Terms & Conditions
Urgent Freight Ltd –
Terms of Use
Effective Date:
25 February 2026
Last Updated: 25 February 2026
Version: v1.0
Table of Contents
1. General Information
2. Definitions
3. Contractual Purpose & Transaction
Agreements
4. User Responsibilities
5. Third-Party Services & Subcontracting
6. Force Majeure
7. Rights of Use & Applications
(a) Company Profiles
(b) Freight & Vehicle Space
(c) Routes & Expenses
(d) Vehicle Tracking
(e) Tenders
(f) Removals Services
(g) Vehicle Transport & Recovery
(h) Messenger
(i) Interfaces
(j) Document Management
(k) Transport Orders
(l) Quotation Requests
(m) Tracking Shipments
(n) Ratings & Feedback
(o) Freight Desk Service
8. Fees & Payments
9. Independence, Property Rights &
Intellectual Property
10. Liability & Warranty
11. Complaints
12. Termination & Renewal
13. Data Protection & Privacy
14. Unlawful Transactions
15. Entire Agreement
16. Governing Law & Miscellaneous
1. GENERAL INFORMATION
1.1 All Services
provided by Urgent Freight Ltd are supplied exclusively under these Terms
(“Terms”), to the exclusion of any other terms that a User may seek to impose
or incorporate, unless expressly agreed in writing by Urgent Freight Ltd.
1.2 Nature of
Services (SaaS / Technology Platform)
Urgent Freight Ltd provides access to a Software-as-a-Service (SaaS) technology
platform designed primarily for Business Users( B2B). The Services consist
exclusively of software functionality, digital tools, and platform features
facilitating interaction between independent Users.
Urgent Freight
Ltd is not a transport provider and does not perform, organise, control, or
assume responsibility for transport operations or Transaction Agreements
concluded between Users.
1.3
Urgent Freight Ltd may amend these Terms from time to time. Unless a change is
required by law or relates to security, fraud prevention, or
technical/operational updates (which may take effect immediately), we will give
Users at least thirty (30) days’ notice of any material changes by email and/or
via a notice within the Platform.
If a User does not agree to the updated Terms, the User may terminate their
subscription before the effective date of the changes by giving written notice.
Continued use of the Platform after the effective date constitutes acceptance
of the updated Terms. This clause applies to Business Users only (B2B).
1.4 Any clarifications, amendments, or revisions to the contract must be in written
form to be valid.
1.4A Notices. Any notice required under these Terms shall be in writing and may be given by email
to the email address associated with the User’s account (or such other address
notified in writing). Notices are deemed received when sent, provided no
delivery failure message is received.
1.5 When one party authorises a third party to use the Platform, such authorisation
includes consent for that third party to send and receive data, reports, or
communications through Urgent Freight Ltd.
1.6 Terminology used in this contract (including pronouns or gendered references)
applies to all genders (m/f/x).
1.7 Urgent Freight Ltd acts solely as a neutral facilitator of an online freight
and transport marketplace. We are not a transport service provider, carrier,
freight forwarder, broker, intermediary, or agent of any party. Accordingly:
- We accept no responsibility for
the accuracy, reliability, or legality of Orders/Loads, Jobs, or
Transaction Agreements entered into between Users. - Each User is fully responsible for
their own use of the Platform, including any content posted, bids
submitted, Orders/Loads published, or agreements entered into. - Users must notify Urgent Freight
Ltd immediately of any suspected unauthorised use, security breaches, or
misuse of their account.
1.8 The Platform is subscription-based. Subscription periods are typically 3, 6, or
12 months, unless otherwise agreed. Free trial access may be offered at Urgent
Freight Ltd’s discretion. Urgent Freight Ltd does not charge commissions on
transport transactions between Users.
1.9 Business Use (Subscription)
Unless expressly agreed otherwise in writing, subscription plans are available
to Business Users only (including Carriers, Transport Providers, Freight
Forwarders, and Brokers acting in the course of business).
1.10 Private Users (Consumers)
Private Users may use the Platform only for the purpose of posting and
arranging Jobs as a consumer. Private Users do not purchase subscriptions
unless Urgent Freight Ltd expressly offers a consumer subscription with
separate consumer terms and statutory cancellation information.
1.11 Consumer statutory rights (Private Users)
Nothing in these Terms affects any statutory rights that a Private User may
have under applicable consumer protection law. Where such rights apply, they
shall prevail to the extent of any inconsistency.
2. DEFINITIONS
For the purposes of
these Terms:
- “Visitor”
– any individual or entity who accesses the Platform or Site without
registering as a Member. Visitors are subject to these Terms insofar as
they relate to browsing or viewing publicly available areas of the
Platform.
Visitors
must not rely on information displayed on the Platform as a substitute for
independent verification and do not acquire any right to access member-only
functions.
- “User” or “Member”
– any person or entity registered and authorised to use the Platform. - “Private User”
– an individual consumer using the Platform to request transport,
removals, or related services for personal use. Private
Users can only post loads but no subscription. - “Shipper”
– a business or individual who posts Orders/Loads seeking the transport of
goods. - “Broker”
– a User acting as an intermediary arranging transport on behalf of
others. - “Freight Forwarder”
– a User arranging international or domestic transport services on behalf
of clients. - “Transport Provider” or “Carrier”
– a User that offers, accepts, or performs transport services, including
hauliers, couriers, removal companies, and recovery operators. - “Transaction Agreement” or
“Loading Order” – the contractual agreement
entered into between a Transport Provider/Carrier and a Private User,
Shipper, Broker, or Freight Forwarder, arising from use of the Platform.
