Terms of Service for External Users – Speed to Quote® Carrier Rate Portal
Nov 6, 2026 ·
1. Acceptance of These Terms
These Terms of Service for External Users (these "Terms") are a binding agreement between you and S2Q Systems, LLC, an Ohio limited liability company ("S2Q," "we," "us"). They govern your access to and use of the Speed to Quote® Carrier Rate Portal (the "Portal").
The Portal is used by companies that use S2Q's software to source transportation capacity, such as freight brokers, third-party and fourth-party logistics providers (3PLs and 4PLs), shippers and carriers (each a "Customer"). Customers use the Portal to send lanes to transportation providers and invite them to submit rates.
By checking the acceptance box, clicking "Accept and Continue," or otherwise accessing or using the Portal, you agree to these Terms and acknowledge the S2Q Privacy Policy for the Portal (the "Privacy Policy"). If you do not agree, do not use the Portal.
2. Eligibility and Authority
The Portal is for business use only. "You" means both the individual using the Portal and the company on whose behalf that individual acts (the "Carrier"). By accepting these Terms, you represent that you are at least 18 years old and are authorized to accept these Terms, and to submit rates and commitments, on behalf of the Carrier. The Carrier is responsible for all activity of its personnel and anyone else who accesses the Portal through its link.
3. Your Access Link
You access the Portal through a unique link sent by or on behalf of a Customer (the "Link"). The Link works like a password. You must keep it confidential and not forward, post or share it outside the Carrier's authorized personnel. You are responsible for all activity that occurs through your Link, including rates submitted or changed. Notify the Customer or S2Q promptly if you believe your Link has been shared without authorization or misused. S2Q or the Customer may expire, disable or replace a Link at any time.
4. Your Submissions
Through the Portal you may submit rates, volume or capacity commitments, comments and other information in response to a Customer's rate request ("Submissions"). You are solely responsible for your Submissions, including their accuracy, completeness and pricing. You represent that your Submissions are accurate, that you have the right to submit them, and that they do not violate any law or any agreement or confidentiality obligation you owe to others.
S2Q does not review, verify or edit Submissions and is not responsible for errors in them, including errors in rates, rate formats, units or volumes. Review your Submissions carefully before completing them.
5. Your Relationship with Customers
S2Q is a software provider only. S2Q is not a freight broker, shipper, carrier, freight forwarder or agent of any party, and it does not arrange, tender or perform transportation. S2Q is not a party to any rate request, bid, award, contract or transaction between you and a Customer.
No guarantee of award. Submitting rates through the Portal does not guarantee that you will receive any award, freight, volume or business. Each Customer decides, in its sole discretion, whether and how to use your Submissions, including the duration of any rate validity it specifies.
Your agreements are with the Customer. Any award, load tender, rate confirmation, carrier agreement or other commitment is solely between you and the Customer and is governed by the terms you agree with that Customer. The Customer is responsible for its rate requests, instructions, deadlines and decisions. You are responsible for your own compliance obligations, including operating authority, insurance and safety requirements. Any dispute about a rate request, award, payment, claim or shipment must be resolved between you and the Customer, and S2Q has no liability for it.
6. License to S2Q and Data Ownership
Operating license. You grant S2Q and its service providers a non-exclusive, worldwide, royalty-free license to host, store, copy, process, transmit and display your Submissions as needed to operate the Portal, deliver your Submissions to the Customer, provide support, maintain security, and maintain and improve S2Q's software.
Aggregated and de-identified data. You also grant S2Q a perpetual, irrevocable, worldwide, royalty-free, transferable and sublicensable license to use your Submissions, and any data derived from them, to create aggregated and de-identified data that does not identify you, the Carrier or any Customer ("Aggregated Data"). Aggregated Data is the sole property of S2Q. S2Q may use, disclose and commercialize Aggregated Data for any lawful purpose, including market rate benchmarks and analytics, product development, and training and improving S2Q's analytical, machine learning and artificial intelligence models. This license survives any termination of these Terms.
No resale of identifiable Submissions. S2Q will not sell your identifiable Submissions, and will not disclose them to anyone other than the Customer that requested them, except as described in the Privacy Policy.
Feedback. If you provide suggestions or feedback about the Portal or S2Q's products, S2Q may use them without restriction or compensation to you.
