Terms of Service

These Terms constitute a legally binding agreement between Nardoni Digital LLC (“Nardoni Digital,” “we,” “us,” or “our”), a North Carolina limited liability company, and you, the FedEx Ground independent service provider or other business entity accessing the Service (“Customer,” “you,” or “your”).

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. If you lack such authority, do not use the Service.

MyGroundOps is a software-as-a-service platform designed for FedEx Ground independent service providers (“ISPs”). The Service provides tools for fleet operations management, driver management, daily scheduling, performance tracking, compliance documentation, and related operational functions.

We reserve the right to modify, expand, or discontinue features of the Service at any time. We will endeavor to provide reasonable advance notice of material changes that adversely affect core functionality.

MyGroundOps is an independent product. It is not affiliated with, endorsed by, or sponsored by FedEx Corporation or any of its subsidiaries.

Your use of MyGroundOps does not affect, modify, or supersede any obligations you have under your agreement with FedEx Corporation as an independent service provider. You are solely responsible for ensuring your use of the Service complies with your FedEx ISP agreement and all applicable FedEx operational requirements. FedEx may have the right to audit certain operational data under your ISP agreement; we will comply with any legally binding requests we receive from FedEx relating to your account.

To use the Service, you must create an account and provide accurate, complete, and current information about your company. You are responsible for maintaining the accuracy of your account information and for all activity that occurs under your account.

Authorized users are individuals you designate to access the Service on your behalf, including drivers and staff. You are solely responsible for managing authorized users, their permissions, and ensuring they comply with these Terms.

Each account is intended for a single station or operational unit. You may not create multiple accounts to circumvent plan limitations or for purposes not contemplated by these Terms.

You are responsible for safeguarding your account credentials. You must notify us immediately at legal@nardonidigital.com if you become aware of any unauthorized use of or access to your account.

Free Trial. New accounts receive a fourteen (14) day free trial. No payment is required during the trial period. At the end of the trial, your account will be automatically converted to a paid subscription and you will be charged the applicable monthly fee unless you cancel before the trial expires.

Billing. Subscriptions are billed monthly in advance via Stripe. By providing a payment method, you authorize us to charge that method for all fees incurred under your account. All fees are stated in U.S. dollars.

No Refunds. All fees are non-refundable. If you cancel your subscription, you will retain access to the Service until the end of your current billing period, after which your account will be deactivated.

Failed Payments. If a payment fails, we will notify you and attempt to retry the charge. If payment remains outstanding after a reasonable period, we may suspend or terminate your account without further notice.

Taxes. You are responsible for any taxes, levies, or duties imposed in connection with your purchase, excluding taxes based on our net income.

We reserve the right to change our pricing at any time. We will provide at least thirty (30) days’ notice before any price change takes effect for existing subscribers.

You agree not to use the Service:

• For any unlawful purpose or in violation of any applicable federal, state, or local laws or regulations;
• To share, sell, resell, sublicense, or provide access to the Service to any third party not authorized under your account;
• To reverse engineer, decompile, disassemble, or attempt to derive the source code, algorithms, or underlying structure of the Service;
• To interfere with, disrupt, or damage the integrity or performance of the Service or its underlying infrastructure;
• To upload or transmit any viruses, malware, or other harmful code;
• To scrape, crawl, or extract data from the Service by automated means without our written consent;
• To impersonate any person or entity or misrepresent your affiliation with any person or entity.

We reserve the right to suspend or terminate access to any account that we reasonably believe is in violation of this section.

Your Data.You retain all right, title, and interest in and to the data you input into the Service, including driver records, route data, vehicle information, and operational metrics (“Customer Data”).

License to Us. You grant Nardoni Digital a limited, non-exclusive, worldwide license to access, process, store, and use Customer Data solely to the extent necessary to provide and improve the Service for you. We do not sell Customer Data or use it for purposes unrelated to providing the Service.

Data Export. You may request an export of your Customer Data at any time during your active subscription by contacting support. We will provide a machine-readable export within ten (10) business days of a verified request.

Post-Cancellation Retention. Upon termination or cancellation of your account for any reason, we will retain your Customer Data for thirty (30) days, during which time you may request an export. After thirty (30) days, we will delete your Customer Data from our systems, except as required by law or retained in anonymized form for aggregate analytics. Backup copies may persist for up to ninety (90) days before being purged.

Our collection and use of personal information in connection with the Service is described in our Privacy Policy, which is incorporated into these Terms by reference. By using the Service, you consent to the data practices described in our Privacy Policy.

The Service, including all software, user interfaces, text, graphics, logos, and documentation (“Nardoni Digital Content”), is owned by or licensed to Nardoni Digital LLC and is protected by intellectual property laws. These Terms do not grant you any right, title, or interest in the Service or Nardoni Digital Content except for the limited right to use the Service as permitted by these Terms.

