Terms of Use

These Terms of Use (the “Terms”) govern your access to and use of Cartra AI Logistics, including the application at logistics.cartra.ai and related features and services (together, the “Service”). The Service is provided by Cartra AI, LLC, a Delaware limited liability company (“Cartra,” “we,” “us,” or “our”). Please read these Terms carefully. They include disclaimers and limits on our liability.

1. Acceptance of these terms

By creating an account, accessing, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

If you use the Service on behalf of a company or other organization, you represent that you have the authority to bind that organization to these Terms. In that case, “you” and “your” refer to both you and that organization (the “Customer”). If you do not have that authority, or the organization does not agree to these Terms, do not use the Service.

If the Customer has signed a separate written agreement or order form with Cartra that covers the Service (an “Order Form”), that agreement controls to the extent it conflicts with these Terms.

2. The Service

Cartra AI Logistics is a workflow-automation service for logistics and freight-forwarding businesses. Depending on how your organization sets it up, the Service may let you:

• chat with an AI assistant, Eva, using text, uploaded files, and voice input;
• configure automated workflows (called “pipelines” in the Service) that read and classify incoming email and take actions you choose, such as moving messages into folders;
• connect third-party accounts, such as email accounts, and business systems, such as freight ERP software, so the Service can work with the information in them;
• use the Customer’s e-Freight records from AI apps you choose, such as ChatGPT or Claude, through Cartra’s read-only e-Freight connector.

We may offer some features as beta, preview, or pilot features. These features may be incomplete, may change, and may be discontinued at any time.

3. Accounts and eligibility

• Business use. The Service is intended for business use only, not for personal, family, or household purposes.
• Age. You must be at least 18 years old and able to form a binding contract to use the Service.
• Work email. You must sign up with a work email address that you are authorized to use. We use your email address (usually its domain) to associate your account with the Customer organization it belongs to.
• Organization administrators. The Customer and the administrators it designates may manage your access to the Service and may be able to view and manage workflows, integrations, and content associated with your account.
• Security. You must provide accurate account information, keep your sign-in credentials secure, and not share your account with anyone else. Tell us promptly at team@cartra.ai if you believe your account has been accessed without authorization.
• Responsibility. You are responsible for all activity that occurs under your account, and the Customer is responsible for all activity of its users.

4. Acceptable use

You agree not to, and not to allow anyone else to:

• use the Service in violation of any applicable law or regulation, including export control and sanctions laws;
• upload, submit, or process content that infringes, misappropriates, or violates the intellectual property, privacy, or other rights of anyone, or that you do not have the right to share;
• upload malware or content that is unlawful, fraudulent, deceptive, harassing, defamatory, or otherwise harmful;
• use the Service or connected accounts to send spam or other unsolicited messages;
• probe, scan, or test the vulnerability of the Service, bypass its security or authentication measures, or access accounts or data you are not authorized to access;
• reverse engineer, decompile, or disassemble the Service, or otherwise try to derive its source code or underlying components, except to the extent applicable law expressly permits this despite this restriction;
• interfere with or disrupt the Service, place an unreasonable or excessive load on it, or circumvent any usage limits;
• access the Service using bots, scrapers, or other automated means, except through interfaces we provide for that purpose;
• use the Service or its outputs to build, train, or improve a competing product or service, including competing AI models;
• copy, resell, sublicense, rent, or otherwise make the Service available to anyone outside the Customer, except as we expressly allow;
• violate the terms of any third-party service that you connect to or use with the Service; or
• misrepresent your identity or your affiliation with any person or organization.

We may investigate suspected violations and take appropriate action, including removing content, disabling workflows or integrations, or suspending access.

5. Customer data

“Customer Data” means the data, content, and materials that you or your users submit to or through the Service, including messages, files, voice input, and information the Service accesses from your connected accounts and systems, together with the outputs the Service generates for you.

Ownership

As between you and Cartra, the Customer owns its Customer Data. We do not claim ownership of it.

How we use Customer Data

You grant Cartra a non-exclusive, worldwide, royalty-free license to host, copy, process, transmit, and display Customer Data only as needed to provide, maintain, support, and secure the Service; to improve the security, reliability, and operation of the Service (for example, by troubleshooting errors and preventing abuse); and to comply with law. We do not use Customer Data to train AI models.

We may collect and use information about how the Service is used, such as feature usage and performance metrics, to operate and improve the Service. We will not use this information in a way that discloses Customer Data or identifies the Customer to others.