Urgent Freight Ltd is not a party to such agreements. - “Register / Registration”
– the process of creating a membership account on the Platform. - “Order / Load”
– a transport, removal, or recovery request posted by a Private User,
Shipper, Broker, or Freight Forwarder. - “Bid” ,”Quote” or “E-quote”
– the price offered by a Transport Provider or Carrier to undertake an
Order/Load. Bids are “ALL IN”, meaning inclusive of all costs reasonably
required to perform the Job (including fuel, tolls, ferries, bridges,
Eurotunnel and similar charges) and any applicable taxes (including VAT
where chargeable), unless the Bid expressly states otherwise. - “Job”
, “ Load”– a specific transport, removal, or recovery service
request published by a User. - “Mobile Application” or “Mobile
App” – the Urgent Freight mobile software application
available via App Store (iOS) and Google Play (Android). - “Platform” or “Site”
– www.urgentfreight.co.uk
and all associated applications and services. - “Freight Desk Service”–
a value-added service of Urgent Freight Ltd whereby verified client
communications (including email orders) may be converted into Loads/Orders
for publication on the Platform, without commission or transaction fees. - “Services”
– collectively refers to the Platform, the Mobile Application, the Freight
Desk Service, and all related modules and features made available by
Urgent Freight Ltd under these Terms.
3. CONTRACTUAL PURPOSE
& TRANSACTION AGREEMENTS
3.1 The Platform
operates solely as a digital marketplace. Urgent Freight Ltd is not a carrier,
freight forwarder, broker, agent, or intermediary. All transport, removal, and
recovery services are provided exclusively by Users under separate Transaction Agreements.
3.2 The booking
process on the Platform works as follows:
a) A Shipper, Private User, Broker, or Freight Forwarder may post a new
Order/Load setting out full and accurate details of the Job.
b) A Transport Provider or Carrier may submit a Bid to perform that Job.
c) Upon acceptance of a Bid/Quote, a Transaction Agreement is formed directly
between the relevant Users/parties on the terms agreed between them, and Urgent
Freight Ltd is not a party to that agreement.
3.3 Urgent Freight Ltd
is not a party to any Transaction Agreement. We do not verify, endorse, or
guarantee the accuracy of:
- the content of Orders/Loads,
- the terms of any Bids, or
- the performance of any Job.
3.4 Users are solely
responsible for ensuring that all information provided in an Order/Load, Bid,
or Transaction Agreement is accurate, lawful, and not misleading.
3.5 Transaction
Agreements are binding contracts between the posting party (Shipper, Private
User, Broker, or Freight Forwarder) and the performing party (Transport
Provider/Carrier). Any disputes arising from a Transaction Agreement must be
resolved directly between those parties.
3.6 Payments Between Users
Unless expressly stated otherwise, Urgent Freight Ltd does not process, hold,
or guarantee payments between Users and does not provide escrow services.
Payment terms are agreed solely between the parties to the Transaction
Agreement.
3.7 No Partnership or Agency
Nothing in these Terms shall be deemed to create any partnership, joint
venture, or agency relationship between Urgent Freight Ltd and any User, nor
between Users themselves. Each User acts solely on its own behalf.
4. USER
RESPONSIBILITIES
4.1 General
Responsibilities
- Users must use the Platform in a
lawful, professional, and honest manner. - All details posted in
Orders/Loads, Bids, profiles, or communications must be true, accurate,
current, and not misleading. - Users are responsible for
maintaining the confidentiality of their login details and for all actions
taken under their account.
4.2 Responsibilities
of Shippers, Private Users, Brokers, and Freight Forwarders
- Must ensure that all Orders/Loads
contain accurate information including collection/delivery addresses,
dates, times, type of goods, weights, dimensions, and any special
requirements. - Must ensure that any Job requested
is lawful, does not involve prohibited or restricted goods without
appropriate licences, and complies with all applicable laws and
regulations. - Must provide adequate instructions
and documentation to enable Carriers to perform the Job safely and
legally.
4.3 Responsibilities
of Transport Providers and Carriers
- Must ensure that any Bid submitted
is genuine, lawful, and inclusive of all relevant costs (ALL IN). - Must hold and maintain all
licences, permits, insurances, and regulatory approvals required to
legally perform the Job (including operator’s licences, Goods-in-Transit
insurance, public liability insurance, and vehicle insurance). - Must ensure vehicles and equipment
used are roadworthy, compliant with law, and suitable for the Job. - Must perform all Jobs with
reasonable skill, care, punctuality, and in accordance with industry
standards and applicable laws.
4.3A Bid – Quote
Clarifications
Carriers may include clearly stated exclusions or assumptions within a
Bid/Quote at the time it is submitted. Once a Bid/Quote is accepted, any
changes to price or scope must be agreed directly between the contracting
parties under the Transaction Agreement. Carriers are
encouraged to state any assumptions and exclusions clearly within the Bid/Quote
(e.g., waiting time allowances, timed delivery surcharges, toll/ferry
variability, congestion charges, ADR requirements, customs delays, weekend
work, or access restrictions).