7. Acceptable Use
You may use the Portal only to review and respond to rate requests sent to you. You must not:
Access the Portal using a Link not issued to you, or attempt to access other Customers' or carriers' information
Submit false, misleading or fraudulent information, or impersonate any person or company
Copy, scrape, crawl or extract data from the Portal by automated means
Reverse engineer, decompile or attempt to derive the source code of the Portal
Upload viruses or malicious code, or interfere with or disrupt the Portal or its security
Probe, scan or test the Portal's vulnerabilities, or bypass any access or security control
Use the Portal or information from it to build or benchmark a competing product
Use the Portal in violation of any applicable law
8. S2Q Intellectual Property
S2Q and its licensors own all rights in the Portal and S2Q's software, content, designs and trademarks, including Speed to Quote® and the S2Q name and logos. These Terms give you only a limited, revocable, non-exclusive, non-transferable right to use the Portal for the purpose described in Section 7. S2Q reserves all rights not expressly granted.
9. Privacy
The Privacy Policy describes how S2Q collects, uses and shares information through the Portal and is incorporated into these Terms. You acknowledge that information you submit through the Portal will be shared with the Customer that sent you the Link and processed in the United States.
10. Electronic Communications
You consent to receive communications from S2Q and Customers electronically, including rate request invitations, reminders and notices sent by email or through the Portal. Your electronic acceptance of these Terms has the same effect as a handwritten signature. S2Q will send you marketing communications only as described in the Privacy Policy.
11. Disclaimers
THE PORTAL IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, S2Q DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. S2Q DOES NOT WARRANT THAT THE PORTAL WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, OR THAT SUBMISSIONS WILL BE DELIVERED, RECEIVED OR CONSIDERED BY ANY DEADLINE. S2Q MAKES NO WARRANTY OR REPRESENTATION ABOUT ANY CUSTOMER, RATE REQUEST, AWARD, PAYMENT OR SHIPMENT.
12. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, S2Q AND ITS OWNERS, OFFICERS, EMPLOYEES, AGENTS AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, LOST REVENUE, LOST BUSINESS OR AWARDS, OR LOSS OR DISCLOSURE OF DATA, ARISING OUT OF OR RELATING TO THE PORTAL OR THESE TERMS, WHETHER IN CONTRACT, TORT OR ANY OTHER THEORY, EVEN IF ADVISED OF THEIR POSSIBILITY.
S2Q'S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE PORTAL OR THESE TERMS WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS (US $100). THESE LIMITATIONS APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
13. Indemnification
The Carrier will defend, indemnify and hold harmless S2Q and its owners, officers, employees and agents from and against any claims, damages, losses, liabilities, costs and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your Submissions; (b) your use of the Portal or your Link, including by anyone you allowed to use it; (c) your breach of these Terms or violation of law; or (d) any dispute between you and a Customer or any other party relating to a rate request, award, shipment, payment or claim.
14. Suspension and Termination
S2Q may suspend or terminate your access to the Portal, or disable any Link, at any time and for any reason, including for violation of these Terms. A Customer may also close a rate request or withdraw your access at any time. Sections 4 through 6 and 8 through 16 survive any suspension or termination.
15. Governing Law and Dispute Resolution
Governing law. These Terms are governed by the laws of the State of Ohio, without regard to its conflict-of-law principles.
Informal resolution. Before starting any proceeding, you agree to contact S2Q at Support@s2qsystems.com and attempt in good faith to resolve the dispute for at least thirty (30) days.
Binding arbitration. Any dispute arising out of or relating to these Terms or the Portal that is not resolved informally will be resolved by binding arbitration before a single arbitrator in Cleveland, Ohio, under the then-current Commercial Arbitration Rules of the American Arbitration Association. Judgment on the award may be entered in any court of competent jurisdiction.
No class actions. Disputes will be resolved only on an individual basis. You waive any right to bring or participate in a class, collective or representative action against S2Q.
Injunctive relief. S2Q may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property, the Portal or its security.
Time limit. Any claim against S2Q must be brought within one (1) year after it arises, or it is permanently barred.
16. General Terms
Changes. S2Q may update these Terms from time to time by posting a new version with a new effective date. For material changes, S2Q may require you to accept the updated Terms before your next use of the Portal. Your continued use of the Portal after an update means you accept the updated Terms.
Entire agreement. These Terms and the Privacy Policy are the entire agreement between you and S2Q about the Portal. They do not modify any agreement between you and a Customer.
Assignment. You may not assign these Terms without S2Q's prior written consent. S2Q may assign these Terms, including in connection with a merger, acquisition or sale of all or part of its business or assets.
Severability and waiver. If any provision is held unenforceable, the rest of these Terms remain in effect. S2Q's failure to enforce a provision is not a waiver of it.
Force majeure. S2Q is not liable for any failure or delay caused by events beyond its reasonable control.
Language. The parties have requested that these Terms and all related documents be drawn up in English. Les parties ont exigé que les présentes conditions et tous les documents connexes soient rédigés en anglais.
Contact. Questions about these Terms may be sent to:
S2Q Systems, LLC 114 Barrington Town Sq, Suite #190 Aurora, OH 44202 Support@s2qsystems.com
Effective date: November 6, 2026