Terms of Service

Last Updated: July 2, 2026

1. Acceptance of Terms

These Terms of Service are a legally binding agreement between you and Qualle Inc., doing business as Drayrates ("Drayrates," "we," "our," or "us"). By accessing or using the Drayrates platform, browser extension, website, APIs, integrations, or related services (collectively, the "Service"), you agree to these Terms.

If you are using the Service on behalf of a company or other organization, you represent that you have authority to bind that organization to these Terms. In that case, "you" includes that organization.

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

2. Description of Service

Drayrates provides software and data tools for freight-rate analysis, lane identification, market benchmarking, carrier and customer-rate management, quote preparation, email-assisted workflows, and related business functions.

Certain features may use artificial intelligence or automated processing to identify freight lanes, organize information, generate suggested rates, or assist with quotes. Outputs are estimates and decision-support tools only. They are not guaranteed rates, binding offers, legal advice, financial advice, or a substitute for the user's independent review and business judgment.

You are responsible for reviewing all rates, quotes, recipients, customer details, carrier details, and other information before using, sending, or relying on them.

3. User Accounts

You must schedule a demo and register for an account to use the Service
You are responsible for maintaining the security of your account
You must provide accurate and complete information
You must notify us of any unauthorized account access

4. Browser Extension, Email, and Integrations

The Drayrates browser extension may process visible page text, highlighted text, email content, email-thread metadata, and related information only when you choose to use the applicable feature.

By connecting a mailbox, installing the extension, scanning content, sending a quote, or enabling an integration, you represent and warrant that:

You are authorized to access and use the applicable mailbox, account, webpage, content, and data
You have the right to provide the information to Drayrates and its service providers for the requested purpose
Your use complies with applicable privacy, employment, communications, confidentiality, and data-protection laws
You will not use the Service to access, scan, transmit, or process information unlawfully
You will review quotes and communications before they are sent

Drayrates is not responsible for content submitted by users, the accuracy of user-provided information, or communications sent at a user's direction.

5. Data Ownership and Use

You retain ownership of the data and content you submit to the Service.

You grant Drayrates a limited, non-exclusive right to host, process, reproduce, transmit, and display your data solely as necessary to provide, secure, support, and improve the Service and as otherwise permitted by our Privacy Policy and applicable customer agreements.

Drayrates may create and use anonymized and aggregated information derived from eligible platform data for analytics, benchmarking, product improvement, and market insights, provided that the information does not reasonably identify you, an individual, or your organization.

Data collected through browser-extension permissions, including page content, email content, Gmail thread metadata, highlighted text, and individual quote content, will not be used to create market-rate datasets, benchmarking products, or products for other customers unless separately authorized in writing.

Our collection and use of personal information is described in our Privacy Policy, Browser Extension Privacy Policy, and Cookie Policy.

6. Acceptable Use

You may not:

Use the Service unlawfully or fraudulently
Access or scan data that you are not authorized to access
Submit malware, harmful code, or content that interferes with the Service
Attempt to reverse engineer, scrape, copy, or extract the Service, models, databases, or underlying data except where expressly permitted by law
Circumvent usage limits, authentication, security controls, or account restrictions
Resell, sublicense, or provide unauthorized third-party access to the Service
Use the Service to build or train a competing product or dataset
Use generated rates or market information in a misleading, deceptive, or unlawful manner
Infringe the intellectual-property, privacy, confidentiality, or contractual rights of another person

7. Subscriptions and Payments

Service fees are based on the pricing plan selected at purchase or set out in a signed customer agreement
Subscriptions run for the subscription period selected at purchase and, unless otherwise stated, renew automatically at the end of each period until cancelled
Cancellation takes effect at the end of the current billing period; prepaid fees for the current period are non-refundable except as required by law or expressly stated in a signed customer agreement
You are responsible for applicable taxes, duties, and government charges, other than taxes on our income
Payments are processed securely through our payment providers
If a payment fails, we may retry it and notify you; continued nonpayment may result in suspension of access until outstanding amounts are paid
Usage-based fees and overages, where applicable to your plan, are billed as described at purchase or in your customer agreement
We may modify pricing with advance notice; changes apply from the next renewal
Upon termination, unpaid fees remain due, and prepaid fees are handled as described above

8. Confidentiality

Each party may receive confidential information from the other. The receiving party will use confidential information only to perform or receive the Service and will protect it using reasonable care.

