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Legal – Terms of Service

Meridian Dispatchers Terms of Service

These Terms of Service (the “Terms”) constitute a legally binding agreement between you and Meridian Dispatchers (the “Company,” “we,” “us,” or “our”) governing your access to and use of the Company’s website at meridiandispatchers.com (the “Site”) and the freight dispatch services provided by the Company (the “Services”). Please read them carefully, together with our Privacy Policy, which is incorporated herein by reference.

Version
2.0
Effective Date
04 May 2026
Last Reviewed
04 May 2026
Important – Binding Arbitration, Class-Action & Jury-Trial Waiver

These Terms contain a binding arbitration provision, a class-action waiver, and a jury-trial waiver (Section 18). By accessing the Site or engaging the Services, you agree to resolve disputes on an individual basis through arbitration and to waive any right to a jury trial or class proceeding, except where prohibited by applicable law. You may opt out of arbitration in accordance with the procedure set out in Section 18.4 within thirty (30) days of first acceptance of these Terms.

Section 01

Acceptance of Terms

By accessing the Site, submitting an inquiry, executing a Dispatch Agreement, or otherwise engaging the Services, you represent and warrant that (i) you have read and understood these Terms; (ii) you have the legal capacity and authority to enter into these Terms and to bind the motor carrier, owner-operator, fleet owner, or other entity on whose behalf you act; and (iii) you agree to be bound by these Terms and by any additional terms incorporated herein by reference, including the Company’s Privacy Policy.

If you do not agree to these Terms in their entirety, you must not access the Site, submit information to the Company, or use the Services. Continued use of the Site or Services following the effective date of any amendment constitutes acceptance of the amended Terms.

Section 02

The Site & Its Owner

For the purposes of these Terms, the term “Site” includes, without limitation, meridiandispatchers.com and any subdomains, the Company’s online forms and account portals, the Company’s mobile-optimized interfaces, and other online offerings operated by or on behalf of the Company that exclusively link to these Terms and the Privacy Policy.

The Site is maintained, owned, operated, licensed, and controlled by or on behalf of the Company from the United States of America. The use of the term “Company Parties” within these Terms means the Company together with its parent companies, affiliates, subsidiaries, sister companies, and each of their respective shareholders, members, managers, directors, officers, employees, contractors, and authorized representatives.

From time to time the Company may engage third-party service providers to administer functions on its behalf via their own websites or platforms (including, without limitation, load-board operators, payment processors, factoring intermediaries, and onboarding-document repositories). Although the Company can access certain functions and information collected via those third-party platforms for purposes such as carrier onboarding, document verification, and load sourcing, each such platform is subject to the applicable third party’s own terms and privacy notice unless these Terms and the Privacy Policy are exclusively linked thereon.

Section 03

Definitions

For the purposes of these Terms, the following capitalized terms have the meanings set out below. Capitalized terms not defined here have the meaning ascribed elsewhere in these Terms.

  • Client – the natural or legal person that engages the Company to provide Services, including, without limitation, owner-operators, motor carriers, and fleet owners.
  • Dispatch Agreement – the written or electronically executed agreement between the Company and the Client setting out the commercial terms of service, including fee structure and scope.
  • Load – a discrete freight shipment procured, negotiated, or facilitated by the Company on the Client’s behalf.
  • Broker – a third-party property broker, freight forwarder, or shipper with whom the Company communicates in the course of sourcing Loads.
  • Equipment – the tractors, trailers, and ancillary vehicles operated by the Client.
  • Operating Authority – the Client’s active motor carrier authority issued by the U.S. Federal Motor Carrier Safety Administration (“FMCSA”), including a valid MC or DOT number in good standing.
  • Services – the dispatch, load-booking, rate-negotiation, administrative-support, and ancillary services offered by the Company to the Client.
  • Gross Load Revenue – the total amount payable to the Client (whether by the Broker, shipper, or factoring company) in respect of a Load, including line-haul charges, fuel surcharges, detention, layover, stop-off charges, and other accessorials, but excluding (i) lumper fees actually advanced by the Client to a third party and reimbursed on a pass-through basis; (ii) tolls and fuel-tax reimbursements paid through to the Client on a pass-through basis; and (iii) any taxes collected from the payer on behalf of a taxing authority.
Section 04

