daXos People Transport Sales Terms.

1 · Who this is between

These terms are between daXos LLC, a North Carolina limited liability company (“daXos”, “we”, “us”), and the business named on the order (“you”). They apply to daXos People Transport orders placed on this site by businesses and public bodies in the United States that carry passengers — paratransit and ADA services, non-emergency medical transportation, shuttles and microtransit, transit buses, and similar services.

daXos sells to organisations, not to consumers. A daXos People Transport order placed on this site covers at least five packages — Van & Shuttle packages and Bus packages counted together. By accepting these terms you confirm you are ordering for an organisation and are authorised to bind it.

This is the whole agreement for daXos People Transport orders placed on this site. It replaces any earlier proposal or quotation, except where you and daXos have signed a separate written agreement — including a pilot agreement or a contract awarded through your procurement process — which prevails to the extent the two differ. Orders placed on daxosdigit.com are governed by the daXos Sales Terms published there, and daXos Move, daXos Fresh and daXos Energy orders by their own Sales Terms, not by these terms.

The daXos Data Processing Agreement forms part of these terms and is incorporated by reference. Location data tied to a vehicle or a driver is personal data in most regimes, so a subscription cannot sensibly exist without it. The tick that accepts these terms accepts the DPA with them, and daXos records which version you accepted, and when, against your subscription. Where the DPA and these terms differ about the processing of personal data, the DPA governs.

2 · What you are buying

You are buying data, on subscription. daXos captures measurements from your vehicles — where they are, how they move, when their doors open, the temperature in the cabin — and gives you access to that data and to the reports built from it. You are not buying equipment.

The subscription is made of two packages and one add-on, each billed monthly:

• Van & Shuttle package — per van, minibus or shuttle: one logger (GPS and motion), one sensor (opening of a passenger or ramp door, cabin temperature and humidity), and the People Transport dashboard — Ride Report, Stops & Dwell Sheet, live map, alerts — with API and MCP access, at no extra charge.
• Bus package — per bus: one logger (GPS and motion), two sensors (opening of the front and rear doors, cabin temperature), and the People Transport dashboard with stop-aware dwell matched against the transit stop list you designate, ride comfort per route segment and road defects per street, with API and MCP access. The Bus package is offered as a pilot program: its features may change as the pilot progresses, and section 9 explains how either of us may end it.

Telecom connectivity is included in the monthly rate. Installation is charged once per package and is waived on a twelve-month commitment.

3 · The devices stay ours

This section matters, so it is written plainly.

daXos owns every logger and sensor at all times. They are placed with you so that we can capture the data you are subscribing to. Title never passes to you, however long the subscription runs. They are not an asset on your books and there is nothing to depreciate.

While the devices are with you, you agree to:

• keep them installed on the vehicle they were assigned to, and tell us before that vehicle is sold, leased out, scrapped or leaves your fleet;
• keep each sensor where it was placed, and never move a device to a place where it could obstruct a doorway, an aisle, an emergency exit, a wheelchair ramp or lift, a securement point or any other safety equipment;
• not open, modify, repair, reverse-engineer or relabel them, and not remove or replace the battery of a logger or sensor yourself;
• not sell, lend, sublease, pledge or otherwise encumber them, and not let anyone else claim a right over them;
• take reasonable care of them, as you would your own equipment, including when cleaning the vehicle.

daXos places devices so that they do not interfere with the vehicle's controls, safety equipment or passenger areas. If you ever believe a device does, tell us and we will move it.

Support, replacement and refresh. Device health is monitored continuously: a device that stops reporting, loses power or drifts is flagged by daXos. Support is reachable by chat at any hour, every day. A device that fails in normal use is replaced at no charge, and daXos ships the replacement within 48 hours of confirming the failure; the failed device comes back to us. Batteries are serviced or replaced by daXos at no charge when they run low. The whole installed base is refreshed at year four at no charge. The 48 hours cover dispatch, not delivery: carriers and events outside our control are not included.

When the subscription ends, the devices come back to us. We arrange and pay for collection, and you have thirty days from the end of the subscription to make them available. Devices not returned within that window, or returned damaged beyond normal wear, are invoiced at their replacement value:

• Logger — $100 each
• Sensor — $50 each

Normal wear from use on a working vehicle, including heat, cold, condensation and routine cleaning, is expected and is not charged for.

4 · What daXos People Transport is — and is not

daXos People Transport tells you what its devices measured and what can be worked out from those measurements: where a vehicle was, how it accelerated, braked, turned and moved vertically, when and for how long it stopped, when a door the sensor watches opened and closed, and the temperature and humidity where the sensor is placed. The sensors measure temperature from −4 °F to 140 °F (−20 °C to +60 °C).

