This Compliance Services Agreement is made between the identified Customer (“Customer”), and American Carrier Services (“Service Provider”) with offices located at 1301 S Vista Avenue, Suite 200, Boise ID 83705. Customer and Service Provider are sometimes collectively referred to herein as the “Parties” and individually as a “Party.”

  1. Services
    1. Services. The Customer hereby retains the Service Provider to perform desired comprehensive regulatory compliance management for the transportation industry, including, but not limited to, USDOT registration, operating authority, driver qualification, drug and alcohol programs, supervisor training, ELD solutions, factoring, and fuel cards. Service Provider may use subcontractors and consultants to perform some of the Services.
    2. American Carrier Services Authorization. Service Provider is duly authorized by the Attorney General to sell and oversee transportation compliance services. This authorization enables American Carrier Services to engage in the provision of comprehensive regulatory compliance management services within the transportation industry, ensuring adherence to all relevant federal and state regulations. Notwithstanding the foregoing, it is important to clarify that American Carrier Services is not affiliated with, regulated by, or endorsed by any government agency, including but not limited to the Department of Transportation or any state transportation authority.
    3. Customer Support. American Carrier Services is committed to providing exceptional support for all questions, concerns, and assistance required by the Customer. The Service Provider’s customer support team is available during the normal business hours of 6:30 am – 5:00 pm (Mountain Standard Time), ensuring that the Customer can easily access professional help when needed.
  2. Fees and Expenses. As full consideration for the provision of the Services, Customer shall pay Service Provider fees for the services contracted (the “Fees”).
    1. Annual Renewal. Customer authorizes Service Provider to automatically renew this Agreement on an annual basis, unless Customer provides written notice of non-renewal at least thirty (30) days prior to the end of the thencurrent term. Upon renewal, the Fees may be adjusted by Service Provider in its sole discretion.
    2. Credit Card Authorization for Payment of Fees. Customer hereby authorizes Service Provider to automatically charge the credit card provided by Customer (“Credit Card”) for any and all fees due under this Agreement, including but not limited to the Fees and any Expenses as defined herein. This authorization shall remain in effect for the duration of this Agreement and for any renewal terms, unless Customer provides Service Provider with a written revocation of this authorization. Service Provider agrees to provide Customer with a receipt for each transaction processed under this authorization. Customer affirms that they are an authorized user of the Credit Card and that the information provided to Service Provider regarding the Credit Card is accurate. Customer agrees to notify Service Provider promptly of any changes to the Credit Card information or if the Credit Card is cancelled or expires.
    3. Credit Card Processing and Data Storage. Notwithstanding any provision to the contrary in this Agreement, Customer acknowledges and agrees that American Carrier Services (“Service Provider”) is not the payment processor for fees due under this Agreement. All payment processing services for fees paid by the Customer’s credit card (“Credit Card”) are provided by a third-party service selected by Service Provider. Customer’s Credit Card information is stored directly with a third-party service and not with Service Provider. Service Provider shall not have access to Customer’s Credit Card information and shall not store, retain, or use Customer’s Credit Card information except as necessary to instruct the relevant third-party service to process payments for fees due under this Agreement.
    4. Collection Expenses. If Service Provider incurs any costs, expenses, or fees, including reasonable attorney’s fees and professional collection services fees, in connection with the collection or payment of any amounts due it under this Agreement, Customer agrees to reimburse Service Provider for all such costs, expenses and fees.
  3. Warranty.
    1. Warranty. The Services to be performed hereunder are in the nature of regulatory compliance management. Service Provider does not warrant in any form the results or achievements of the Services provided or the resulting work product and deliverables. Service Provider warrants that that the Services will be performed by qualified personnel in a professional and workmanlike manner in accordance with the generally accepted industry standards and practices.
    2. Limitation of Warranty. THE WARRANTY SET FORTH IN THIS SECTION 3 IS EXCLUSIVE AND IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE WITH RESPECT TO THE SERVICES, WORK PRODUCT OR DELIVERABLES PROVIDED UNDER THIS AGREEMENT, OR AS TO THE RESULTS WHICH MAY BE OBTAINED THEREFROM. SERVICE PROVIDER DISCLAIMS ANY AND ALL IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR AGAINST INFRINGEMENT. CUSTOMER’S EXCLUSIVE REMEDY FOR BREACH OF THIS WARRANTY IS REPERFORMANCE OF THE SERVICES, OR IF REPERFORMANCE IS NOT POSSIBLE OR CONFORMING, REFUND OF AMOUNTS PAID UNDER THIS AGREEMENT FOR SUCH NONCONFORMING SERVICES.