Your responsibilities

You are responsible for your Customer Data and for having all rights, permissions, and consents needed to submit it to the Service and to let us process it as described in these Terms. This includes personal information about other people that may appear in emails, documents, and connected systems.

Our Privacy Policy explains how we collect, use, and protect personal information.

6. AI features and outputs

The Service uses artificial intelligence to generate responses, summaries, classifications, and other outputs. AI is probabilistic, so outputs may be inaccurate, incomplete, outdated, or inappropriate for your situation, and outputs similar to yours may be generated for others.

• Review before relying. You are responsible for reviewing outputs and deciding whether they are accurate and suitable before you rely on them, share them with customers, carriers, or authorities, or use them to make business decisions.
• Automated actions. When you configure a workflow to act automatically, such as classifying email and moving messages into folders, or reading or updating information in a connected system, the Service carries out those actions on your behalf without asking you to approve each one. You are responsible for configuring, testing, and monitoring your automations and for the actions they take. We recommend checking results regularly, especially after you change a workflow.
• Not professional advice. Outputs are not legal, customs, trade compliance, tax, financial, or other professional advice. Do not rely on the Service for customs classifications, regulatory filings, or compliance decisions without review by a qualified professional.

7. Third-party services and integrations

The Service lets you connect third-party services, such as email providers and business software. When you connect one, you authorize Cartra to access, retrieve, and act on data in that service, within the permissions you grant, as needed to provide the features you enable.

• Your use of a third-party service is governed by that provider’s own terms and privacy policy, not these Terms. You are responsible for complying with them and for having the right to connect the account.
• Cartra does not control third-party services and is not responsible for their availability, security, accuracy, or handling of your data.
• Third-party providers may change or restrict access to their services at any time, so specific integrations may change or stop being available.
• You may disconnect an integration at any time. Doing so may limit or disable features that depend on it.

The e-Freight connector for AI apps

The e-Freight connector lets users reach the Customer’s e-Freight records from AI apps they choose, such as ChatGPT or Claude. It is read-only: it can look up records but cannot create, change, or delete them.

• The Customer’s authorization. The Customer is responsible for having the right, under its agreement with the provider of e-Freight and under applicable law, to let Cartra access its e-Freight account and to make its e-Freight records, including personal information about its business partners and staff, available to its users and to the AI apps they connect. The Customer decides, through Cartra and its e-Freight access managers, which users may use the connector and what each of them may read, and is responsible for those choices.
• AI apps are third-party services. An AI app is provided by its own provider, such as OpenAI or Anthropic, under that provider’s terms and privacy policy. When the app asks for records through the connector, Cartra sends them to the app at your direction, and the app’s provider is responsible for how it handles them. Answers the app gives are written by the app, not by Cartra, so review them before relying on them.
• Acceptable use. Use the connector only with your own account, for the Customer’s internal business purposes, and in line with Section 4 and the AI app’s own usage policies. Do not share your access with anyone else or try to get around the connector’s access controls or usage limits. We may limit, suspend, or revoke connections that breach these Terms or put the Service or Customer Data at risk.
• You can disconnect an AI app at any time in Settings → Account → Connected apps or in the app itself.

8. Fees

We may offer free, trial, or pilot access to the Service, which we may change or end at any time. If you purchase paid access, the fees, billing terms, and subscription term are set out in your Order Form, and you agree to pay them as stated there. Unless your Order Form says otherwise, fees are stated in US dollars and are non-refundable except as required by law.

Fees do not include taxes. You are responsible for all sales, use, value-added, and similar taxes associated with your purchase, other than taxes based on Cartra’s net income. If undisputed fees are overdue, we may suspend access to paid features after giving you notice.

9. Intellectual property

Cartra and its licensors own all rights, title, and interest in and to the Service, including its software, design, documentation, and all improvements to it, as well as our names, logos, and trademarks. Customer Data is not part of the Service. Except for the limited rights expressly granted in these Terms, no rights are granted to you.

Subject to these Terms and payment of any applicable fees, Cartra grants you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service for the Customer’s internal business purposes.

If you send us feedback or suggestions about the Service, you agree that we may use them without restriction or any obligation to you.

10. Confidentiality

Each party may receive non-public information from the other that is marked confidential or that a reasonable person would understand to be confidential (“Confidential Information”). The Customer’s Confidential Information includes its Customer Data. Cartra’s Confidential Information includes non-public details about the Service and its pricing.

The receiving party will use the other party’s Confidential Information only to perform under or exercise its rights under these Terms, will protect it with at least reasonable care, and will share it only with its employees, contractors, and service providers who need to know it and are bound by confidentiality obligations at least as protective as these.

