---

title: Terms and Conditions slug: terms-and-conditions language: en lastUpdated: 2026-04-10 effectiveDate: 2026-04-10 version: 1.0

Terms and Conditions

Last Updated: April 10, 2026 Effective Date: April 10, 2026

1. Introduction and Acceptance

These Terms and Conditions ("Terms") form a binding agreement between you ("Customer", "you", "your") and Spirosi LLC, a legal entity registered in Georgia ("Spirosi", "we", "us", "our"), governing your access to and use of the Spirosi platform, website at https://spirosi.com, APIs, mobile applications, and related services (collectively, the "Service").

By registering an account, clicking "I agree", or using the Service, you confirm that you have read, understood, and agree to be bound by these Terms, along with our Privacy Policy and Refund Policy, which are incorporated by reference.

If you do not agree to these Terms, do not use the Service.

These Terms are governed by the laws of Georgia, including the Civil Code of Georgia, the Law of Georgia on Electronic Commerce, the Law of Georgia on Protection of Consumer Rights, and the Law of Georgia on Personal Data Protection.

2. Definitions

"Account" — the registered profile that grants access to the Service.
"Carrier" — a trucking company that subscribes to Spirosi to manage its dispatch operations.
"Customer" — the legal entity or individual that registers and is responsible for payment.
"User" — any individual authorized by the Customer to use the Service (dispatchers, drivers, administrators, accountants).
"Subscription" — a paid or trial plan granting access to the Service for a defined period.
"Content" — all data, text, documents, images, load information, and other material uploaded or generated through the Service.
"Personal Data" — as defined in the Law of Georgia on Personal Data Protection.

3. Eligibility and Account Registration

3.1 Eligibility

To use the Service, you must:

Be at least 18 years old
Have the legal capacity to enter into a binding contract
Represent a legally registered business entity (for carrier accounts)
Not be barred from using the Service under the laws of your jurisdiction

3.2 Account Security

You are responsible for:

Providing accurate, current, and complete registration information
Safeguarding your credentials and not sharing them
All activities that occur under your Account
Notifying us immediately at security@spirosi.com of any suspected unauthorized access

We may suspend or terminate Accounts that show signs of compromise, fraud, or abuse.

3.3 Multi-User Accounts

A Customer may invite Users. The Customer remains responsible for all actions performed by its Users and for ensuring that Users comply with these Terms.

4. The Service

4.1 Description

Spirosi provides cloud-based software for trucking carriers, including but not limited to: load management, driver tracking, dispatch automation, rate confirmation generation, invoicing, compliance tracking, and AI-powered analytics.

4.2 Availability

We aim to maintain high availability but do not guarantee that the Service will be uninterrupted, error-free, or available at all times. We reserve the right to perform scheduled maintenance, release updates, and temporarily suspend the Service for technical reasons.

4.3 Updates and Changes

We may add, modify, or remove features at our discretion. Material changes that reduce core functionality will be communicated at least 30 days in advance.

5. Subscriptions, Pricing, and Payment

5.1 Subscription Plans

Access to paid features requires a valid Subscription. Pricing is published at https://spirosi.com/pricing and may be updated from time to time. Price changes apply to the next billing cycle after notification.

5.2 Billing

Subscriptions are billed in advance on a monthly or annual basis. Payment is processed by third-party payment providers (e.g., Stripe). By subscribing, you authorize recurring charges until cancellation.

5.3 Taxes

Prices exclude applicable taxes (including Georgian VAT where required). The Customer is responsible for paying all taxes associated with the Subscription, except for taxes on Spirosi's net income.

5.4 Late Payment

If payment is not received by the due date, we may suspend the Service, charge late interest at the statutory rate under Georgian law, and retain the right to collect unpaid amounts.

5.5 Refunds

Refunds are governed by our separate Refund Policy, available at https://spirosi.com/legal/refund-policy.

5.6 Free Trial

We may offer a free trial. At the end of the trial, the Account will either convert to a paid Subscription (if a payment method was provided) or be deactivated. No payment obligation arises during the trial period.

6. Acceptable Use

You agree not to:

Use the Service in violation of any applicable law (including Georgian, US, and international law)
Reverse engineer, decompile, or disassemble the Service
Attempt to gain unauthorized access to any part of the Service, other Accounts, or related systems
Use the Service to send spam, malware, or other harmful content
Scrape, harvest, or mine data from the Service except through official APIs with our consent
Interfere with or disrupt the Service, servers, or networks connected to the Service
Upload Content that is illegal, fraudulent, defamatory, infringing, or violates the rights of third parties
Resell, sublicense, rent, or lease the Service without our prior written consent
Misrepresent your identity or affiliation
Use the Service for any activity that competes directly with Spirosi

Violation of this Section may result in immediate suspension or termination of the Account, without refund.

7. Intellectual Property

7.1 Spirosi's IP

The Service, including software, design, trademarks, logos, documentation, and all related intellectual property, is and remains the exclusive property of Spirosi LLC or its licensors. These Terms grant you a limited, non-exclusive, non-transferable, revocable license to use the Service for its intended purpose.

