1. Agreement to Terms

 

These Terms and Conditions ("Terms") constitute a legally binding agreement between you and Shovel Solutions LLC, a limited liability company ("Company," "Shovel," "we," "us," or "our") concerning your access to and use of the https://www.theshovelapp.com mobile application as well as any other media form, media channel, mobile website, or mobile application related, linked, or otherwise connected thereto (collectively, the "Service").

 

You agree that by accessing the Service, you have read, understood, and agree to be bound by all of these Terms. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICE AND YOU MUST DISCONTINUE USE IMMEDIATELY.

 

Our Privacy Policy describes what information we collect about you and about your business, why we collect it, who else receives it, and how long we keep it. It forms part of these Terms and is incorporated into them by reference. By using the Service you also agree to our Privacy Policy, which is available at https://www.theshovelapp.com/privacy-policy. Where these Terms and the Privacy Policy address the same subject, the Privacy Policy governs how we handle information.

 

You must be at least 18 years of age to use our Service. By using the Service, you represent and warrant that you are at least 18 years old. We do not knowingly permit any person under the age of 18 to create an account, use the payment functionality of the Service, or provide us with personal information, and we do not knowingly collect or transmit information relating to any person under the age of 13.

 

We reserve the right, in our sole discretion, to make changes or modifications to these Terms at any time and for any reason. We will alert you about any changes by updating the "Last Updated" date of these Terms, and you waive any right to receive specific notice of each such change.

 

 

2. Intellectual Property Rights

 

Unless otherwise indicated, the Service is our proprietary property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Service (collectively, the "Content") and the trademarks, service marks, and logos contained therein (the "Marks") are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the United States, international copyright laws, and international conventions.

 

The Content and the Marks are provided on the Service "AS IS" for your information and personal use only. Except as expressly provided in these Terms, no part of the Service and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

 

Provided that you are eligible to use the Service, you are granted a limited license to access and use the Service and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the Service, the Content and the Marks.

 

 

3. User Accounts

 

When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Service.

 

You are responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password, whether your password is with our Service or a third-party service.

 

You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

 

We may allow you to register for an account through third-party social media services. By doing so, you authorize us to access certain information from these social media accounts as permitted by the terms of service of these third-party providers.

 

SMS Communications Consent

 

By creating an account, providing a mobile telephone number, and agreeing to these Terms and Conditions, you provide your prior express consent to receive non-marketing, transactional SMS (text message) communications from Shovel Solutions LLC in connection with your use of the Service. Such communications may include, without limitation, account registration and access messages, user invitations that you initiate, security and authentication alerts, service-related notifications, and customer support communications.

 

You acknowledge and agree that consent to receive SMS messages is not a condition of any purchase or payment. Message frequency will vary based on account activity and user actions. Message and data rates may apply as determined by your wireless carrier.

 

You may withdraw your consent to receive SMS messages at any time by replying STOP to any message. For assistance, you may reply HELP. Opting out of SMS communications may limit or prevent your ability to receive certain Service-related notifications via text message.

 

 

4. User-Generated Content

 

The Service may allow you to post, link, store, share and otherwise make available certain information, text, graphics, videos, or other material ("User Content"). You are responsible for the User Content that you post to the Service, including its legality, reliability, and appropriateness.

 

By posting User Content to the Service, you grant us the right and license to use, modify, publicly perform, publicly display, reproduce, and distribute such User Content on and through the Service. You retain any and all of your rights to any User Content you submit, post or display on or through the Service and you are responsible for protecting those rights.

 

You represent and warrant that: (i) the User Content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of your User Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.

 

Copyright Infringement and DMCA Policy

 

We respect the intellectual property rights of others. It is our policy to respond to any claim that Content posted on the Service infringes the copyright or other intellectual property infringement of any person.

 

If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our copyright agent with the following information in accordance with the Digital Millennium Copyright Act (DMCA):

 

An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest

 

A description of the copyrighted work that you claim has been infringed

 

A description of where the material that you claim is infringing is located on the Service

 

Your address, telephone number, and email address

 

A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law

 

A statement by you, made under penalty of perjury, that the above information is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf

 

You may send this notice to: info@theshovelapp.com.