  4. Confidential Information.
    1. The Parties acknowledge that pursuant to the performance of this Agreement, one Party may disclose to the other confidential and/or sensitive information (“Confidential Information”). “Confidential Information” shall mean all information disclosed by the disclosing Party to the receiving Party during the Term of this Agreement which is non-public and either proprietary or confidential in nature and related to the disclosing Party’s business or activities, including, but not limited to financial, legal, technical, marketing, sales and business information, which is (a) marked as confidential at the time of disclosure; or (b) is unmarked (e.g., disclosed orally or visually) but is identified as confidential at the time of disclosure; or (c) due to the nature of the information or the circumstances of disclosure, would be understood by a reasonable person to be confidential. The receiving Party shall maintain the Confidential Information in strict confidence and limit disclosure to only its employees, subcontractors, consultants and representatives who have a need to know such information to perform its obligations under this Agreement. The receiving Party shall protect the other’s Confidential Information by using the same degree of care it uses to protect its own information of a like nature, but no less than a reasonable degree of care. The term of confidentiality shall be one (1) years from the initial date of disclosure of the Confidential Information. The receiving Party shall promptly return all copies of Confidential Information at any time upon request or within fifteen (15) days following the expiration or earlier termination of this Agreement. In no event shall Service Provider’s use or disclosure of information regarding or relating to the development, improvement or use of any of Service Provider’s products be subject to any limitation or restriction. All Confidential Information shall remain the property of the disclosing Party.
  5. Limitation of Liability; Actions.
    1. IN NO EVENT SHALL SERVICE PROVIDER BE LIABLE UNDER THIS AGREEMENT TO THE CUSTOMER FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, STATUTORY, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOSS OF USE, LOSS OF TIME, INCONVENIENCE, LOST BUSINESS OPPORTUNITIES, DAMAGE TO GOOD WILL OR REPUTATION, AND COSTS OF COVER, REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON BREACH OF CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES COULD HAVE BEEN REASONABLY FORESEEN. SERVICE PROVIDER’S ENTIRE AGGREGATE LIABILITY FOR ANY CLAIMS RELATING TO THE SERVICES OR THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID OR PAYABLE BY THE CUSTOMER TO THE SERVICE PROVIDER UNDER THIS AGREEMENT IN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO SUCH LIABILITY. THIS SECTION SHALL SURVIVE THE TERMINATION OF THE AGREEMENT.
    2. NO ACTION SHALL BE BROUGHT FOR ANY CLAIM RELATING TO OR ARISING OUT OF THIS AGREEMENT MORE THAN ONE (1) YEAR AFTER THE ACCRUAL OF SUCH CAUSE OF ACTION, EXCEPT FOR MONEY DUE ON AN OPEN ACCOUNT.
  6. Force Majeure.
    1. Service Provider shall not be liable hereunder for any failure or delay in the performance of its obligations under this Agreement if such failure or delay is on account of causes beyond its reasonable control, including civil commotion, war, fires, floods, accidents, earthquakes, inclement weather, telecommunications line failures, electrical outages, network failures, governmental regulations or controls, casualty, strikes or labor disputes, terrorism, acts of God, pandemics, epidemics, local disease outbreaks, scarcity or rationing of gasoline or other fuel or vital products, inability to obtain materials or labor, in addition to any and all events, regardless of their dissimilarity to the foregoing, deemed to render performance of the Agreement impracticable or impossible under the law, in which event the Service Provider shall be excused from its obligations for the period of the delay and for a reasonable time thereafter.
  7. Term. This Agreement shall commence on the Effective Date and thereafter shall remain in effect until terminated by either Party as set forth in Section 8 of the Agreement.
  8. Termination.
    1. Termination. Either Party may terminate this Agreement at any time in the event of a breach by the other Party of a material covenant, commitment or obligation under this Agreement that remains uncured for 90 days following written notice thereof. Such termination shall be effective immediately and automatically upon the expiration of the applicable notice period, without further notice or action by either Party. Termination shall be in addition to any other remedies that may be available to the non-breaching Party.
    2. Cancellation Rights. Under the laws of the State of Idaho, Customer is granted the right to cancel this transaction without any penalty or obligation within three (3) business days from the date of receiving this written confirmation. Should Customer decide to cancel within the allotted time frame, any payments or other forms of consideration that have already been made by Customer will be refunded in full within ten (10) business days following the receipt of cancellation notice by American Carrier Services. Upon cancellation, Customer is required to return any goods received to American Carrier Services at 1301 S Vista Avenue, Suite 200, Boise ID 83705. This must be done at the risk and expense of American Carrier Services within twenty-one (21) days from the date on which Customer receives the payments or other consideration that had been made. To effectuate this cancellation, Customer must send a signed and dated copy of this cancellation notice, or any other written notice expressing a desire to cancel, to American Carrier Services at the address provided above postmarked no later than midnight of the third business day following Customer’s receipt of this notice. Customer may also call 877-405-5003, during business hours Monday – Friday: 6:30 am – 5:00 pm (Mountain Standard Time). American Carrier Services may update the Cancellation Policy by posting an updated version to its webpage located here: https://americancarrierservices.com/policies/cancellation-policy/
  9. Governing Law and Venue. This Agreement will be governed by and interpreted in accordance with the laws of the State of Idaho, without giving effect to the principles of conflicts of law of such state. The Parties hereby agree that any action arising out of this Agreement will be brought solely in any state or federal court located in Idaho, Ada County. Both Parties hereby submit to the exclusive jurisdiction and venue of any such court.
  10. Entire Agreement; Modification; Waiver. This Agreement, and any exhibits attached hereto, is the entire agreement between the Parties with respect to the subject matter hereof and supersedes any prior agreement or communications between the Parties, whether written, oral, electronic or otherwise. No waiver of any term or right in this Agreement shall be effective unless in writing, signed by an authorized representative of the waiving Party.