Terms & Conditions

Last updated: 1 Jan 2025

These Terms & Conditions (“Terms”) govern access to and use of the CargoInbox software-as-a-service and related sites, APIs and documentation (collectively, the “Service”) provided by iabsis SARL, trading as “CargoInbox” (“Provider”, “we”, “us”), to the customer identified in an Order Form or online checkout (“Customer”, “you”). If you have a separate executed Master Services Agreement with us, that agreement controls to the extent of conflict.

1. Definitions

• Order Form: a document (including online checkout) that sets plan, fees, term and any special terms.
• Customer Data: email messages, attachments, metadata and any information Customer provides to or ingests through the Service.
• Processed Email: a unique inbound message that the Service parses (attachments included) for automation.
• Documentation: user guides, API docs and policies published at /security, /subprocessors and similar URLs.
• Professional Services: implementation, configuration or custom work performed by Provider outside the standard Service.
• Beta Features: preview or experimental features identified as beta/preview/early access.

2. The Service

Provider will make the Service available to Customer during the subscription term set in the Order Form, for Customer’s internal business operations in accordance with these Terms and the Documentation. The Service may include connectors to third-party systems (e.g., McLeod, MercuryGate, CargoWise, NetSuite, QuickBooks). Provider may modify the Service from time to time provided the change does not materially reduce core functionality.

3. Plans & Scope

1. Discovery. No-cost evaluation for qualified prospects. Limit: one inbox (e.g., quotes@), up to 2,000 emails or 2 weeks, whichever occurs first. No engineering required.
2. Pilot (ROI proof). Paid evaluation credited on upgrade to Growth. Up to 10,000 emails on Customer workload. Success criterion (digital sources): ≥80% field-level accuracy on a random 200-email sample of critical fields. Scans/handwriting measured separately and routed to review queue. Target latency for digital messages: 95% parsed & pushed into Customer’s TMS within 5 minutes (most in 1–2 minutes), subject to Third-Party API availability.
3. Growth (XS/S/M/L). Annual subscription with volume caps measured in Processed Emails per year. Unlimited users & operational inboxes. Includes standard connectors (McLeod, MercuryGate, CargoWise, NetSuite, QuickBooks), DPA, basic audit logs, and SSO (SAML/OIDC). 10 hours of onboarding PS included.
4. Enterprise. Adds advanced integrations (e.g., CargoWise deep objects, Salesforce, SAP), retention policies and audit exports, SCIM provisioning, 99.9% ingestion SLA, multi-office rollout assistance, priority support and (optionally) 24×7 coverage.

4. Fair Use & Volume Measurement

1. What counts as a Processed Email. One inbound message that the Service processes (attachments included). Auto-replies and bounces are excluded. Thread replies count individually when they contain new content or attachments; purely quoted repeats without new content are not counted. We deduplicate exact duplicates received within a short window.
2. Included message types. RFQs, tenders, invoices, PODs and operational status updates. Non-operational mailboxes (e.g., marketing) require our approval.
3. Seasonality & true-up. Annual pool with a +20% seasonal burst allowance. We do not throttle. If your 90-day rolling average exceeds the plan by more than 10%, we will true-up to the next tier pro-rata for the remainder of the term.
4. Plan changes. Enabling Enterprise-only capabilities (e.g., AI auto-replies/acknowledgments, retention policies & audit exports, SCIM, 99.9% SLA, multi-region/global rollout) may require migration to the Enterprise plan and corresponding fees.

5. Customer Responsibilities

• Provide accurate configuration information and maintain all required credentials, permissions and consents to ingest Customer Data.
• Use the Service in compliance with law and the Acceptable Use Policy (no unlawful content, harassment, malware, or spamming).
• Back up any Customer Data stored outside the Service; the Service is not an archival system.
• Ensure that use of third-party systems (e.g., TMS/ERP) complies with those providers’ terms.

6. Third-Party Systems & APIs

The Service integrates with or depends on third-party systems. Provider is not responsible for outages, changes or limits imposed by those systems. Customer authorizes Provider to access those systems on Customer’s behalf for the purpose of providing the Service. If a third-party provider materially degrades or withdraws API access, Provider may suspend or modify the affected connector with reasonable notice.

7. Support, Service Levels & Maintenance

• Support hours. Growth: business-hours support (region-appropriate). Enterprise: priority routing; option for 24×7 P1 incident response.
• Ingestion performance (digital messages). Target: 95% of messages parsed and synced to TMS within 5 minutes, excluding (a) Customer/third-party outages, (b) scans/handwriting, (c) scheduled maintenance, (d) force majeure.
• Availability. We aim for high availability; Enterprise plans include a 99.9% ingestion SLA with service credits as defined in the Order Form.
• Maintenance. We may perform scheduled maintenance, typically outside business hours, with prior notice for material downtime.