4.4 Post-Termination
Obligations
- Termination or suspension of a
Membership does not release a User from obligations already incurred under
a Transaction Agreement. - Shippers, Brokers, or Private
Users must pay all amounts lawfully owed to Carriers for Jobs accepted
prior to termination. - Carriers must complete any Jobs
already accepted unless otherwise agreed with the other contracting party.
5. THIRD-PARTY
SERVICES & SUBCONTRACTING
5.1 Urgent Freight Ltd
reserves the right to use subcontractors, agents, or third-party service
providers in the operation of the Platform and delivery of Services. This may
include, but is not limited to, hosting providers, communication networks,
payment processors, verification services, and insurance partners.
5.2 By using the
Platform, Users acknowledge and agree that certain services may be provided in
whole or in part by third parties.
5.3 Urgent Freight Ltd
remains responsible for ensuring that subcontracted services are provided with
reasonable skill and care, but does not accept liability for failures caused by
circumstances outside its reasonable control or by the acts/omissions of Users.
5.4 Nothing in these
Terms creates any contractual relationship between Users and Urgent Freight
Ltd’s subcontractors or suppliers. Users’ sole recourse in relation to the
Platform remains with Urgent Freight Ltd.
6. FORCE MAJEURE
6.1 Urgent Freight Ltd
shall not be liable or responsible for any failure or delay in performance of
any of its obligations under these Terms if such failure or delay results from
events, circumstances, or causes beyond its reasonable control (“Force Majeure
Event”).
6.2 Force Majeure
Events include, but are not limited to:
- acts of God, natural disasters,
floods, storms, fires, earthquakes, or explosions; - epidemics, pandemics, or public
health emergencies; - war, armed conflict, terrorist
attacks, civil commotion, riots, strikes, lockouts, industrial disputes,
or labour shortages; - governmental actions,
restrictions, embargoes, or regulations; - failures of utility services,
power, internet, hosting infrastructure, telecommunications networks, or
third-party systems; - any other event outside the
reasonable control of Urgent Freight Ltd.
6.3 During a Force
Majeure Event, Urgent Freight Ltd’s obligations shall be suspended for the
duration of the event, and time for performance shall be extended accordingly.
6.4 If the Force
Majeure Event continues for a period of more than sixty (60) consecutive days,
either Party may terminate the affected contract with immediate effect by
written notice.
7. RIGHTS OF USE &
APPLICATIONS
7.1 The right of use
granted by this contract is personal, non-transferable, and limited to the
scope agreed (e.g., number of accounts, transactions, or data volume).
Concurrent use of login credentials by multiple devices or persons without
authorisation is prohibited.
7.2 Use of the
Platform is limited to lawful, business-related or permitted private
activities. Prohibited uses include but are not limited to:
a) sending spam, bulk messages, or unsolicited offers;
b) publishing false, misleading, or fraudulent information;
c) infringing intellectual property or privacy rights of third parties;
d) creating unauthorised user profiles of others;
e) uploading malicious code, viruses, or scripts;
f) publishing abusive, defamatory, racist, obscene, or otherwise unlawful
content;
g) transmitting material contrary to public morality or applicable law.
7.3 Data from the
Platform may only be exported or printed using existing tools. Automation,
scraping, bots, or scripts are prohibited without express written permission
from Urgent Freight Ltd.
7.4 Enforcement Rights
Urgent Freight Ltd may suspend, restrict, or terminate User access in
accordance with clause 7.4A.
7.4A Suspension and Protective Measures
Urgent Freight Ltd may suspend, restrict, or impose limits on a User’s access
(with or without notice where reasonably necessary) if it reasonably believes
that:
(a) the User has breached these Terms;
(b) there is suspected fraud, misuse, circumvention, or security risk;
(c) continued access could expose Urgent Freight Ltd or other Users to legal,
regulatory, reputational, or operational risk; and/or
(d) fees are overdue.
Suspension is a protective measure and does not waive any payment obligations
or other rights.
7.4B Review of Suspensions
Where a User’s access is suspended under clause
7.4A, Urgent Freight Ltd will,
where reasonably practicable, notify the User of the general reason for the
suspension and provide a reasonable opportunity to respond or remedy the issue.
Urgent Freight Ltd may maintain the suspension while it investigates.
Nothing in this clause requires Urgent Freight Ltd to disclose confidential
information, Client information, fraud detection methods, internal records, or
allocation logic, or to provide notice where doing so would create a security,
fraud, or legal risk.
7.5 Users must
promptly notify Urgent Freight Ltd of any material company changes (e.g., legal
structure, registered office, authorised persons).
7(a) Company Profiles
- Enables Users to create and manage
a business profile visible to other members. - Data must be accurate, complete,
and updated. Urgent Freight Ltd may correct or block inaccurate profiles. - Users consent to limited use of
their business profile data by other Users within the Platform.
7(b) Freight &
Vehicle Space
- Enables Users to publish or search
for available freight or vehicle capacity. - Postings must be accurate, in
plain language, without irrelevant or promotional content. - Urgent Freight Ltd reserves the
right to remove non-compliant postings.
7(c) Routes &
Expenses
- Provides online route calculation
and mapping. - Data may come from third-party
suppliers; Urgent Freight Ltd is not liable for accuracy of maps, tolls,
or external data. - Maps are licensed for in-house use
only; copying, extraction, or reverse engineering is prohibited. - If third-party costs rise by
>10% annually, Users may terminate within two weeks of notification.