 

 

5. Prohibited Activities

 

You may not access or use the Service for any purpose other than that for which we make the Service available. The Service may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.

 

As a user of the Service, you agree not to:

 

Engage in any illegal activities or use the Service for any unlawful purpose.

 

Harass, abuse, or harm another person, or advocate harm against others.

 

Send spam, chain letters, or other unsolicited communications through the Service.

 

Systematically retrieve data or other content from the Service to create or compile a collection, database, or directory.

 

Attempt to bypass any measures designed to prevent or restrict access to the Service, or any portion thereof.

 

Sell or otherwise transfer your profile or account access.

 

Impersonate another user or person or use the username of another user.

 

Use any information obtained from the Service in order to harass, abuse, or harm another person, or interfere with, disrupt, or create an undue burden on the Service or the networks or services connected to the Service.

 

Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material that interferes with any party's uninterrupted use and enjoyment of the Service.

 

Use the Service or the payment functionality of the Service for any personal, family, or household purpose, or on behalf of any person or entity other than yourself or the business you are authorized to represent.

 

Use location information made available to you through the Service for any purpose other than coordinating the haul to which it relates, or in any manner that violates applicable law.

 

 

6. Purchases and Payment

 

Payments made through the Service are processed by bank transfer (ACH and, where available, real-time payments) through our payment services provider, Dwolla, Inc. ("Dwolla"), as described in Section 7. Certain fees payable to Shovel may also be paid by credit card.

 

You agree to provide current, complete, and accurate purchase and account information for all purchases and payments made via the Service. You further agree to promptly update your account and payment information, including your email address, linked bank account, and payment method, so that we can complete your transactions and contact you as needed.

 

We reserve the right to refuse any order or payment instruction placed through the Service. We may, in our sole discretion, limit or cancel transaction volumes per user, per account, or per order. These restrictions may include transactions placed by or under the same user account, the same payment method, and/or transactions that use the same billing address.

 

All prices are subject to change without notice. We reserve the right to correct any errors in pricing and availability, even if we have already requested or received payment.

 

Fees

 

Shovel charges a fee in connection with payments facilitated through the Service. Before you authorize any payment, the Service will display the amount of the payment, the recipient, the goods or services being paid for, the funding source that will be used, and the amount of any fee that will be charged in connection with that payment. No fee will be charged to you until it has first been disclosed to you and you have authorized the payment. Current fee schedules are also available within the Service and upon request from Shovel using the contact information in Section 16.

 

Refunds and Cancellations

 

Except as otherwise required by applicable law, subscription fees and platform fees paid to Shovel are non-refundable. This does not limit any rights you may have with respect to unauthorized or erroneous electronic fund transfers under applicable law, or your ability to dispute a transaction as described in Section 7 and Section 12.

 

 

7. Payment Processing Through Dwolla

 

7.1 Payment Services Are Provided by Dwolla

 

Shovel is not a bank, money transmitter, or payment processor, and Shovel does not receive, hold, or transmit funds. Payment functionality within the Service is provided by Dwolla, Inc. ("Dwolla"), and all funds transfers are performed by Dwolla's financial institution partners. Your use of the payment functionality of the Service is subject to this Section 7 in addition to the remainder of these Terms.

 

7.2 Users Who Send Payments or Hold a Balance

 

In order to use the payment functionality of the Shovel application to send payments or hold a balance, you must open a "Dwolla Platform" account provided by Dwolla, Inc. and you must accept the Dwolla Terms of Service (https://www.dwolla.com/legal/tos) and Dwolla Privacy Policy (https://www.dwolla.com/legal/privacy). Any funds held in or transferred through the Dwolla account are held or transferred by Dwolla's financial institution partners (https://www.dwolla.com/legal/about-our-financial-institution-partners/) as described in the Dwolla Terms of Service.