Description of Services

The Company offers freight dispatch services designed to connect qualified motor carriers and owner-operators with compensated Loads. The Services may include, without limitation:

  • Sourcing and vetting Loads from load boards, direct shipper relationships, and broker networks;
  • Negotiating Load rates, detention, and accessorial charges on the Client’s behalf;
  • Preparing and processing rate confirmations, bills of lading, proofs of delivery, and related administrative documentation;
  • Facilitating broker and shipper setups, including credit review and carrier-packet submission;
  • Providing operational support, including check-calls, appointment coordination, and breakdown assistance.

The Company acts solely as the Client’s agent for the limited purpose of sourcing and arranging Loads. The Company is not a motor carrier, property broker, freight forwarder, shipper, or consignee, and does not take title to, physical possession of, or legal responsibility for any cargo. The Client remains at all times the responsible motor carrier for each Load transported.

Section 05

Eligibility & Onboarding

Minimum Requirements

To engage the Services, the Client must (i) be at least eighteen (18) years of age; (ii) act in a commercial capacity; (iii) hold active Operating Authority in good standing; (iv) maintain the insurance coverages required by applicable law and by this Section 5; and (v) satisfy any additional onboarding criteria the Company may reasonably impose.

Documentation

Prior to the commencement of Services, the Client shall provide, and shall keep current throughout the engagement, the following documentation:

  • MC Authority (active and in good standing);
  • Certificate of Insurance evidencing minimum coverages as set out in Section 5.3;
  • IRS Form W-9;
  • Notice of Assignment (if factoring);
  • Void check or direct-deposit authorization;
  • Valid commercial driver’s license for each driver;
  • Current vehicle registration for each item of Equipment.

Insurance

The Client shall, at its sole cost, procure and maintain throughout the engagement (i) commercial automobile liability insurance with combined single-limit coverage of not less than one million dollars (USD 1,000,000); (ii) motor-truck cargo insurance with coverage of not less than one hundred thousand dollars (USD 100,000) per occurrence; and (iii) any additional coverage mandated by Brokers, shippers, or applicable law. Upon reasonable request, the Client shall name the Company as a certificate holder for notice purposes only.

Right of Refusal

The Company reserves the right, in its sole and reasonable discretion, to decline to onboard any prospective Client, to terminate an engagement, or to refuse to source Loads for a Client whose documentation is incomplete, whose safety or CSA scores are, in the Company’s judgment, unacceptable, or whose conduct is otherwise inconsistent with these Terms.

Section 06

Engagement & Authority

Upon execution of a Dispatch Agreement, the Client appoints the Company as its limited, non-exclusive agent for the purpose of sourcing, negotiating, and arranging Loads on the Client’s behalf. This appointment:

  • Is limited in scope to the activities expressly authorized in these Terms and in the Dispatch Agreement;
  • Does not constitute a partnership, joint venture, employment relationship, or agency for any purpose outside the scope of the Services;
  • May be revoked by the Client at any time in accordance with Section 11 (Term & Termination).

The Client retains full and exclusive authority over all operational, safety, and transport decisions, including, without limitation, route selection, hours-of-service compliance, Load acceptance, and driver assignment. The Company shall not be deemed to have operational control of any Load, vehicle, or driver. No Load shall be booked without the Client’s prior approval.

Section 07

User Account

Before you can make use of certain features or functions associated with the Site, you may be required to register and create an account. You agree and warrant that all information you provide to the Company through the Site, including, without limitation, contact information and registration information, is truthful, accurate, and up-to-date. You further agree to maintain the accuracy of your account information and to inform the Company promptly of any changes, including any change to your registered email address.

You are responsible for maintaining the confidentiality of your account credentials and password, and you agree to accept responsibility for all activities that occur under your account. You agree to immediately notify the Company of any unauthorized use of your account or any other breach of security of which you become aware. The Company Parties (and any third-party service providers acting on their behalf) are neither responsible for, nor liable for, any loss or other injury that you may incur as a result of someone else using your account or password, with or without your knowledge.