7.2 Your Content

You retain ownership of the Content you upload to the Service. By uploading Content, you grant Spirosi a worldwide, royalty-free, non-exclusive license to host, store, process, display, and transmit the Content solely as necessary to provide and improve the Service.

7.3 Feedback

Any feedback, suggestions, or ideas you submit to us may be used by Spirosi without any obligation or compensation to you.

8. Third-Party Services and Integrations

The Service integrates with third-party services such as ELD providers, load boards, payment processors, and communication providers. Your use of those services is governed by their own terms and privacy policies. We are not responsible for the availability, accuracy, or reliability of third-party services.

9. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party in connection with the Service. This obligation survives termination of these Terms for a period of three (3) years.

10. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. To the maximum extent permitted by Georgian law, Spirosi disclaims all warranties, including:

Warranties of merchantability, fitness for a particular purpose, and non-infringement
Warranties that the Service will meet your requirements
Warranties that the Service will be uninterrupted, secure, or error-free
Warranties regarding the accuracy, reliability, or completeness of any results, insights, or AI-generated output

AI and Automation Disclaimer: The Service uses artificial intelligence and automation to generate recommendations (e.g., load scoring, driver matching, rate analysis). These outputs are advisory only. You are solely responsible for verifying results and making final dispatch, compliance, and financial decisions.

Compliance Disclaimer: The Service assists with compliance tracking (CDL, medical cards, insurance, HOS) but does not constitute legal, tax, or regulatory advice. You remain responsible for your own compliance with federal, state, and local laws.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SPIROSI'S TOTAL LIABILITY ARISING FROM OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF:

(a) The total amount paid by the Customer to Spirosi in the twelve (12) months preceding the claim, or (b) Five hundred Georgian Lari (500 GEL).

IN NO EVENT SHALL SPIROSI BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, EVEN IF SPIROSI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Nothing in these Terms limits liability that cannot be excluded under Georgian law, including liability for intentional misconduct or gross negligence.

12. Indemnification

You agree to indemnify, defend, and hold harmless Spirosi, its affiliates, officers, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of:

Your violation of these Terms
Your violation of any law or third-party rights
Your Content or use of the Service
Disputes with brokers, shippers, drivers, or other third parties arising from your dispatch operations

13. Term and Termination

13.1 Term

These Terms remain in effect while you use the Service.

13.2 Termination by You

You may cancel your Subscription at any time through your Account settings or by emailing support@spirosi.com. Cancellation takes effect at the end of the current billing cycle.

13.3 Termination by Spirosi

We may suspend or terminate your Account with or without notice if you:

Materially breach these Terms
Fail to pay amounts owed
Engage in fraudulent or illegal activity
Create risk or legal exposure for Spirosi

13.4 Effect of Termination

Upon termination:

Access to the Service ends immediately
Paid fees are non-refundable except as provided in the Refund Policy
You may request an export of your data within 30 days
After 90 days, data may be permanently deleted, except where law requires longer retention

Sections that by their nature should survive termination (including IP, confidentiality, disclaimers, limitation of liability, indemnification, and dispute resolution) will survive.

14. Force Majeure

Neither party is liable for failure to perform obligations due to events beyond reasonable control, including natural disasters, war, terrorism, pandemics, cyberattacks, infrastructure failures, or actions of governments and third-party providers.

15. Governing Law

These Terms are governed exclusively by the laws of Georgia (country), without regard to conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

16. Dispute Resolution

16.1 Good-Faith Negotiation

Before initiating legal proceedings, the parties agree to attempt to resolve disputes in good faith by written notice to legal@spirosi.com. If no resolution is reached within 30 days, either party may proceed to litigation.

16.2 Jurisdiction

All disputes shall be submitted to the exclusive jurisdiction of the Tbilisi City Court, Georgia, unless otherwise required by mandatory consumer protection law.

16.3 Consumer Rights

If you are a consumer residing in Georgia, nothing in this Section limits the mandatory rights granted to you by the Law of Georgia on Protection of Consumer Rights.

17. Modification of Terms

We may update these Terms from time to time. Material changes will be communicated by email or in-app notice at least 14 days before taking effect. Continued use of the Service after the effective date constitutes acceptance of the updated Terms. If you do not agree, you must stop using the Service and cancel your Subscription.

18. Miscellaneous

Entire Agreement: These Terms, together with the Privacy Policy and Refund Policy, constitute the entire agreement between the parties.
Severability: If any provision is held invalid, the remaining provisions continue in full force.
No Waiver: Failure to enforce any right is not a waiver.
Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
Language: These Terms are available in English and Georgian. In case of discrepancy, the Georgian version prevails for users residing in Georgia; the English version prevails for all other users.
Notices: Legal notices must be sent to legal@spirosi.com.

19. Contact

Spirosi LLC Tbilisi, Georgia Legal: legal@spirosi.com Support: support@spirosi.com Website: https://spirosi.com