 

You authorize Shovel Solutions LLC to collect and share with Dwolla your personal information, including your full name, date of birth, Social Security number, physical address, email address, and financial account information, and you are responsible for the accuracy and completeness of that data. If you open an account on behalf of a business entity, you also authorize us to collect and share with Dwolla the same categories of information for the individual who controls that entity and for any individual who owns 25 percent or more of that entity, and you certify that the information provided is complete and correct to the best of your knowledge.

 

You understand that you will access and manage your Dwolla account through the Shovel application, and that Dwolla account notifications will be sent by Shovel, not by Dwolla. Shovel will provide customer support for your Dwolla account activity and can be reached at https://www.theshovelapp.com, info@theshovelapp.com, and (662) 384-6098.

 

7.3 Users Who Only Receive Payments

 

If you use the Service solely to receive payments, you will not open a Dwolla account. You expressly authorize Shovel Solutions LLC's service provider, Dwolla, Inc., to originate credit transfers to your financial institution account. You authorize Shovel Solutions LLC to collect and share with Dwolla your personal information, including your full name, email address, and financial account information, and you are responsible for the accuracy and completeness of that data. Dwolla's Privacy Policy is available here (https://www.dwolla.com/legal/privacy/).

 

7.4 Authorization of Transfers

 

Before any transfer is initiated from a bank account you have linked to the Service, the Service will identify the funding source to be used and will obtain your authorization for that transfer. If the Service allows payments to be initiated from your linked bank account in variable amounts at a later time, you will be asked to provide a separate authorization at the time you add that bank account, and you may revoke that authorization at any time by removing the bank account from your account settings or by contacting us using the information in Section 16. If you authorize recurring payments of a fixed amount on a regular schedule, we will notify you by email once those payments are set up and will honor timely requests to cancel them.

 

Certain transfers initiated over real-time payment networks are irrevocable and cannot be canceled or reversed once sent. Where a transfer is irrevocable, the Service will identify it as such before you authorize it.

 

7.5 Linked Bank Accounts

 

You may link one or more bank accounts to the Service to act as funding sources. You represent and warrant that you are the owner of, or are authorized to transact on, any bank account you link. A linked bank account must be verified before it may be used to send funds. You may remove a linked bank account at any time through the Service, and we will not initiate any transfer using a bank account after it has been removed. Removing a bank account also revokes any transfer authorization associated with that bank account.

 

7.6 Notifications and Support

 

You will receive email notifications regarding account creation, bank account addition, verification and removal, and the initiation, completion, cancellation, or failure of transfers. It is your responsibility to maintain a current email address in your account. Shovel is responsible for supporting your use of the Service and your Dwolla account activity, including resolving disputes between you and other users of the Service. Dwolla has no obligation to provide dispute resolution support. If you require Dwolla's customer support directly, Dwolla may be reached at support@dwolla.com and 1-888-289-8744.

 

7.7 Termination of Payment Functionality

 

If your relationship with Shovel is terminated and you hold a balance at the time of termination, those funds will be disbursed to a bank account you have linked to the Service, or otherwise handled in accordance with these Terms and applicable law, prior to the closure of your account.

 

 

8. Location Information

 

8.1 How the Service Uses Your Location

 

The Service uses your device's precise location to provide its core functions. It does so in four ways: showing where you are on a map and finding pits near you; providing turn-by-turn navigation to a job site or a pit; reporting your position while you are hauling a load; and recording where a load was collected and where it was delivered.

 

8.2 Background Location

 

Reporting your position while you are hauling a load is the only use that continues while the application is running in the background. Background location reporting is per haul and requires your consent. It begins when you start a haul, it stops itself when the haul ends, and while it is running your device displays an ongoing notification.

 

You may decline background location access and continue to use the Service, and you may revoke any location permission at any time through your device settings. Declining or revoking location access will prevent some features of the Service from working, including navigation and live load tracking.