8. Security & Data Protection

• Security program. Encryption in transit (TLS 1.2+) and at rest (AES-256), access controls, logging and monitoring as described at /security.
• Data residency. Hosting in approved regions (US or EU). Customer may request residency in a specific region available in the Service.
• DPA. We will execute a Data Processing Agreement (including SCCs where applicable). See /dpa or request a copy.
• Sub-processors. Listed at /subprocessors; we will provide notice of material changes.
• Model training boundaries. We do not use Customer Data to train models that are used across tenants (“no cross-tenant training”). We may use aggregated telemetry (e.g., performance metrics, error rates) and redacted patterns to maintain and improve the Service. Customer may opt out of non-essential telemetry where legally required.
• Retention & deletion. Default retention aligns with operational needs and your plan. Upon termination or written request, we will make Customer Data export available for 30 days and delete active copies within 60 days (backup media within 180 days), unless law requires longer retention.
• Access management. Growth includes SSO (SAML/OIDC). Enterprise adds SCIM provisioning and advanced retention/audit exports.

9. Confidentiality

“Confidential Information” means non-public information disclosed by either party that is marked confidential or reasonably understood as confidential. Each party will protect the other’s Confidential Information using at least the same care it uses to protect its own, and not less than reasonable care. Confidentiality obligations survive for three (3) years, or indefinitely for trade secrets.

10. Intellectual Property; Feedback

• Customer retains all rights in Customer Data. Provider retains all rights in the Service and its IP.
• Customer grants Provider a non-exclusive license to process Customer Data to provide the Service and perform Support/PS.
• Feedback is voluntary; Provider may use it without restriction and without any obligation to Customer.

11. License & Acceptable Use

Subject to these Terms and payment of fees, Provider grants Customer a non-exclusive, non-transferable, limited right to access and use the Service for internal business operations. Customer shall not (and shall not permit others to) resell, reverse engineer, copy or create derivative works of the Service, bypass security controls, or use the Service to build a competing product.

12. Fees, Billing & Taxes

• Fees and plan details are set in the Order Form. Unless stated otherwise, fees are in USD and exclude taxes.
• Invoices are due within 30 days of issue. Late amounts may accrue interest at 1.5% per month (or the maximum permitted by law), and Provider may suspend the Service for non-payment after notice.
• Annual subscriptions renew automatically for the same term at then-current rates unless either party gives written notice of non-renewal per the Order Form.
• Price changes will be communicated at least 30 days prior to renewal.

13. Professional Services

Professional Services (implementation, custom connectors, change requests) are billed separately at the then-current PS rates unless included in the plan (Growth includes 10 hours). Deliverables and acceptance criteria will be described in a Statement of Work or Order Form.

14. Warranties & Disclaimers

• Provider warrants that it will provide the Service in a professional and workmanlike manner and will use commercially reasonable efforts to maintain security appropriate to the risk.
• EXCEPT AS EXPRESSLY STATED, THE SERVICE AND BETA FEATURES ARE PROVIDED “AS IS” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

15. Indemnities

1. By Provider. Provider will defend and indemnify Customer against third-party claims that the Service, as provided, infringes a valid IP right, and pay final adverse judgments/settlements. Provider may at its option modify the Service, procure a license, or terminate the affected feature and refund prepaid fees for the remainder of the term.
2. By Customer. Customer will defend and indemnify Provider against claims arising from Customer Data or use of the Service in violation of law or these Terms.

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR LOST PROFITS, REVENUE, GOODWILL OR DATA, EVEN IF ADVISED OF THE POSSIBILITY. EXCEPT FOR PAYMENT OBLIGATIONS, BREACH OF CONFIDENTIALITY, OR INDEMNITY OBLIGATIONS, EACH PARTY’S AGGREGATE LIABILITY UNDER THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY CUSTOMER TO PROVIDER UNDER THE APPLICABLE ORDER FORM IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

17. Suspension & Termination

• Either party may terminate an Order Form for material breach not cured within 30 days of written notice.
• Provider may suspend the Service for (i) non-payment after notice, (ii) security risk to the Service or third parties, or (iii) illegal use.
• Upon termination, Customer may export Customer Data for 30 days; Provider will then delete active copies per Section 8 (Retention & deletion).

18. Compliance

• Each party will comply with applicable anti-bribery, anti-corruption and export control/sanctions laws (including U.S. and EU regimes).
• The Service is not designed to process protected health information under HIPAA or data subject to ITAR; Customer shall not submit such data.

19. Governing Law & Venue

These Terms are governed by the laws of Switzerland, without regard to conflict-of-laws principles. The courts of the Canton of Geneva, Switzerland shall have exclusive jurisdiction, and the parties consent to personal jurisdiction and venue there. Notwithstanding the foregoing, either party may seek injunctive relief in any court of competent jurisdiction.

20. Publicity

Provider may use Customer’s name and logo in lists of customers and marketing materials with Customer’s prior consent (email acceptable). Customer may withdraw consent at any time.

21. Miscellaneous

• Assignment. Neither party may assign these Terms without the other’s consent, except to an affiliate or in connection with a merger, acquisition or sale of substantially all assets.
• Notices. Legal notices to Provider must be sent to legal@cargoinbox.com and to the address below; notices to Customer to the contacts on the Order Form.
• Order of precedence. Order Form > these Terms > Documentation.
• Severability; Waiver. If a provision is unenforceable, the remainder remains in effect. Failure to enforce is not a waiver.
• Entire agreement. These Terms and the Order Form are the entire agreement regarding the Service.

Contact & Offices

Switzerland (Main branch)
CargoInbox edited by iabsis SARL
chemin des Préjins 18, CH-1218 Le Grand-Saconnex
+41 22 519 61 32
hello@cargoinbox.com