By creating an account, you consent to receive communications from or on behalf of the Company electronically via the email address associated with your account. Although you may opt out of marketing emails at any time, the Company reserves the right to email you informational communications, administrative notices, or transactional information as permitted under the CAN-SPAM Act or other applicable law.

You are expressly prohibited from selling, trading, assigning, or transferring your account (including any email address associated with such account). The Company has final discretion in granting accounts and reserves the right to refuse or revoke access without explanation.

SMS / Text-Message Communications

Where you provide a mobile telephone number to the Company and opt in to receive text messages (SMS or MMS), you consent to receive messages from the Company concerning your account, dispatch operations, load updates, and other transactional or service-related matters. Message frequency varies based on your activity. Standard message and data rates may apply, depending on your carrier plan. Consent to receive text messages is not a condition of any purchase or use of the Services, and may be withdrawn at any time by replying STOP to any message received from the Company, or HELP for assistance.

The Company does not share, sell, rent, lease, or otherwise transfer mobile opt-in data, SMS consent records, or mobile telephone numbers collected for SMS purposes to any third party, affiliate, or partner for marketing, promotional, lead-generation, or any other purpose. Please refer to Section 06 of the Privacy Policy for the complete disclosure regarding Mobile Opt-In Data.

Section 08

Acceptable Use & Prohibited Conduct

The Site is intended for use in a prospective-client, client, or commercial context in relation to the Company. By accessing or using the Site, you acknowledge that you are using it for one or more of those permitted purposes, and not in an individual or household consumer context.

The use of any content or materials on or from the Site on any other website or networked computer environment is prohibited, except as expressly permitted by these Terms or in a separate signed writing between you and the Company. Without limiting the foregoing, content or materials on or from the Site may not be used for your own commercial benefit, or that of a third party, except as expressly permitted herein. Such content may not be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way. Modification of the content or materials, or use of the content or materials for any other purpose, is a violation of the Company’s copyrights and other proprietary rights.

You agree not to use the Site (or its contents) in any manner:

  • (a) to violate or infringe upon the privacy, publicity, copyright, trademark, trade secret, personal rights, or other intellectual property rights of another user or any other person or entity, including any of the Company Parties;
  • (b) to advertise for or promote any unrelated person or entity;
  • (c) for any unlawful purpose;
  • (d) to solicit others to perform or participate in any unlawful acts;
  • (e) to violate any international, federal, state, provincial, or local law, regulation, rule, or ordinance;
  • (f) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, disability, or any other class protected by applicable law;
  • (g) in any manner that may or will be offensive or menacing;
  • (h) to submit false or misleading information, including misrepresentation of Operating Authority, insurance status, or Equipment capability;
  • (i) to upload or transmit viruses, worms, ransomware, or any other type of malicious code;
  • (j) to collect or track the personal information of others;
  • (k) to spam, phish, pharm, pretext, spider, crawl, or scrape;
  • (l) to interfere with or circumvent the security features of the Site or any related website, system, or service;
  • (m) to double-broker, rebroker, or otherwise transfer any Load to a third-party carrier without the Company’s prior written consent and the Broker’s express authorization;
  • (n) to circumvent the Company by contacting directly any Broker or shipper introduced by the Company, in violation of Section 9;
  • (o) to breach any duty of confidentiality that you owe to another user or any other person or entity, including any of the Company Parties;
  • (p) to promote, encourage, or engage in any spam, unsolicited bulk email, or computer or network hacking or cracking; or
  • (q) for any other illegal, nefarious, or inappropriate purpose as determined by the Company in its sole and exclusive discretion.

You further agree that you will not use the Site if you are located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country, and you warrant that you are not listed on any U.S. Government list of prohibited or restricted persons. The Company reserves the right to refuse access to the Site or terminate your use of the Services for violating any of the foregoing prohibitions.