Any feedback, suggestions, or ideas you provide to us regarding the Service (“Feedback”) are provided on a non-confidential basis and may be used by us without restriction and without any obligation to compensate you.

Each party may have access to information that is confidential to the other party (“Confidential Information”). Each party agrees to hold the other’s Confidential Information in confidence using at least the same degree of care it uses to protect its own confidential information (but no less than reasonable care), and not to disclose such Confidential Information to third parties without the other party’s prior written consent, except as required by law.

Our platform features, pricing, and technical architecture constitute our Confidential Information. Your Customer Data, business operations, and driver information constitute your Confidential Information.

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. WE MAKE NO GUARANTEES REGARDING UPTIME, AVAILABILITY, OR SUITABILITY OF THE SERVICE FOR ANY PARTICULAR OPERATIONAL REQUIREMENT. WE DO NOT PROVIDE A SERVICE LEVEL AGREEMENT (SLA) OR UPTIME GUARANTEE. SCHEDULED MAINTENANCE AND UNPLANNED OUTAGES MAY OCCUR WITHOUT PRIOR NOTICE.

You acknowledge that your use of the Service is at your sole risk. We are not responsible for any errors or omissions in data you enter into the Service or for decisions you make based on information displayed by the Service.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NARDONI DIGITAL LLC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT WILL NARDONI DIGITAL’S AGGREGATE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICE EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOU IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100.00).

Some jurisdictions do not allow the exclusion of certain warranties or the limitation of certain types of liability. In those jurisdictions, our liability is limited to the maximum extent permitted by applicable law.

You agree to indemnify, defend, and hold harmless Nardoni Digital LLC and its officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or in any way connected with: (a) your use of or access to the Service; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; (d) your Customer Data or any content you submit to the Service; or (e) any dispute between you and a third party, including your drivers or staff.

By You. You may cancel your subscription at any time through your account settings or by contacting support. Cancellation takes effect at the end of your current billing period.

By Us. We may suspend or terminate your access to the Service at any time, with or without cause, upon reasonable notice. We may terminate immediately and without notice if we determine that you have violated these Terms or that continued access would pose a risk to the Service or other users.

Effect of Termination. Upon termination, your right to access and use the Service will immediately cease. Provisions that by their nature should survive termination will survive, including without limitation: Data Ownership (Section 6), Intellectual Property (Section 8), Confidentiality (Section 9), Warranties and Disclaimers (Section 10), Limitation of Liability (Section 11), Indemnification (Section 12), Governing Law (Section 14), and General (Section 16).

These Terms and any dispute arising out of or related to them or the Service will be governed by the laws of the State of North Carolina, without regard to its conflict of laws principles.

Binding Arbitration.Any dispute, claim, or controversy arising out of or relating to these Terms or the use of the Service that cannot be resolved informally shall be resolved by binding arbitration administered in Mecklenburg County, North Carolina, in accordance with the arbitration rules of the American Arbitration Association (“AAA”). The arbitrator’s decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Class Action Waiver. You agree that any arbitration or proceeding shall be limited to the dispute between us individually. To the fullest extent permitted by law, no arbitration or proceeding will be joined with another, and there is no right to arbitrate any dispute as a class action or to utilize class action procedures.

Nothing in this section prevents either party from seeking emergency injunctive relief from a court of competent jurisdiction where necessary to prevent irreparable harm.

We may update these Terms from time to time. For material changes, we will provide at least fourteen (14) days’ advance notice by email to the address associated with your account or by prominent notice within the Service. Your continued use of the Service after the effective date of revised Terms constitutes your acceptance of those changes.

We will maintain a history of material changes to these Terms. If you object to any changes, your sole remedy is to cancel your subscription before the new Terms take effect.

Entire Agreement. These Terms, together with our Privacy Policy and any order forms or supplemental agreements you execute with us, constitute the entire agreement between you and Nardoni Digital with respect to the Service and supersede all prior agreements, representations, and understandings.

Severability. If any provision of these Terms is found to be invalid or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

No Waiver. Our failure to enforce any provision of these Terms will not be construed as a waiver of our right to do so in the future.

No Assignment. You may not assign or transfer these Terms or your rights under them, by operation of law or otherwise, without our prior written consent. We may freely assign these Terms in connection with a merger, acquisition, or sale of substantially all of our assets.

Force Majeure. Neither party will be liable for delays or failures in performance resulting from events beyond their reasonable control, including natural disasters, internet outages, or government actions.

Data Breach Notification. If Nardoni Digital discovers a confirmed breach of security affecting your Customer Data, we will notify you within thirty (30) days of that discovery by email to the address associated with your account.

If you have questions about these Terms, please contact us at: