Terms of Use
Introduction
These Terms of Use ("Terms") govern your access to and use of the InstaDispatch platform, website, APIs, software, and related services (collectively, the "Service"). By accessing or using the Service you agree to be bound by these Terms. If you do not agree, you must not use the Service.
InstaDispatch provides a business-to-business (B2B) software platform designed to facilitate shipment booking, logistics management, label generation, carrier integrations, and shipping workflow automation. The Service is intended solely for courier companies, delivery companies, freight providers, logistics businesses, and other commercial shipping operators.
InstaDispatch does not provide courier, delivery, transportation, or freight services.
Definitions
In these Terms, the following definitions apply:
- "Service" means the InstaDispatch platform, website, APIs, integrations, and all related tools.
- "Customer" means any courier company, delivery company, logistics company, or business entity using the Service.
- "Customer End User" means any shipper, merchant, sender, or recipient using services provided by the Customer.
- "Carrier" means any third-party courier or delivery provider used by the Customer.
- "Account" means a registered account used to access the Service.
- "Shipment" means any parcel, package, freight, or delivery booking created through the Service.
- "Content" means shipment data, addresses, labels, and operational information entered into the platform.
- "Intellectual Property Rights" means all patents, rights to inventions, copyright, trade marks, service marks, trade names, domain names, rights in designs, database rights, and any other proprietary rights, whether registered or unregistered, in any jurisdiction.
- "Confidential Information" means any information disclosed by one party to the other that is marked confidential or that a reasonable person would regard as confidential.
Nature of the Service
InstaDispatch provides software infrastructure only. The Service enables Customers to manage shipments, generate labels, connect with carriers, and operate logistics workflows. InstaDispatch:
- Does not provide courier services
- Does not transport goods
- Does not act as a freight forwarder
- Does not provide delivery services
- Does not act as a shipping broker
All shipments created through the platform are handled solely by the Customer and the Customer's selected carriers.
InstaDispatch has no contractual relationship with the Customer's end users.
Licence Grant
Subject to these Terms and timely payment of all applicable fees, InstaDispatch grants the Customer a non-exclusive, non-transferable, revocable licence to access and use the Service solely for the Customer's internal business operations during the term of these Terms.
This licence does not permit the Customer to:
- sub-license, resell, or make the Service available to third parties
- use the Service to build a competing product or service
- transfer or assign the licence without prior written consent from InstaDispatch
Intellectual Property Rights
All Intellectual Property Rights in the Service, including software, code, algorithms, interfaces, logos, brand materials, documentation, and any improvements or derivative works, remain the exclusive property of InstaDispatch or its licensors.
Customers must not:
- Copy, modify, duplicate, or create derivative works from the Service
- Reverse compile, disassemble, or reverse engineer any part of the Service
- Access the Service to build a product or service that competes with the Service
- Remove, vary, or obscure any proprietary rights notices on the Service
- Sub-license, sell, rent, lease, transfer, assign, or otherwise commercially exploit the Service
The Customer retains ownership of all Content it submits to the Service. The Customer grants InstaDispatch a limited, non-exclusive licence to process such Content solely for the purpose of providing the Service.
InstaDispatch will notify the Customer promptly if any third-party claim is made alleging that the Customer's use of the Service infringes a third party's Intellectual Property Rights, and will cooperate reasonably in any defence of such claim.
No Agency, Partnership, or Brokerage
Nothing in these Terms creates any partnership, agency, brokerage, employment, or joint venture relationship between InstaDispatch and any Customer, carrier, or Customer End User. InstaDispatch acts solely as an independent software provider.
Customers must not represent InstaDispatch as a courier, logistics operator, freight forwarder, transport provider, or shipping broker.
Customer Responsibility for End Users
Customers are solely responsible for:
- Managing their own customers and shipping operations
- All shipment declarations, delivery services, and shipment disputes
- Damaged, lost, or delayed shipments
- Compliance with all applicable shipping, customs, and consumer laws
Any disputes between Customers and their end users are solely the responsibility of the Customer. InstaDispatch shall not be liable for any such disputes.
Customer Terms with End Users
Customers must maintain their own terms and conditions with their end users covering:
- Shipment liability and carrier responsibilities
- Shipment declarations and prohibited goods
- Delivery terms and claims procedures
InstaDispatch is not a party to any agreement between Customers and their end users. Customers agree to indemnify InstaDispatch against any and all claims brought by their end users against InstaDispatch.