Section 09

Client Obligations

The Client represents, warrants, and covenants that, throughout the engagement, the Client shall:

  • Maintain active Operating Authority, valid insurance, and all other licenses, permits, and registrations required by federal, state, and local law;
  • Ensure that all drivers operating under the Client’s authority hold valid commercial driver’s licenses and are in full compliance with applicable hours-of-service, drug-and-alcohol-testing, and medical-certification requirements;
  • Accept or decline Loads sourced by the Company in a prompt and commercially reasonable manner, and communicate any inability to perform in advance of the scheduled pickup;
  • Perform each accepted Load in accordance with the terms of the rate confirmation, including timely pickup and delivery, proper cargo securement, and compliance with shipper and consignee instructions;
  • Transmit all required documentation (bills of lading, proofs of delivery, accessorial receipts) to the Company promptly upon completion of each Load;
  • Pay all fees due to the Company in accordance with Section 10 and the Dispatch Agreement;
  • Refrain from circumventing the Company by contacting directly any Broker or shipper introduced by the Company during the engagement and for a period of six (6) months following termination, except where such relationship pre-dated the engagement and the Client can demonstrate the same in writing.
Section 10

Fees & Payment

Fee Structure

The Company’s fees are calculated as a percentage of the Gross Load Revenue (as defined in Section 3) of each Load dispatched, as set out in the applicable Dispatch Agreement. The Dispatch Agreement is the canonical record of the commercial terms applicable to a particular Client; in the event of any conflict between this Section 10 and the Dispatch Agreement, the Dispatch Agreement shall prevail. The Company’s standard fee schedule is:

Plan Fee Scope
Owner-Operator 5% of Gross Load Revenue Single-truck carriers
Small Fleet 4% of Gross Load Revenue Fleets of 2 to 5 trucks
Enterprise Fleet Custom, as agreed Fleets of 6 or more trucks

No onboarding fee, setup fee, or monthly minimum is charged for the standard plans listed above. Fees are charged solely per Load dispatched. The Company does not collect a fee on Loads the Client declines.

Invoicing & Payment Terms

Unless otherwise agreed in the Dispatch Agreement, the Company shall issue invoices weekly on Friday for Loads delivered during the preceding seven (7) days. Each invoice shall be payable on the earlier of (i) seven (7) calendar days following the invoice date, or (ii) the Client’s receipt of payment from the Broker, factoring company, or shipper for the underlying Load. Payment shall be made by ACH transfer, wire, or such other method as the Company may designate from time to time.

Payments Made Through the Site

By submitting any payment on or through the Site, you authorize the Company and its designated payment processor to charge or debit your designated payment method, and to verify your bank account information using bank information and consumer reports as applicable. You represent and warrant that (i) you have the legal right to use the payment method utilized; (ii) all payment information you provide is accurate, current, and complete; and (iii) the payment transactions you authorize comply with all applicable laws.

Late Payment

Amounts not paid when due shall accrue interest at the rate of one and one-half percent (1.5%) per month, or the maximum rate permitted by applicable law, whichever is lower, calculated from the due date until paid in full. The Company may suspend the Services and withhold further dispatch activity upon any failure to pay undisputed amounts when due.

Disputed Amounts

The Client shall notify the Company in writing of any good-faith dispute regarding a fee within ten (10) business days of the invoice date. The parties shall cooperate in good faith to resolve any such dispute promptly. Undisputed portions of an invoice shall be paid in accordance with Section 10.2.

Section 11

Term & Termination

Term

These Terms commence on the effective date of the Dispatch Agreement and continue on a month-to-month basis until terminated in accordance with this Section 11.

Termination for Convenience

Either party may terminate the engagement for any reason, or no reason, by providing not less than seven (7) calendar days’ prior written notice to the other party. Loads accepted prior to the effective date of termination shall be performed in accordance with their original terms and remain subject to the fee obligations of Section 10.

Termination for Cause

Either party may terminate the engagement immediately, with written notice, upon (i) a material breach of these Terms by the other party that remains uncured for ten (10) business days following written notice thereof; (ii) the other party’s insolvency, voluntary or involuntary bankruptcy, appointment of a receiver, or assignment for the benefit of creditors; or (iii) a suspension or revocation of the Client’s Operating Authority or required insurance.