7(d) Vehicle Tracking
- Enables Users to upload and share
GPS/telematics data for fleet vehicles. - Sharing is only permitted with
explicit consent between Users. - Users are responsible for ensuring
continuous, accurate data flow when authorised. - Data must not include personal
identifiers (e.g., driver names) unless lawfully permitted. - Non-compliance with data
protection rules may lead to immediate termination.
7(e) Tenders
- Enables Users to publish or bid on
structured tenders for transport services. - Invitations to tender are not
binding offers but requests for quotes. - Urgent Freight Ltd may review or
remove unlawful, incomplete, or misleading bids. - Users must stand by submitted
offers for 30 days after the tender deadline, unless otherwise specified.
7(f) Removals Services
(1) The Removals
Services application enables a User, upon agreement, to publish, request, or
accept jobs relating to removal and relocation services, including but not
limited to:
- Domestic Removals
- Office Relocations
- National & International
Relocations - Furniture & Item Transport
- Packing Services
- Storage Solutions
(2) Users offering
Removals Services must comply with all applicable laws, including insurance,
vehicle compliance, and health & safety regulations.
(3) Providers must
ensure staff are trained and, where required, professionally certified to
handle packing, lifting, storage, and transportation safely.
(4) All job postings
must be accurate and complete. Urgent Freight Ltd may remove or block
non-compliant listings.
(5) Urgent Freight Ltd
is not a party to Transaction Agreements relating to removals. Responsibility
lies solely with the Users involved.
7(g) Vehicle Transport
& Recovery
(1) The Vehicle
Transport & Recovery application enables a User, upon agreement, to
publish, request, or accept jobs relating to the transport and recovery of
vehicles, including but not limited to:
- Emergency Breakdown Recovery
- Accident Recovery
- Roadside Assistance
- Long-distance Towing
- Jumpstarts and Battery Assistance
(2) Providers must
hold all legally required licences, insurances, and certifications, including
operator licences, vehicle recovery insurance, and compliance with recovery
equipment regulations.
(3) Services must only
be performed by specialist companies using appropriate recovery vehicles and
equipment.
(4) All job postings
must be accurate, complete, and lawful. Urgent Freight Ltd may remove or block
non-compliant postings.
(5) Urgent Freight Ltd
is not a party to Transaction Agreements relating to recovery or vehicle
transport.
7(h) Messenger
- Enables registered Users to
exchange direct messages within the Platform. - Not a substitute for emergency
communication. - Urgent Freight Ltd may review or
block abusive or unlawful messages. - Messages may be stored for up to
three (3) months for technical purposes, and may be retained for longer
where required by law, for dispute resolution, fraud prevention, or
legitimate business purposes.
7(i) Interfaces
- Enables integration with Users’
existing transport management systems or telematics. - Users are responsible for setup
and compatibility. - Urgent Freight Ltd may update
interfaces; Users must migrate within six months of notice.
7(j) Document
Management
- Enables Users to upload and share
documents securely encrypted storage (UK/EU hosting may apply). - Not a substitute for permanent
data archiving; Users must maintain their own records. - Documents and associated data may be deleted upon
termination of the right of use except
where retention is required by law, regulatory obligations, dispute
resolution, fraud prevention, or legitimate business purposes,
in which case data may be retained for the minimum period necessary.
7(k) Transport Orders
- Enables Users to exchange,
process, and confirm transport orders digitally. - Orders may involve both Platform
Users and external contacts (non-members). - A Transaction Agreement is formed
when both parties agree on key order terms.
7(l) Quotation
Requests
- Enables Users to request and
receive quotes for specific transport services. - Quotes are non-binding until
accepted; acceptance forms a Transaction Agreement. - Urgent Freight Ltd may limit
number of bids or posting times.
7(m) Tracking
Shipments
- Enables Users to share real-time
shipment status, including documents and GPS. - Tracking data may be shared with
third parties only with consent. - Not a substitute for long-term
data archiving.
7(n) Ratings &
Feedback
- Enables Users to rate each other
after completed Transactions. - Ratings are displayed once at
least five transactions are completed. - Fraudulent manipulation of ratings
is prohibited. - Urgent Freight Ltd may remove
unlawful, defamatory, or irrelevant feedback. - Persistent abuse of feedback
rights may result in suspension or ban.
7(o) Freight Desk
Service
- The Freight Desk Service enables
Urgent Freight Ltd, upon request, to convert verified client email orders
into posted Loads/Orders on the Platform. - This service is free of commission
or transaction fees. - Urgent Freight Ltd conducts basic
verification of companies submitting orders, but does not assume
responsibility for the accuracy, legality, or fulfilment of the orders. - The Freight Desk Service is an
optional facilitation tool; all contractual obligations remain between the
Shipper/Client and the Carrier/Transport Provider.
·
Urgent Freight Desk – Service Definition
(Non-Intermediary)
·
The Urgent Freight Desk is a support feature
within the Urgent Freight Platform designed to assist registered Carriers in
locating and securing suitable Loads. Acting solely as an administrative and
matching service, the Freight Desk may, with prior consent, convert verified
client email orders into posted Loads or Orders on the Platform.
·
The Freight Desk does not act as an agent,
broker, or intermediary between Shippers and Carriers, nor does it enter into,
negotiate, or manage any transport contracts on behalf of either party. All
transport agreements, payments, and liabilities remain strictly between the
contracting Shipper and Carrier.