These obligations do not apply to information that is or becomes public through no fault of the receiving party, was already known to it, is independently developed by it, or is lawfully received from a third party without a duty of confidentiality. A party may disclose Confidential Information if required by law, after giving the other party prompt notice where legally permitted.

11. Suspension and termination

You may stop using the Service at any time. The Customer may close its account by contacting us at team@cartra.ai, subject to the terms of any Order Form.

We may suspend or terminate your access to all or part of the Service if you breach these Terms, if your use poses a security risk or could harm Cartra, the Service, or others, if required by law, or if fees are overdue. Where reasonable, we will try to give you notice before or promptly after suspending access. We may also stop providing the Service to you for any other reason by giving you at least 30 days’ notice.

When your access ends, your right to use the Service ends, and we may disable your account, workflows, and integrations, which stops any automated actions. If you ask within a reasonable period after termination, we will make reasonable efforts to provide your Customer Data in a commonly used format. We will delete Customer Data within a reasonable period after termination, except for data we must keep to comply with law and backup copies that are deleted on our regular schedule.

Sections of these Terms that by their nature should survive termination will survive, including those covering customer data responsibilities, fees owed, intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, and governing law.

12. Disclaimers

THE SERVICE AND ALL OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMITTED BY LAW, CARTRA AND ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, CARTRA DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE; THAT OUTPUTS WILL BE ACCURATE, COMPLETE, OR RELIABLE; THAT AUTOMATED ACTIONS WILL PERFORM AS INTENDED; OR THAT DATA WILL NOT BE LOST. CARTRA IS NOT RESPONSIBLE FOR ANY THIRD-PARTY SERVICE, INCLUDING ANY SERVICE YOU CONNECT TO THE SERVICE.

13. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL CARTRA OR ITS AFFILIATES, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA, OR THE COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF CARTRA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE FULLEST EXTENT PERMITTED BY LAW, CARTRA’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO CARTRA FOR THE SERVICE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE LIABILITY, AND (B) ONE HUNDRED US DOLLARS (US $100).

THESE LIMITATIONS APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE, AND THEY ARE AN ESSENTIAL BASIS OF THE AGREEMENT BETWEEN YOU AND CARTRA.

14. Indemnification

You will defend, indemnify, and hold harmless Cartra and its affiliates, officers, employees, and agents from and against any third-party claim, and any related losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees), arising out of or relating to:

• your Customer Data, including any claim that it infringes or violates anyone’s rights;
• your use of the Service in breach of these Terms or applicable law;
• the automations you configure and the actions they take; or
• your use of any third-party service with the Service.

We will give you prompt notice of the claim, reasonable cooperation at your expense, and control of its defense. You may not settle a claim in a way that imposes obligations on Cartra without our prior written consent.

15. Changes to the Service and these terms

We are continually improving the Service and may add, change, or remove features at any time.

We may update these Terms from time to time. When we do, we will update the “Last updated” date above. If we make a material change, we will give you reasonable advance notice, for example by email or through the Service, before it takes effect. By continuing to use the Service after updated Terms take effect, you agree to them. If you do not agree, stop using the Service. Changes will not apply retroactively.

16. Governing law and disputes

These Terms and any dispute arising out of or relating to them or the Service are governed by the laws of the State of Delaware, excluding its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

The state and federal courts located in Delaware have exclusive jurisdiction over any such dispute, and each party consents to personal jurisdiction and venue in those courts. However, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property or Confidential Information.

Before filing a claim, please contact us at team@cartra.ai so we can try to resolve the dispute informally.

17. General

Entire agreement. These Terms, together with our Privacy Policy and any Order Form, are the entire agreement between you and Cartra regarding the Service and supersede any prior agreements on that subject.

Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets, or to an affiliate.

Severability. If any provision of these Terms is found unenforceable, it will be enforced to the maximum extent permitted, and the remaining provisions will stay in full effect.

No waiver. Our failure to enforce any provision of these Terms is not a waiver of our right to enforce it later.

Force majeure. Neither party is liable for any delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control, such as natural disasters, war, labor disputes, government action, or failures of internet, utility, or third-party service providers.

Notices. We may give you notices by email to the address associated with your account or through the Service. You may give us notices by email to team@cartra.ai.

Relationship of the parties. The parties are independent contractors. These Terms do not create a partnership, joint venture, agency, or employment relationship, and there are no third-party beneficiaries to these Terms.

18. Contact us

If you have questions about these Terms, contact Cartra AI, LLC at team@cartra.ai.