Effect of Termination

Upon termination: (i) all fees accrued as of the effective date of termination become immediately due and payable; (ii) each party shall return or, at the other party’s option, destroy any Confidential Information in its possession; and (iii) the provisions of Sections 9 (non-circumvention), 10 (payment), 12 (intellectual property), 15 (disclaimers), 16 (liability), 17 (indemnity), 18 (disputes), 19 (governing law), and 22 (general provisions) shall survive termination.

Section 12

Intellectual Property

Except as otherwise expressly provided, the Company has and will retain sole control over the operation, provision, maintenance, and management of the Site. All content and materials on the Site, including, without limitation, text, images, illustrations, software, databases, and look-and-feel, together with all trademarks, service marks, trade names, and logos (registered and unregistered) used in connection therewith (collectively, the “Company IP”), are owned and controlled by the Company or by other parties that have licensed their content to the Company.

No right, title, or interest in the Company IP is transferred to you except a limited, non-exclusive, non-transferable, revocable license to access and use the Site and Services for the Client’s internal business purposes during the term of the engagement. You shall not (i) copy, modify, distribute, sell, lease, or create derivative works of the Company IP; (ii) reverse-engineer, decompile, or attempt to derive source code from any software component; (iii) remove or alter any proprietary notices; (iv) use any data-mining, robot, scraping, or similar data-gathering or extraction method; (v) implement any measure to circumvent IP-blocking or similar access controls applied by the Company; or (vi) use the Company’s name, logo, or trademarks in any marketing or promotional material without the Company’s prior written consent. All rights not expressly granted herein are reserved by the Company.

All contents of the Site are Copyright © Meridian Dispatchers and/or its licensors. All rights reserved. The names of actual companies and products mentioned herein may be the trademarks of their respective owners.

Section 13

Accuracy of Information

The Company Parties are not responsible if information made available on the Site is not accurate, complete, or current. The content and materials on the Site are provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete, or more timely sources. Any reliance on the content and materials on the Site is at your own risk.

The Site may contain certain historical information. Historical information, necessarily, is not current and is provided for reference only. Occasionally there may be information on the Site that contains typographical errors, inaccuracies, or omissions relating to the Services or to the Company in general. The Company reserves the right to correct any errors, inaccuracies, or omissions, and to change or update information on the Site at any time without prior notice. The Company undertakes no obligation to update, amend, or clarify information on the Site except as required by law.

Section 14

Third-Party Links

The Site may contain links to third-party websites or other resources, over which the Company has no direct control and all of which may have their own rules and guidelines for use. The Company Parties do not endorse, and shall not be responsible or liable for, any content, advertising, products, services, or other materials on or available from such sites or resources. For your protection, please refer to the terms of service and privacy notices of those respective websites.

You acknowledge and agree that the Company Parties shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by, or in connection with, the use of, or reliance on, any such content, services, products, or offerings available on or through such other websites. The links and offerings provided through those third-party websites are provided “as is” and use of such is at your own risk.

Section 15

Disclaimers

The Site, the Services, and all information, content, and materials made available by the Company are provided on an “as is” and “as available” basis. The Company makes no warranties, express, implied, statutory, or otherwise, except as expressly set out in these Terms.

To the maximum extent permitted by applicable law, the Company expressly disclaims all warranties, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, non-infringement, title, and any warranties arising out of course of dealing, course of performance, or trade usage.

Without limiting the foregoing, the Company does not warrant that (i) the Services will meet the Client’s specific revenue expectations; (ii) Loads of any particular rate, lane, or volume will be available; (iii) any Broker or shipper will pay on any particular schedule or at all; (iv) the Site or Services will be uninterrupted, error-free, or free of viruses or other harmful components; or (v) any information provided by the Company regarding rates, markets, or counterparties is accurate, complete, or reliable.

Section 16

Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall the Company Parties (or any third-party service providers providing services for or on behalf of any of them) be liable to the Client or any third party for any indirect, incidental, special, consequential, exemplary, or punitive damages, including, without limitation, lost profits, lost revenue, loss of goodwill, loss of data, or business interruption, whether arising in contract, tort (including negligence), strict liability, or otherwise, even if advised of the possibility of such damages.
The Company’s aggregate liability arising out of or relating to these Terms, the Site, or the Services shall not exceed the greater of (i) the fees actually paid by the Client to the Company during the three (3) months immediately preceding the event giving rise to the claim; or (ii) one hundred dollars (USD 100).