Confidential information does not include information that is publicly available through no breach, already lawfully known, independently developed without use of the other party's confidential information, or lawfully received from another source without confidentiality obligations.

Drayrates may disclose confidential information to employees, contractors, and service providers who need access to provide the Service and who are subject to confidentiality obligations.

9. Third-Party Services

The Service may integrate with third-party products, email providers, browsers, artificial-intelligence providers, payment processors, or other services. Third-party services are governed by their own terms and privacy practices.

Drayrates is not responsible for a third party's availability, security, functionality, content, or actions. We may change, suspend, or discontinue an integration if the applicable third-party service changes or becomes unavailable.

10. Intellectual Property

The Service and its content are owned by Drayrates
You may not copy or modify the Service without permission
You retain ownership of your uploaded content
We respect intellectual property rights

11. Disclaimer of Warranties

The Service, rates, estimates, forecasts, suggested prices, carrier information, quotes, market insights, artificial-intelligence outputs, and integrations are provided "as is" and "as available."

To the maximum extent permitted by law, Drayrates disclaims all express, implied, and statutory warranties, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, and uninterrupted availability.

Drayrates does not guarantee that:

A rate or quote is accurate, available, or commercially obtainable
A customer will accept a quote
A carrier will accept or perform at a displayed rate
Market conditions will remain unchanged
The Service will operate without interruption or error
Third-party integrations will remain available
Artificial-intelligence outputs will be complete or error-free

12. Limitation of Liability

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost business, lost data, loss of goodwill, or the cost of substitute services, arising out of or relating to the Service.

To the maximum extent permitted by law, Drayrates' total aggregate liability arising out of or relating to the Service will not exceed the fees paid or payable by the customer to Drayrates during the 12 months immediately preceding the event giving rise to the claim.

13. Indemnification

You will defend, indemnify, and hold harmless Qualle Inc., its affiliates, officers, directors, employees, and contractors from claims, losses, liabilities, damages, costs, and reasonable legal fees arising from:

Your unlawful or unauthorized use of the Service
Data or content you submit or direct Drayrates to process
Your violation of these Terms
Your violation of another person's privacy, confidentiality, intellectual-property, or contractual rights
Quotes, emails, or communications sent at your direction
Your business decisions, pricing, carrier selection, or customer commitments

14. Suspension and Termination

You may terminate your account at any time.

Drayrates may suspend or terminate access for nonpayment, security risk, unlawful use, material breach, abuse, or conduct that threatens the Service or other users.

Upon termination:

The user loses access to the Service
Unpaid fees remain due
Account data may be deleted or de-identified in accordance with the Privacy Policy and applicable customer agreement
Provisions that by their nature should survive will remain effective, including payment obligations, ownership, confidentiality, warranty disclaimers, limitations of liability, indemnification, and dispute provisions

15. Governing Law and Venue

These Terms are governed by the laws of Tennessee, without regard to conflict-of-law principles.

Any dispute arising out of or relating to these Terms or the Service will be brought exclusively in the state or federal courts located in Davidson County, Tennessee, and each party consents to personal jurisdiction and venue in those courts.

16. General Provisions

Assignment. You may not assign these Terms without our prior written consent. Drayrates may assign these Terms in connection with a merger, financing, reorganization, acquisition, or sale of assets.
Notices. We may provide notices electronically, including by email to the address associated with your account or through the Service.
Severability. If any provision of these Terms is found unenforceable, the remaining provisions remain in effect.
Waiver. A failure to enforce a provision is not a waiver of the right to enforce it later.
Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.
No partnership or agency. These Terms do not create a partnership, joint venture, or agency relationship.
Entire agreement. These Terms, together with the policies they reference, are the entire agreement between you and Drayrates regarding the Service, and supersede prior agreements on that subject.
Order of precedence. If you have a signed customer agreement with Drayrates, that agreement controls over these Terms for the services it covers, to the extent of any conflict.
Amendments. We may modify these Terms; we will provide notice of material changes, and continued use of the Service after the effective date constitutes acceptance.

17. Contact Information

For questions about these terms, contact us at legal@drayrates.ai

Qualle Inc., doing business as Drayrates 902f Cheatham Pl, Nashville, TN 37208