PURCHASE TERMS & CONDITIONS

ACT Research

These Purchase Terms & Conditions (the "Terms") apply to all reports, forecasts, databases, portal access, application programming interface access, data, and related services (collectively, the "Services") purchased from Americas Commercial Transportation Research Company ("ACT Research"). The subscriber identified on the applicable quote, order, invoice, or other purchase document (the "Subscriber") accepts these Terms by signing or accepting the purchase document, submitting payment, or accessing the Services.

1. Subscription Access and Authorized Users

Unless otherwise stated in the applicable purchase document, each subscription includes access for up to four (4) individually named users through www.actresearch.net. Additional users may be added for $60 per user, per report or database. Credentials are issued to individuals, may not be shared, and must be protected from unauthorized access. The Subscriber is responsible for activity occurring through its users, accounts, credentials, and API keys.

2. Permitted Use and Distribution Restrictions

The Services are licensed solely for the Subscriber's internal business use within the immediate operating, wholly owned division or legal entity identified in the purchase document. The Subscriber may not distribute, transfer, reproduce, copy, publish, resell, sublicense, publicly display, or otherwise make any Service or ACT Research material, in whole or in part, available outside that authorized entity without ACT Research's prior written approval. This includes sharing with parents, subsidiaries, affiliates, customers, vendors, or other third parties not included in the subscription.

ACT Research must be clearly identified as the source of any permitted use of its products or data. Any external use or distribution requires ACT Research's prior written authorization.

3. Artificial Intelligence and Competitive Use

Without ACT Research's express written approval, the Subscriber may not ingest, upload, train, fine-tune, ground, integrate, or otherwise use any portion of the Services in a large language model, machine learning system, generative artificial intelligence system, or other artificial intelligence platform. The Subscriber may not use ACT Research materials to create, support, validate, or improve a product or service that competes with or substitutes for an ACT Research product or service.

4. API Access

These API terms apply only when API access is included in the Subscriber's purchase. API access is limited to the Subscriber's internal business use and the products, data, users, call limits, and subscription tier purchased. API keys may not be shared, transferred, or exposed to unauthorized parties. ACT Research may monitor usage, enforce applicable rate limits, and invoice agreed overage charges. The Subscriber may not resell or redistribute API-delivered data, circumvent access controls, reverse engineer the API, or use it to create a competing product. ACT Research may modify or maintain the API and may immediately suspend access for misuse, excessive use, nonpayment, or a security concern. API access ends when the applicable subscription expires or is terminated.

Including this API provision in these Terms does not grant API access. API access must be expressly included in the applicable purchase document or separately approved in writing by ACT Research.

5. Ownership and Confidentiality

All rights, title, and interest in the Services, ACT Research materials, data, API, documentation, methodologies, and related intellectual property remain the exclusive property of ACT Research. Copyright © ACT Research. All rights reserved. The Services are for internal use only by authorized users listed or covered by the applicable purchase document or member-services invoice.

Each party will protect non-public business, technical, and financial information received in connection with the Services. These confidentiality obligations continue during the subscription and for two (2) years afterward. Restrictions protecting ACT Research materials, licensed data, intellectual property, and trade secrets continue for as long as the information remains protected. These Terms extend to future subscription renewals when a new purchase document is not executed at invoicing or payment.

6. Forecasts, Data, and Subscriber Decisions

ACT Research forecasts, projections, estimates, analyses, and other forward-looking information reflect assumptions and information available when prepared. Actual results may differ, and ACT Research data and analyses may be corrected, revised, or updated as additional information becomes available. The Services are provided for informational purposes and do not constitute financial, investment, legal, operational, purchasing, or other professional advice. The Subscriber remains responsible for independently evaluating the Services and for all decisions made or actions taken based on them.

7. Fees and Payment

Payment is due within thirty (30) days of the subscription start date unless otherwise stated in the applicable purchase document. A 3.5% processing fee applies to credit-card payments, to the extent permitted by law. ACT Research will issue an invoice following acceptance of the applicable purchase document. Any agreed API overage or usage-based fees may be invoiced monthly.

8. Term, No Cancellation, and Automatic Renewal

Subscriptions continue for twelve (12) months unless otherwise stated in the applicable purchase document and are non-cancelable during the committed term. ACT Research will provide renewal notice at least ninety (90) days before the end of the current term, beginning the Subscriber's renewal review period. The Subscriber may request subscription changes or provide written notice of non-renewal at any time during that review period, but ACT Research must receive the request or notice before the renewal date. If ACT Research does not receive timely notice of non-renewal, the subscription will automatically renew for a successive twelve-month term at ACT Research's then-current pricing and terms. New Services added during an existing subscription may be prorated and aligned with the Subscriber's current renewal date.

9. Suspension and Termination

Any unauthorized use violates these Terms and immediately voids the Subscriber's right to continue that use. ACT Research may immediately suspend access for unauthorized distribution, credential sharing, AI use, API misuse, nonpayment, or conduct that threatens ACT Research systems, data, or customers. For other material breaches capable of correction, the breaching party will have fifteen (15) business days after written notice to cure the breach. ACT Research may terminate current subscriptions and decline future subscriptions when a violation is not cured or cannot reasonably be corrected.

10. Liability and Indemnification

To the maximum extent permitted by law, ACT Research will not be liable for indirect, incidental, consequential, special, punitive, or exemplary damages, including loss of profits, data, or use. The Subscriber will indemnify and hold ACT Research harmless from third-party claims, damages, or liabilities resulting from the Subscriber's misuse or unauthorized use of the Services or violation of these Terms.

11. Governing Law and Entire Agreement

These Terms are governed by Indiana law. The parties will first attempt to resolve disputes through good-faith negotiation and, if unresolved, mediation in Indiana before litigation. The applicable purchase document, these Terms, and any signed addendum constitute the entire agreement concerning the Services. A signed addendum controls over the purchase document, and the purchase document controls over these Terms, only to the extent of a conflict.

Payment Information

Americas Commercial Transportation Research Company
EIN: 35-2095595
4440 Middle Road
Columbus, IN 47203