The limitations in this Section 16 shall apply to the fullest extent permitted by applicable law and shall survive any failure of essential purpose of any limited remedy. Certain jurisdictions do not allow the exclusion or limitation of certain warranties or damages; in such jurisdictions, the Company’s liability shall be limited to the minimum extent permitted by law.

Nothing in these Terms shall limit or exclude the Company’s liability for (i) fraud or fraudulent misrepresentation; (ii) death or personal injury caused by the Company’s gross negligence or willful misconduct; or (iii) any other liability that, under applicable law, cannot lawfully be limited or excluded.

Section 17

Indemnification

The Client shall defend (with counsel selected or approved by the Company), indemnify, and hold harmless the Company Parties (and any third-party service providers acting on their behalf) (the “Indemnified Parties”) from and against any and all claims, demands, actions, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees and court costs) arising out of or relating to:

  • The Client’s performance, non-performance, or defective performance of any Load, including any cargo loss, damage, or delay;
  • The Client’s breach of any representation, warranty, covenant, or obligation under these Terms;
  • Any act, omission, or negligence of the Client, its drivers, personnel, subcontractors, or affiliates;
  • Any violation by the Client of applicable law, including, without limitation, FMCSA regulations, hours-of-service rules, and hazardous-materials requirements;
  • Any third-party claim alleging bodily injury, property damage, or financial loss in connection with Equipment operated under the Client’s Operating Authority.

The Company shall provide prompt written notice of any claim for which indemnification is sought, tender sole control of the defense and settlement to the Client (provided that the Client shall not settle any claim that imposes any liability, obligation, or restriction on any Indemnified Party without that party’s prior written consent), and reasonably cooperate in the defense at the Client’s expense.

Section 18

Disputes & Arbitration

Informal Resolution

The parties shall attempt in good faith to resolve any dispute arising out of or relating to these Terms through direct negotiation for a period of thirty (30) calendar days before commencing any formal proceeding. Notice of a dispute shall be delivered to the contact set out in Section 23.

Binding Arbitration

Any dispute not resolved under Section 18.1 shall be finally resolved by binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules then in effect. The arbitration shall be conducted by a single arbitrator, seated in Richmond, Virginia (or, at the Company’s option, by video conference), and the arbitrator’s award shall be final and binding and may be entered in any court of competent jurisdiction.

Class-Action & Jury-Trial Waiver

You and the Company irrevocably waive any and all right to trial by jury in any legal proceeding arising out of or relating to the Site, the Services, or these Terms. To the fullest extent permitted by applicable law, you specifically waive any right to bring or participate in any class action, collective action, consolidated action, or representative proceeding against any of the Company Parties (or any third-party service providers acting on their behalf), and you and the Company agree that any legal proceeding shall be conducted only on an individual basis. The arbitrator shall have no authority to consolidate the claims of multiple parties or to preside over any form of representative or class proceeding.

Opt-Out Right

The Client may opt out of Sections 18.2 and 18.3 by delivering to the Company a written notice of opt-out, referencing this Section 18.4, within thirty (30) calendar days of the Client’s first acceptance of these Terms. Opt-out notices shall be delivered to the address in Section 23. An opt-out will not affect any other provisions of these Terms.

Claim Limitation Period

To help resolve any claims promptly and directly, you agree to commence any litigation or arbitration for any claim you may have arising out of or relating to the Site, the Services, or these Terms within one (1) year after the claim arises; otherwise, the claim is waived by you, except where applicable law mandates a longer minimum limitation period.

Exceptions

Notwithstanding the foregoing, either party may (i) bring a claim in small-claims court, provided the claim remains in that court; (ii) seek injunctive or equitable relief in a court of competent jurisdiction to protect its intellectual property or confidential information; or (iii) pursue collection of undisputed amounts due.

Section 19

Governing Law & Venue

These Terms and any dispute arising out of or relating to them shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, without regard to its conflict-of-laws principles, except to the extent that federal law preempts those laws. The United Nations Convention on Contracts for the International Sale of Goods shall not apply.