·
This service is intended to enhance Carrier
visibility and operational efficiency, and does not assume any contractual,
financial, or legal role in transport transactions.
·
The Freight Desk Service is provided free of any
commission or transaction fees.
·
Urgent Freight Ltd performs basic verification
of companies submitting orders but does not accept responsibility for the
accuracy, legality, or fulfilment of such orders.
·
The Freight Desk Service is an optional
facilitation tool; all contractual obligations remain exclusively between the
Shipper/Client and the Carrier/Transport Provider.
·
For avoidance of doubt, where Client identity is
withheld during bidding, the Carrier remains responsible for its own credit and
compliance checks once Client details are disclosed, before collection.
Nature of the
Freight Desk Service
• Urgent Freight
Ltd operates a managed Freight Desk Service that may support Users with
Platform onboarding, publication of Orders/Loads, and administrative workflow
assistance within the Platform.
• Urgent Freight
Ltd may engage staff or contractors to perform administrative tasks such as
receiving load instructions, verifying basic company details, and publishing
Orders/Loads to the Platform with the Client’s consent.
• The Freight Desk
Service does not negotiate transport terms or conclude contracts on behalf of
any party.
• Any selection of
a Carrier, acceptance of a Bid/Quote, and formation of a transport contract
occurs solely between the contracting parties.
• Orders/Loads
published via the Freight Desk may be submitted by customers who use the
Platform. Unless expressly agreed otherwise in writing, Urgent Freight Ltd does
not charge commission on transport transactions.
• For the
avoidance of doubt, Urgent Freight Ltd is not a contracting party to any
transport contract and does not assume any carrier, freight forwarder, broker,
agent, or intermediary role in relation to Freight Desk loads.
• Where Client
identity is withheld during bidding, Urgent Freight Ltd may perform basic
administrative verification of the requesting company. However, Urgent Freight
Ltd does not guarantee payment, solvency, or performance, and Carriers remain
responsible for their own commercial due diligence once Client details are
released to the Winning Carrier.
Freight Desk Service – Trusted Client Base
Approximately 85% of Freight Desk loads originate from established,
reputable companies across key sectors — including automotive, pharmaceutical,
FMCG, retail, manufacturing, e-commerce, medical & healthcare, electronics,
and industrial supply chains — where payment defaults and operational delays
are statistically uncommon.
While Urgent
Freight Ltd performs basic administrative verification, users remain
responsible for their own commercial due diligence.
Material
Misrepresentation / Right to Decline Prior to Collection
If, after a Carrier is awarded a Freight Desk load and the Client details are
disclosed, it becomes apparent that the load/job details were materially
inaccurate or incomplete (including but not limited to: weight, dimensions,
number of pallets, commodity type, ADR / restricted goods, collection or
delivery address, access constraints, required equipment, time windows, or
loading/unloading conditions), the Carrier may decline to proceed prior to
collection without penalty under these Terms.
This does not affect any rights or obligations that arise once the Carrier has
collected the goods or otherwise commenced performance under the Transaction
Agreement.
Load Requests
& Bidding
·
Where a load is managed via the Freight Desk
Service, identifying information relating to the shipper, consignor, consignee,
or Client shall not be disclosed during the quotation or bidding phase.
·
Client identity, collection details, and contact
information shall be released solely to the Carrier whose bid or quotation has
been formally accepted (“Winning Carrier”).
·
Participation in a quotation or bidding process
does not create any right, entitlement, or expectation of access to Client
information for unsuccessful Carriers.
·
(a) Load requests posted on the platform
originate from Client instructions received via the Urgent Freight Desk.
·
(b) Carriers may submit bids or quotations,
which constitute non-binding commercial quotations.
·
(c) A transport contract is formed only upon
Client acceptance of a Carrier’s bid or quotation.
·
(d) Submitting a bid or quotation does not
confer any entitlement to Client information, load allocation, feedback, or
reasons for non-selection.
Confidentiality
of Client Information
·
Carriers acknowledge that all Client, shipper,
and load information made available through the platform constitutes
confidential commercial information and proprietary business data of Urgent
Freight Ltd.
·
Client identities, contact information, and
commercial details are classified as confidential business information.
·
Such information may be used exclusively for the
purpose of:
·
• evaluating a transport opportunity
• performing an awarded transport service
·
Client information must not be used for
independent marketing, solicitation, lead generation, or any unrelated
commercial activity.
·
Client information is disclosed exclusively to
the Winning Carrier.
·
Unsuccessful Carriers shall not receive access
to Client information.
7(o)1
Anti-Circumvention & Anti-Poaching
·
(a) Carriers shall not:
·
(i) directly or indirectly solicit, contact,
negotiate with, or contract with any Client.
·
(ii) seek to bypass, divert, or undermine the
platform; or
·
(iii) use information obtained through bidding
participation to identify, approach, or solicit Clients outside the platform,
·
unless they have been awarded the relevant load
via the platform.
·
These restrictions are considered reasonable and
necessary for the protection of Urgent Freight Ltd’s legitimate commercial
interests.
7(o)2 Breach of Client Protection
& Non-Circumvention
·
Any breach of the client protection,
confidentiality, or non-circumvention provisions shall constitute a material
breach of these Terms & Conditions.
·
Urgent Freight Ltd reserves the right to:
·
• suspend or terminate Carrier accounts
• restrict or permanently remove platform access
• pursue recovery of losses arising from such breach
·
Urgent Freight Ltd may pursue remedies including
injunctive relief, damages, or recovery of losses where appropriate.