Account Registration and Security
Customers must provide accurate, current, and complete information when creating accounts. Customers are responsible for:
- Maintaining the confidentiality of all login credentials
- All activity conducted under their account
- Immediately notifying InstaDispatch of any unauthorised access or security breach
- Ensuring that Authorised Users comply with these Terms
- Immediately removing access for any Authorised User who leaves their employment
InstaDispatch may conduct reasonable audits to verify that only authorised users have access. InstaDispatch may suspend accounts suspected of fraud, misuse, or security risks.
Acceptable Use
Customers must use the Service only for lawful business purposes and in accordance with the Acceptable Use Policy published at:
Customers must not:
- Attempt to gain unauthorised access to the platform or any related system
- Reverse engineer, disassemble, or decompile the software
- Manipulate or falsify shipment data
- Abuse carrier pricing or rate structures
- Generate fraudulent shipments or labels
- Transmit viruses, malware, or other malicious code
Violation of the Acceptable Use Policy may result in immediate suspension without refund.
Shipment Data and Declarations
Customers are solely responsible for all shipment data including:
- Weight, dimensions, and declared value
- Description of contents
- Customs and export information
- Sender and recipient details
InstaDispatch does not verify shipment data. Any consequences arising from incorrect, incomplete, or fraudulent shipment information are the sole responsibility of the Customer.
Carrier Surcharges and Adjustments
Carriers may apply additional charges including but not limited to:
- Weight corrections and dimensional adjustments
- Remote area and fuel surcharges
- Customs duties and import taxes
- Address correction fees
Carrier Services Disclaimer
InstaDispatch acts solely as a technology platform facilitating shipment booking. InstaDispatch is not responsible for:
- Lost, damaged, or delayed shipments
- Carrier service failures or customs issues
- Any acts or omissions of carriers
Subscriptions, Fees, and Payment
Customers agree to pay all applicable subscription fees and service charges as set out in the applicable order form or quotation. All fees are:
- Exclusive of VAT and any other applicable taxes
- Payable in pounds sterling unless otherwise agreed in writing
- Due monthly in advance by direct debit or such other method as agreed
InstaDispatch reserves the right to review subscription fees periodically and will provide a minimum of 30 days' written notice of any change in fees before such change takes effect.
No refunds will be given for unused periods of access once a billing period has commenced.
Late Payment and Suspension
Time for payment is of the essence. If payment remains unpaid after the due date:
- InstaDispatch will allow a ten (10) business day grace period before taking further action.
- InstaDispatch reserves the right to charge interest on overdue amounts at the rate of 8% per annum above the Bank of England base rate, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
- If payment is not received after the grace period, InstaDispatch may suspend access to the Service including login access, shipment booking, label generation, and API access.
Suspension does not relieve the Customer of the obligation to pay outstanding amounts.
API and Integration Usage
InstaDispatch may impose rate limits and usage restrictions on API access to maintain system stability and service quality for all customers. Excessive, abusive, or automated misuse of the API may result in temporary or permanent suspension of API access.
Service Availability
The Service is provided on an "as available" and "as is" basis. InstaDispatch does not guarantee uninterrupted or error-free service. Planned maintenance will be notified in advance where reasonably practicable. For any commitments regarding availability, refer to the applicable Service Level Agreement.
Confidentiality
Each party agrees to keep confidential all Confidential Information of the other party and not to use or disclose it except:
- To employees or advisers who need it to fulfil obligations under these Terms
- As required by law, regulation, or court order
Each party will ensure that those to whom Confidential Information is disclosed are bound by confidentiality obligations no less protective than those in these Terms. This obligation survives termination of these Terms for a period of five (5) years.
Data Responsibility
Customers are responsible for maintaining their own copies of shipment data and operational records. InstaDispatch shall not be liable for any loss of data. Upon termination of these Terms, all Customer data will be irretrievably deleted from the Service within 30 days, unless retention is required by law. Data processing is governed by the Data Processing Agreement.
Indemnification
Customers agree to indemnify, defend, and hold harmless InstaDispatch and its officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising from or related to:
- Shipment disputes or claims by Customer End Users
- Incorrect, false, or incomplete shipment declarations
- Customer's breach of these Terms
- Customer's violation of any applicable law or regulation
- Misuse of the Service
Limitation of Liability
To the maximum extent permitted by applicable law, InstaDispatch shall not be liable for any indirect, special, consequential, incidental, or punitive damages including:
- Loss of profit, revenue, or business
- Loss of data or goodwill
- Business interruption
InstaDispatch's total aggregate liability to any Customer in respect of any claim under or in connection with these Terms shall not exceed the total amount paid by that Customer to InstaDispatch in the three (3) months immediately preceding the event giving rise to the claim.