Subject to Section 18 (Arbitration), the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Henrico County, Virginia, and the United States District Court for the Eastern District of Virginia (Richmond Division), for any action not subject to arbitration. Each party waives any objection to such jurisdiction and venue on grounds of lack of personal jurisdiction, forum non conveniens, or otherwise.

Section 20

Force Majeure

Neither party shall be liable for any failure or delay in performance (other than the payment of money) caused by events beyond its reasonable control (a “Force Majeure Event”), including, without limitation, acts of God, flood, fire, earthquake, explosion, war, terrorism, invasion, riot or other civil unrest, embargoes or blockades, national or regional emergency, strikes, labor stoppages, passage of law or any action taken by a governmental or public authority (including any complete or partial government shutdown), epidemic or pandemic, severe weather, infrastructure failure, or disruption of third-party telecommunications, internet, or transportation services. The affected party shall notify the other party of the Force Majeure Event promptly and shall use commercially reasonable efforts to resume performance.

Section 21

Amendments

The Company reserves the right to amend these Terms from time to time to reflect changes in law, technology, business practice, or operational circumstances. Any amendment shall take effect upon publication of the revised Terms on the Site, with the “Effective Date” and version number updated accordingly. For amendments that materially reduce the Client’s rights or materially expand the Client’s obligations, the Company shall provide not less than thirty (30) calendar days’ advance notice by email to the Client’s registered contact address or by prominent notice on the Site.

The Client’s continued use of the Site or Services after the effective date of an amendment constitutes acceptance of the amended Terms. If the Client does not agree to an amendment, the Client’s sole and exclusive remedy is to terminate the engagement in accordance with Section 11.

Section 22

General Provisions

Entire Agreement

These Terms, together with the Dispatch Agreement, the Privacy Policy, and any other policies expressly incorporated herein by reference, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior or contemporaneous understandings, communications, and agreements, whether oral or written. In the event of any conflict between these Terms and the Dispatch Agreement, the Dispatch Agreement shall prevail with respect to the specific commercial terms set out therein.

Severability

If any provision of these Terms is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to render it enforceable, and the remaining provisions shall continue in full force and effect.

Waiver

No waiver by either party of any breach or default hereunder shall be deemed a waiver of any subsequent breach or default. No waiver shall be effective unless in writing signed by an authorized representative of the waiving party.

Assignment

The Client shall not assign, transfer, or delegate any of its rights or obligations under these Terms without the prior written consent of the Company. The Company may assign these Terms, in whole or in part, to any successor in interest in connection with a merger, acquisition, reorganization, or sale of assets. These Terms shall bind and inure to the benefit of the parties and their permitted successors and assigns.

Independent Contractors

The parties are independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, employment, or agency relationship (except the limited agency expressly set out in Section 6), and neither party has authority to bind the other except as expressly provided.

Notices

Notices required or permitted under these Terms shall be in writing and shall be deemed given when delivered by (i) personal delivery; (ii) nationally recognized overnight courier; (iii) certified U.S. mail, return receipt requested; or (iv) email to the addresses last designated by each party. Notices to the Company shall be directed to the contact points in Section 23.

Headings

The headings in these Terms are for convenience only and shall not affect interpretation.

No Third-Party Beneficiaries

These Terms are for the sole benefit of the parties and their permitted successors and assigns, and are not intended to, and shall not, confer any rights or remedies on any other person.

Electronic Execution

The parties consent to the use of electronic records and electronic signatures in connection with these Terms and the Dispatch Agreement in accordance with the federal Electronic Signatures in Global and National Commerce Act (15 U.S.C. § 7001 et seq.) and the Uniform Electronic Transactions Act as adopted in the Commonwealth of Virginia.

Section 23

Contact the Company

Any notice, request, rights exercise, opt-out, or other communication concerning these Terms should be addressed to:

Entity
Meridian Dispatchers
Email
sales@meridiandispatchers.com
Telephone
(571) 576‑7104
Reference
Please quote “Legal Notice – MD-LEG-TOS-002”

The Company will acknowledge receipt of legal notices within a reasonable period and will respond substantively within the timeframes prescribed by these Terms or applicable law.

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