7(o)3
Withdrawals & Authenticity
·
(a) Load cancellations, amendments, or
withdrawals do not imply fictitious, misleading, or non-genuine listings.
·
(b) Unsuccessful Carriers acknowledge and agree
that they have no claim, loss, or entitlement arising from non-allocation.
·
7(o)4
Limitation on Disclosure
·
(a) Client information shall not be disclosed in
response to Carrier enquiries, support requests, disputes, or informal demands.
·
(b) Disclosure shall occur only where legally
required:
·
(i) under applicable law; or
(ii) pursuant to a valid court order,
·
and shall be limited strictly to the minimum
information necessary to comply.
·
(c) Urgent Freight Ltd reserves the right to
oppose or seek to limit disclosure requests that are excessive,
disproportionate, or seek commercially sensitive information without lawful
basis.
7(o)5
Internal Records & Allocation Logic
·
(a) Urgent Freight Ltd maintains internal
records of Client load instructions, amendments, allocations, and bid histories
for operational, audit, and compliance purposes.
·
(b) Such records constitute confidential
commercial information and shall not be disclosed to platform users except
where legally required.
·
(c) Nothing in these Terms obligates Urgent
Freight Ltd to disclose internal systems, tools, algorithms, platform logic,
pricing strategies, matching processes, or commercial methodologies relating to
load allocation.
7(o)6 Clarification
·
For the avoidance of doubt, Client information
is disclosed exclusively to the Winning Carrier.
8. FEES & PAYMENTS
8.1 Subscription fees
are payable in advance at the start of each subscription term. Fees must be
received by Urgent Freight Ltd no later than the third working day of the
billing period.
8.2 Except in the case
of uncontested or legally established counterclaims, Users may not withhold or
offset payments.
8.3 Where discounts
are granted for advance payment, early termination will result in the discount
being revoked and recalculated.
8.4 Urgent Freight Ltd
may adjust subscription fees annually. Increases will be notified with four (4)
weeks’ notice. If a price increase exceeds 5% compared to the prior year, Users
may terminate within 14 days of notice.
8.5 Unless expressly
agreed, invoices may be issued electronically. Requests for paper invoices may
incur additional costs.
8.6 Late Payment
If any undisputed invoice is not paid by the due date, Urgent Freight Ltd may
suspend access to the Platform until all overdue amounts are paid.
8.7 Interest and
Recovery Costs (Business Users)
For Business Users, Urgent Freight Ltd may charge interest on overdue sums at
the statutory rate under the Late Payment of Commercial Debts (Interest) Act
1998 (or any replacement legislation), and may recover reasonable costs of
collection.
8.8 No Set-Off
Users may not set off, deduct, or withhold any amounts due to Urgent Freight
Ltd except where required by law or where a court of competent jurisdiction has
determined otherwise.
9. INDEPENDENCE,
PROPERTY RIGHTS, AND INTELLECTUAL PROPERTY
9.1 Users are granted
access to the Platform on a non-exclusive, non-transferable basis.
9.2 Users are not
granted ownership rights in the software or databases underlying the Platform.
All intellectual property rights remain with Urgent Freight Ltd and its
licensors.
9.3 Users may not
reverse engineer, copy, or otherwise misuse Platform software.
9.4 Open source
components may be used in the Platform, subject to their respective licences.
10. LIABILITY AND
WARRANTY
10.1 Urgent Freight
Ltd warrants only that the Platform will substantially conform to agreed
specifications.
10.2 Urgent Freight
Ltd provides no guarantee regarding:
- the accuracy or legality of
User-provided content, - uninterrupted access,
- compatibility with User systems,
- or the successful completion of
any Transaction Agreement.
10.3 Urgent Freight
Ltd is not liable for:
- links or content of third-party
websites, - damages caused by malware
introduced by Users, - or losses caused by reliance on
information posted by other Users.
10.4 Non-Excludable
Liability
Nothing in these Terms excludes or limits liability where such exclusion is
prohibited by law, including liability for fraud or fraudulent
misrepresentation.
10.5 Excluded /
Limited Liability
In cases of ordinary negligence,
Urgent Freight Ltd’s liability shall be limited to foreseeable losses typical
for this type of digital marketplace agreement.
Urgent Freight Ltd
shall not be liable for indirect, consequential, or purely economic losses.
10.6 Beta features
(labelled “BETA”) are provided for testing only, without warranty. Users assume
all risks when using such features.
10.7 Platform Function
Urgent Freight Ltd operates solely as a technology platform providing digital
marketplace tools facilitating interaction between Users. Urgent Freight Ltd
does not act as: (a) a transport provider; (b) a freight broker; (c) a
contractual intermediary; or (d) a logistics operator. Urgent Freight Ltd is
not a party to any transport agreement concluded between Users.
10.8 No Responsibility
for Transport Performance
Urgent Freight Ltd shall not be responsible or liable for: (a) performance or
non-performance of transport services; (b) delays, damage, losses, or delivery
failures; (c) contractual disputes between Users; (d) acts or omissions of
Users; or (e) the accuracy of Load details provided by Users. All transport
obligations, liabilities, and risks remain exclusively between the contracting
parties.