 

8.3 Who Sees Your Location

 

While you are hauling a load, your position is made available to the pit and to the customer for that load, so that they can see the load is on its way. Your location is not made available to other users of the Service, and it is not used to build a profile of your movements outside the hauls you have chosen to accept. Location records are retained for 30 days and are then deleted, as described in our Privacy Policy.

 

8.4 Fleets and Dispatchers

 

If you operate a fleet, dispatch drivers, or otherwise create accounts for or direct other people who will use the Service, you are responsible for informing those individuals that the Service collects and reports precise location during hauls, and for obtaining any consent or providing any notice required by applicable law, including any law governing the tracking of employees or contractors. You represent and warrant that you have done so, and you agree to indemnify Shovel against any claim arising from your failure to do so.

 

8.5 Accuracy

 

Location, mapping, and routing information is provided for general informational purposes and may be inaccurate, incomplete, or delayed. You remain solely responsible for the safe and lawful operation of any vehicle, as described in Section 9.

 

 

9. Driver Responsibility and Transportation Risk Disclaimer

 

No Transportation or Driving Services.

 

Shovel Solutions LLC ("Shovel") is a technology platform that facilitates communication, scheduling, and information exchange between independent third parties. Shovel does not provide transportation services, motor carrier services, dispatch services, or driving services, and does not operate, control, maintain, own, lease, or manage any vehicle, equipment, or load.

 

No Control Over Drivers or Vehicles.

 

Shovel does not employ, supervise, direct, train, qualify, or control any drivers, vehicle operators, carriers, contractors, or hauling companies. All drivers and vehicle operators using the Service act independently and at their own discretion, and are solely responsible for their actions and omissions.

 

Sole Responsibility for Safe Operation and Legal Compliance.

 

You acknowledge and agree that the safe and lawful operation of any vehicle, including without limitation dump trucks or other heavy-haul vehicles, is solely the responsibility of the driver and/or the vehicle owner or operator, and not Shovel. This includes, without limitation, responsibility for:

 

Complying with all applicable traffic laws, regulations, and ordinances;

 

Possessing and maintaining all required licenses, endorsements, permits, and certifications;

 

Compliance with vehicle weight limits, load securement requirements, routing restrictions, and applicable federal, state, and local transportation laws;

 

Assessing road, traffic, weather, construction, and site conditions;

 

Determining whether any route, instruction, destination, or job location is safe or lawful to access.

 

No Liability for Accidents, Citations, or Damages.

 

To the maximum extent permitted by applicable law, Shovel expressly disclaims any and all responsibility or liability for:

 

Traffic citations, tickets, fines, penalties, or violations;

 

Vehicle accidents, collisions, overturns, rollovers, or mechanical failures;

 

Personal injury, serious bodily injury, or death;

 

Property damage, environmental damage, or cargo loss;

 

Any claims arising out of or related to the operation, loading, routing, parking, or movement of any vehicle used in connection with the Service.

 

Information-Only Platform.

 

Any routes, locations, schedules, job details, or other information made available through the Service are provided for general informational purposes only. Shovel does not guarantee the accuracy, legality, safety, or suitability of any such information and does not provide driving, routing, safety, or operational instructions. You remain solely responsible for independently verifying all information before acting upon it.

 

Assumption of Risk.

 

By using the Service, you knowingly and voluntarily assume all risks associated with operating heavy-haul vehicles, including risks inherent in commercial trucking and construction-site transportation. You expressly agree that such risks are your responsibility alone.

 

No Carrier, Broker, or Employer Relationship.

 

Nothing in these Terms or in your use of the Service creates any joint venture, partnership, employment, agency, motor carrier, broker, or dispatcher relationship between you and Shovel.

 

 

10. Limitation of Liability

 

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL SHOVEL SOLUTIONS LLC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE TO ANY PERSON FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COVER, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, REVENUE, SALES, GOODWILL, USE OF CONTENT, IMPACT ON BUSINESS, BUSINESS INTERRUPTION, LOSS OF ANTICIPATED SAVINGS, LOSS OF BUSINESS OPPORTUNITY) HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, CONTRACT, TORT, WARRANTY, BREACH OF STATUTORY DUTY, NEGLIGENCE OR OTHERWISE, EVEN IF THE LIABLE PARTY HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES OR COULD HAVE FORESEEN SUCH DAMAGES.

