except as expressly allowed in your contract.

11. Term and termination

These Terms apply as long as you access or use the Service. Either party may terminate:

  • For convenience, by providing notice effective at the next renewal period (if applicable); or
  • For cause, if the other party materially breaches these Terms and fails to cure within a reasonable period after notice.

Upon termination:

  • Your right to access the Service will end; and
  • We may delete or anonymize Customer Data after a reasonable retention period, subject to our legal obligations and any written agreements with you.

Where requested and feasible, we will cooperate with you to export Customer Data before deletion.

12. Disclaimers

To the maximum extent permitted by law, the Service is provided "as is" and "as available", and we disclaim all warranties, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

We do not warrant that:

  • The Service will be error-free, uninterrupted, or secure; or
  • All document extractions will be perfectly accurate or suitable for every use case.

You are responsible for reviewing extracted data and applying your own operational and compliance checks before using it in production workflows.

13. Limitation of liability

To the maximum extent permitted by law, in no event will either party be liable for any indirect, incidental, consequential, special, or punitive damages, or for any loss of profits or revenue, arising out of or relating to the Service or these Terms, whether based in contract, tort, or any other legal theory, even if a party has been advised of the possibility of such damages.

Quelyx's total aggregate liability arising out of or relating to the Service or these Terms will not exceed the greater of (a) the amounts you paid to Quelyx for the Service in the twelve (12) months preceding the event giving rise to the claim, or (b) one thousand U.S. dollars (USD $1,000), unless otherwise agreed in a signed contract.

14. Indemnity

You agree to indemnify and hold harmless Quelyx and its officers, directors, employees, and agents from and against any third-party claims, damages, or expenses (including reasonable legal fees) arising from:

  • Your use of the Service in violation of these Terms or applicable law; or
  • Customer Data that infringes or misappropriates any third-party rights.

15. Governing law and disputes

These Terms are governed by the laws of the Province of Newfoundland and Labrador, Canada (without regard to its conflict of laws rules), or such other governing law as the parties may agree in writing.

Any disputes arising out of or in connection with these Terms or the Service will be subject to the exclusive jurisdiction of the courts located in that jurisdiction, unless otherwise required by applicable law.

16. Changes to the Service and Terms

We may update the Service over time, including adding or removing features.

We may also update these Terms from time to time. When we do, we will update the "Last updated" date at the top and, where appropriate, provide additional notice (such as email or in-product notification). Your continued use of the Service after any changes means you accept the updated Terms.

17. Contact

If you have questions about these Terms, you can contact us at:

  • Email: founder@quelyx.com
  • Subject line: "Terms – Quelyx"