10.9 Listings &
Information Accuracy
Listings, Orders/Loads and related information are generated from data supplied
by Users or third parties. While Urgent Freight Ltd may perform basic
administrative checks, it does not warrant the accuracy, completeness,
legality, or commercial viability of any listing or transaction. Users remain
responsible for independent verification.
10.10 Financial &
Commercial Risk
Urgent Freight Ltd shall not be liable for: (a) payment defaults; (b) credit
risks; (c) financial losses; (d) loss of profit; (e) loss of business
opportunities; or (f) any indirect or consequential losses arising from
Platform use. Users assume full commercial risk when entering Transaction
Agreements.
10.11 Service
Availability
Urgent Freight Ltd does not guarantee uninterrupted or error-free Platform
operation and shall not be liable for system interruptions, technical failures,
data delays, downtime, or communication errors where such events arise from
factors beyond its reasonable control.
10.12 Limitation of
Liability
To the fullest extent permitted by law, Urgent Freight Ltd’s total aggregate
liability arising from or in connection with the Platform, the Services, and/or
these Terms shall not exceed the total subscription fees paid by the User
during the preceding twelve (12) months.
10.13 Risk Allocation
Users acknowledge that: (a) Urgent Freight Ltd operates solely as a digital
marketplace provider; (b) it assumes no transport, contractual, or financial
obligations relating to Transaction Agreements; and (c) use of the Platform is
undertaken at the User’s own commercial risk.
10.14 User Indemnity
Each User shall indemnify and keep indemnified Urgent Freight Ltd, its
directors, officers, employees and contractors against any and all losses,
liabilities, damages, costs and expenses (including reasonable legal fees)
arising out of or in connection with:
(a) the User’s breach of these Terms;
(b) any content, Orders/Loads, Bids, documents, messages, or information
uploaded, published, or transmitted by the User;
(c) any Transaction Agreement entered into by the User;
(d) the User’s breach of applicable laws or regulations (including licensing,
insurance, road transport compliance, sanctions, and prohibited goods rules);
and/or
(e) any claim by a third party arising from the User’s acts or omissions.
This indemnity does not apply to the extent that the losses arise directly from
Urgent Freight Ltd’s fraud or wilful misconduct.
The indemnity in this clause survives termination or expiry of these
Terms.
11. COMPLAINTS
PROCEDURE
11.1 Urgent Freight
Ltd may forward complaints received regarding a User’s conduct, at its
discretion, to the affected party.
11.2 Users against
whom a complaint is made must respond in writing within seven (7) days or such
longer period as Urgent Freight Ltd may reasonably allow, providing any
relevant information requested.
11.3 If a complaint is not adequately addressed, Urgent Freight Ltd may
suspend or terminate the User’s access.
11.4 Urgent Freight
Ltd is not obligated to investigate complaints but reserves the right to take
action where breaches are identified.
11.5 Urgent Freight
Ltd may take proportionate action while a complaint is being reviewed,
including temporary restrictions. Where reasonably practicable, the affected
User will be given a reasonable opportunity to provide an explanation before
permanent action is taken, except where Urgent Freight Ltd reasonably considers
immediate action is necessary for fraud prevention, safety, legal compliance,
or platform security.
12. TERMINATION
& RENEWAL
12.1 Subscription Term
When a User purchases a subscription plan (3, 6 or 12 months), the subscription
is entered into for the agreed minimum term (“Initial Term”). The subscription
fees are payable monthly in advance during the Initial Term (unless otherwise
agreed in writing). The available subscription plans, and included features are described on the Platform and form part of this agreement by reference.
12.2 No Cancellation During the
Initial Term
Except where these Terms expressly provide otherwise (or where required by
applicable law), the User may not terminate the subscription for convenience
during the Initial Term. The User remains liable for all monthly fees due for
the remainder of the Initial Term.
12.3 Renewal After the Initial
Term
At the end of the Initial Term, the subscription will automatically renew on a
rolling monthly basis (“Renewal Term”) at the then-current price for that plan,
unless either Party gives notice of termination in accordance with clause 12.4.
12.4 Termination at End of
Renewal Term (Rolling Monthly)
Once the subscription is in the Renewal Term, either Party may terminate by
giving at least 14 days’ written notice, such notice to expire at the end of a
calendar month.
12.5 Termination for Cause
(Immediate Termination)
Urgent Freight Ltd may suspend access and/or terminate the subscription and/or
any User account immediately by written notice where it reasonably considers
that the User has committed a material breach, including (without limitation):
(a) insolvency, administration, liquidation, or an analogous event;
(b) repeated or material breach of these Terms;
(c) non-payment of any fees for more than fourteen (14) days after the due
date;
(d) fraudulent, deceptive, abusive, or unlawful conduct; and/or
(e) use of the Platform in direct competition with Urgent Freight Ltd
(including offering a competing freight marketplace service).
12.6 Effect of Termination
On termination (for any reason), Users must:
(a) cease all use of the Platform;
(b) delete any locally stored data obtained from the Platform (where
applicable); and
(c) pay all outstanding amounts due.
Termination does not affect any rights, remedies, obligations, or liabilities
accrued prior to termination, including any obligations arising under any
Transaction Agreement between Users.
12.7 Non-Payment During the
Initial Term (Commitment Period)
Failure by the User to pay any monthly subscription fee when due shall not
constitute cancellation of the subscription.
Where a subscription is subject to an Initial Term, the User remains liable for
all fees due for the full duration of the Initial Term.