Nothing in these Terms shall limit or exclude liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded by law.
Warranties Disclaimer
The Service is provided "as is" and "as available". InstaDispatch expressly disclaims all warranties, whether express, implied, statutory, or otherwise, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement, to the maximum extent permitted by law.
Termination
Either party may terminate these Terms by giving no less than 30 days' written notice to the other party.
InstaDispatch may suspend or terminate access immediately upon written notice if the Customer:
- Fails to make payment within the grace period
- Commits a material breach of these Terms that is incapable of remedy
- Commits a material breach capable of remedy but fails to remedy it within 14 days of written notice
- Becomes insolvent, enters administration, or ceases to trade
- Engages in fraud or misuse of the platform
Upon termination: all outstanding fees become immediately due; the Customer's licence to use the Service terminates immediately; and Customer data will be irretrievably deleted within 30 days.
Assignment
InstaDispatch may assign or transfer its rights and obligations under these Terms to any third party (for example, in the event of a business sale or restructure). Customers will be notified in writing of any such assignment. Customers may not assign or transfer their rights or obligations under these Terms without the prior written consent of InstaDispatch.
Platform Risk Control
InstaDispatch may suspend accounts immediately without notice where accounts present material operational, financial, or regulatory risk to the platform or to other customers.
Force Majeure
Neither party shall be liable for failure or delay in performing its obligations caused by circumstances beyond its reasonable control, including but not limited to infrastructure failures, carrier outages, natural disasters, pandemic, governmental action, or regulatory requirements. The affected party shall notify the other promptly and use reasonable endeavours to mitigate the effect of the force majeure event.
Data Protection
InstaDispatch processes personal data in accordance with its Privacy Policy and the Data Processing Agreement. Customers are responsible for ensuring they have appropriate legal authority to collect, process, and transmit the personal data of their customers through the Service.
Notices and Communications
Notices under these Terms shall be in writing and sent by email or pre-paid first-class post. Notices sent by email shall be deemed received 24 hours after sending. Notices sent by post shall be deemed received three business days after posting. Notices to InstaDispatch shall be sent to legal@instadispatch.com.
InstaDispatch may revise these Terms from time to time. Revised Terms will apply from the date of publication on the website or 30 days after notice to the Customer, whichever is earlier. Continued use of the Service following such notice constitutes acceptance of the revised Terms.
Dispute Resolution
The parties shall attempt to resolve any dispute arising under these Terms through good-faith negotiation. If the dispute is not resolved within 30 days of written notice, the parties may pursue any available legal remedies. In the case of any threatened or actual breach of Intellectual Property Rights, InstaDispatch shall be entitled to seek immediate injunctive relief without prior dispute resolution.
Class Action Waiver
Customers agree that disputes will be resolved individually and not through class action or other representative proceedings.
Severance
If any provision of these Terms is found to be unlawful, invalid, or unenforceable, that provision shall be severed and the remainder of these Terms shall continue in full force and effect.
Carrier Integration Disclaimer
InstaDispatch integrates with third-party carrier APIs and systems to provide shipment booking and tracking functionality. InstaDispatch does not control the availability, accuracy, or performance of carrier systems. Carrier systems may experience outages, delays, API changes, or data inaccuracies without notice. InstaDispatch shall not be liable for any losses caused by carrier system failures, API changes, or data inaccuracies arising from third-party carrier systems.
Beta or Experimental Features
From time to time InstaDispatch may make beta, preview, or experimental features available to Customers. These features are provided for testing and evaluation purposes only and may be modified, suspended, or discontinued at any time without notice. Beta features are provided without service level commitments, warranties, or representations of any kind. InstaDispatch shall not be liable for any loss or damage arising from the use of beta or experimental features.
Export Control Compliance
Customers must comply with all applicable export control laws, trade sanctions, and international shipping regulations when using the Service. This includes but is not limited to compliance with UK, EU, and US sanctions regimes and export control regulations. Customers are solely responsible for ensuring that all shipments processed through the Service comply with applicable regulations. InstaDispatch shall not be liable for any losses, penalties, or regulatory consequences arising from a Customer's failure to comply with export control or sanctions obligations.
Entire Agreement
These Terms, together with the Data Processing Agreement, Privacy Policy, Acceptable Use Policy, Cookie Policy, and any applicable order form or quotation, constitute the entire agreement between the parties and supersede all prior representations, agreements, and understandings.
Governing Law and Jurisdiction
These Terms are governed by and construed in accordance with the laws of England and Wales. Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.
Contact Information
If you have any questions about these Terms or the Services, please contact instaDispatch at help@instadispatch.com