 

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF SHOVEL SOLUTIONS LLC AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS RELATING TO THE SERVICES WILL BE LIMITED TO AN AMOUNT NOT TO EXCEED ONE HUNDRED DOLLARS ($100) OR ANY AMOUNTS ACTUALLY PAID IN CASH BY YOU TO SHOVEL SOLUTIONS LLC FOR THE PRIOR ONE MONTH PERIOD PRIOR TO THE FIRST EVENT OR OCCURRENCE GIVING RISE TO SUCH LIABILITY.

 

Nothing in this section limits or excludes any liability that cannot be limited or excluded under applicable law, including any rights you may have under federal or state law governing electronic fund transfers. The limitations and exclusions in this section apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.

 

 

11. Disclaimer of Warranties

 

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICE.

 

WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SERVICE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SERVICE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SERVICE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

 

THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

 

SOME JURISDICTIONS DO NOT ALLOW EXCLUSION OF WARRANTIES OR LIMITATIONS ON THE DURATION OF IMPLIED WARRANTIES, SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU IN THEIR ENTIRETIES, BUT WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

 

 

12. Dispute Resolution

 

Disputes With Other Users. Shovel is responsible for resolving disputes between you and other users of the Service that relate to jobs, loads, tickets, or payments arranged through the Service. You should raise any such dispute with us first, using the contact information in Section 16.

 

Mediation and Arbitration. In the event of a dispute between you and Shovel, the parties agree to first attempt to resolve the matter through good faith negotiations. If the dispute cannot be resolved through negotiations, the parties agree to mediation. If mediation is unsuccessful, the dispute shall be resolved through binding arbitration under the rules of the American Arbitration Association.

 

 

13. Governing Law

 

These Terms shall be governed by and construed in accordance with the laws of the State of Mississippi, without regard to its conflict of law provisions. Shovel Solutions LLC and you irrevocably consent that the state and federal courts located in Lafayette County, Mississippi shall have exclusive jurisdiction to resolve any dispute which may arise in connection with these Terms, subject to Section 12.

 

Apple App Store Specific Terms

 

If you access the Service via an application downloaded from the Apple App Store, you acknowledge and agree that:

 

These Terms are between you and Shovel Solutions LLC only, not with Apple Inc. ("Apple"), and Apple is not responsible for the Service or its content.

 

Apple has no obligation to furnish any maintenance or support services with respect to the Service.

 

In the event of any failure of the Service to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price (if any) for the application to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Service.

 

Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service.

 

Apple and Apple's subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right to enforce these Terms against you as a third-party beneficiary.

 

Google Play Store Specific Terms

 

If you access the Service via an application downloaded from Google Play Store, you acknowledge and agree that you have reviewed and agree to the Google Play Terms of Service. These Terms are between you and Shovel Solutions LLC only, and not with Google LLC.

 

 

14. Termination

 

We may terminate or suspend your account and bar access to the Service immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever and without limitation, including but not limited to a breach of the Terms.

 

If you wish to terminate your account, you may simply discontinue using the Service, or contact us to request account deletion. Any balance held in your account at the time of termination will be handled as described in Section 7.7. Our Privacy Policy describes what information is deleted when you close your account and what information is retained.

 

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

 

 

15. Changes to Terms

 

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

 

By continuing to access or use our Service after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Service.

 

 

16. Contact Information

 

If you have any questions about these Terms, or about any payment, transfer, or account activity within the Service, please contact us:

 

Shovel Solutions LLC

 

1205 Office Park Drive, Oxford, MS 38655

 

Email: info@theshovelapp.com

 

Telephone: (662) 384-6098

 

Website: https://www.theshovelapp.com