Urgent Freight Ltd may, without prejudice to any other rights or remedies:
(a) suspend or restrict Platform access while any amount remains overdue;
(b) recover all overdue amounts; and/or
(c) issue an invoice for the remaining fees due for the balance of the Initial
Term, which shall become immediately payable.
Suspension or restriction of access does not relieve the User from its payment
obligations. This reflects a
minimum-term commitment and is not a pay-as-you-go service. (d)The Parties agree that the fees payable for the remainder of the Initial Term
represent a genuine minimum-term commitment and a contractual debt due for the
Services made available during the Initial Term, and are not a penalty.
13. DATA PROTECTION
& PRIVACY
13.1 Urgent Freight
Ltd processes technical and personal data of Users as necessary to operate the
Platform. This may include IP addresses, device information, login details,
telematics data, and user-generated content.
13.2 Personal data
will be processed in accordance with the UK GDPR and Data Protection Act 2018.
13.3 Urgent Freight
Ltd may share data with affiliates, technical providers, or verified partners
strictly to provide the services described in these Terms.
13.4 Users have the
right to:
- access, rectify, or erase their
data, - restrict or object to processing,
- request portability of their data,
- and withdraw consent at any time
(subject to legal obligations).
13.5 For further
details, please refer to the Privacy Policy at:
www.urgentfreight.eu/privacy-policy
13.6 Retention
(Legitimate Purposes)
References in these Terms to “legitimate business purposes” include: dispute
resolution; handling complaints; fraud prevention and security monitoring;
audit and compliance; enforcing these Terms; maintaining system integrity; and
maintaining business records. Data will be retained only for as long as
reasonably necessary for those purposes and in accordance with applicable law.
14. UNLAWFUL
TRANSACTIONS
14.1 Users shall not
use the Platform for unlawful activities.
14.2 Any Job,
Order/Load, or aspect of a Transaction Agreement carried out unlawfully is
prohibited.
14.3 It is the User’s
responsibility to ensure compliance with all relevant statutory and regulatory
obligations (e.g., operator licences, insurance, international haulage
regulations).
14.4.1 User
Responsibility & Representations
All Platform users represent and warrant that:
(a) all information submitted to the Platform is accurate and truthful;
(b) they possess legal authority to post Loads or submit bids;
(c) goods offered for transport comply with applicable laws; and
(d) transactions conducted via the Platform are lawful.
Users remain solely responsible for the accuracy, legality, and legitimacy of
their activities.
14.4.2 No Guarantee of
User Legitimacy
While Urgent Freight Ltd may perform basic verification checks, Urgent Freight
Ltd does not warrant or guarantee:
(a) the identity of Platform users;
(b) the legal status of companies;
(c) financial standing;
(d) trading legitimacy; or
(e) authority to contract.
Users must conduct independent due diligence.
14.4.3 Fraudulent
Activity
Urgent Freight Ltd reserves the right to investigate, restrict, suspend, or
terminate accounts where fraudulent, deceptive, abusive, or suspicious activity
is reasonably suspected, including but not limited to:
(a) submission of false company information;
(b) posting fictitious or misleading Loads;
(c) submission of non-genuine bids;
(d) bid manipulation or artificial pricing behaviour;
(e) misuse of Client information;
(f) attempts to circumvent Platform protections; and/or
(g) unlawful use of the Platform.
Urgent Freight Ltd may take action without prior notice where necessary to
protect the Platform or its users.
14.4.4 Prohibited
Conduct
Users shall not:
(a) misrepresent identity or authority;
(b) post unlawful, restricted, or prohibited goods;
(c) engage in deceptive bidding behaviour;
(d) attempt to reverse engineer Platform logic;
(e) misuse confidential information; or
(f) interfere with Platform operation.
14.4.5 No Liability
for Fraudulent Users
Urgent Freight Ltd shall not be liable for:
(a) fraudulent users;
(b) misrepresentation by Platform participants;
(c) unlawful goods or transactions;
(d) financial losses arising from fraudulent conduct; or
(e) disputes resulting from inaccurate information.
All commercial risk remains with Platform users.
14.4.6 Data &
Investigation Rights
Urgent Freight Ltd reserves the right to:
(a) retain internal records;
(b) monitor Platform activity;
(c) cooperate with lawful investigations; and
(d) disclose information where legally required.
14.4.7 Protective
Measures
Urgent Freight Ltd may implement reasonable protective measures including:
(a) account suspension;
(b) listing removal;
(c) bid restriction;
(d) identity verification requests; and
(e) risk-based controls.
15. ENTIRE AGREEMENT
15.1 These Terms,
together with any documents expressly incorporated by reference (including the
Privacy Policy, Cookie Policy, and Data Protection provisions), constitute the
entire agreement between Urgent Freight Ltd and the User.
15.2 These Terms
supersede and extinguish all previous agreements, arrangements, or
representations relating to the subject matter herein.
16. GOVERNING LAW
& MISCELLANEOUS
16.1 These Terms shall
be governed by and construed in accordance with the laws of England and Wales.
16.2 If any provision
of these Terms is found invalid, the remainder shall remain enforceable, with
the invalid clause replaced by a valid one closest in effect.
16.3 The UN Convention
on Contracts for the International Sale of Goods (CISG) does not apply.
16.4 The courts of
England and Wales shall have exclusive jurisdiction over disputes arising from
these Terms.