Some results are estimates, not measurements: whether a jolt was caused by the road or by the way the vehicle was driven, whether a stop was in a bus zone, near a stop, on the opposite side or on a cross street, how a trip scores for comfort, and energy forecasts. They are worked out from the measurements, from what other passes recorded at the same place, and from public data such as the GTFS stop lists that transit agencies publish under their own terms. They can be wrong, and daXos does not warrant the accuracy of public data it did not produce.

You set the thresholds and choose who receives alerts. daXos does not watch those alerts for you, does not contact you, your staff, your passengers, their families or anyone else, and does not dispatch anyone. Acting on an alert is your decision.

Readings and alerts are sent on a schedule and when an event wakes the unit, and can be delayed or missed where there is no cellular or satellite coverage, inside buildings and garages, when a battery is low, or when a device has been damaged, moved or removed. We do not promise that every event will be detected or delivered.

Consequently, and subject to section 12, daXos is not liable for accidents, collisions, falls or other incidents involving your vehicles, drivers or passengers, for the consequences of a missed, late or disputed pickup, for penalties under your contracts, or for damage to or theft of a vehicle or its contents — whether or not an alert was sent, delayed or missed. daXos People Transport does not replace your driver training and supervision, your vehicle inspections, your safety and securement procedures, the records you are required to keep, or your insurance.

5 · Reports, your riders and your obligations

You may share the Ride Report, the Stops & Dwell Sheet and other reports with the agencies and customers you serve, your insurers, your auditors and your own staff. They are records of what the devices measured and estimated.

A report is evidence, not a verdict. It does not establish who is responsible for an incident, a complaint, a late pickup or a no-show, and does not change your obligations — including, where they apply to you, the Americans with Disabilities Act and its transportation regulations, Medicaid and state rules for non-emergency medical transportation, Federal Transit Administration requirements, and the terms of the contracts you operate under. daXos is not a party to any dispute between you and a rider, a customer or an agency. Deciding whether daXos data is acceptable for a regulatory, audit, reporting or contractual purpose is yours.

No rider or patient information. daXos People Transport is not designed to hold protected health information, and daXos does not act as a business associate. Do not enter riders' names, home addresses, appointment or diagnosis details or other health information into vehicle names, notes, geofences or any other field. If you link trips to riders, do it in your own systems.

You are responsible for telling your drivers and staff that your vehicles are tracked, and for any notice or consent the law requires of you as the employer or operator. The devices carry no camera and no microphone.

6 · Your data is yours

The measurements captured from your vehicles belong to you. daXos claims no ownership of them.

You reach your data through the dashboard, the API and MCP, on any software or agent you choose. We do not charge for access and we do not sell access to your data to anyone else.

We hold your data to run the service, and not indefinitely: raw measurements are deleted or de-identified three months after they are captured, on a rolling basis. Reports and summaries you have built inside the service outlive the readings behind them. If you must keep trip records for longer, export them, or agree a longer window with us in writing — for example twelve months of trip records for a contract.

When the subscription ends you have thirty days to export what is still held, and we then delete or return it at your choice, in any event within ninety days — apart from records the law requires us to keep, and routine backups, which are overwritten on their ordinary cycle. The daXos privacy policy sets this out in full.

We use the data to operate and support the service and to fix faults. To tell the road from the driver, a jolt is compared with what other vehicles recorded at the same place; that comparison uses de-identified, aggregated road observations that cannot reasonably be linked back to you, your people, your riders or your vehicles, and we do not try to re-identify them. We will not use your data to train AI models you do not use without a separate signed addendum you are free to refuse. Section 5 of the DPA is the binding form of that promise.

7 · Prices and tax

Prices are those shown on this site at the time you order, in US dollars. They exclude sales tax and any other applicable tax, which is added at checkout or on the invoice. If you are exempt from a tax, send us your certificate before you order.

We may change list prices with sixty days’ notice by email. A price change does not apply to a twelve-month commitment before it renews.

8 · Billing

The subscription is billed monthly in advance by card, through Stripe. daXos does not see or store your card number. If your organisation pays by invoice or purchase order, ask us for a quote: that is done under a separate written agreement.

At checkout you pay the first month plus any one-time charge, such as installation. After that you are billed on the same day each month.

You can add packages at any time; the change is billed from the next month. Reducing quantities takes effect at the next billing month, the month in progress is not refunded, and the order must stay at five packages or more.

If a payment fails we will retry and write to you. If it is still unpaid fourteen days after the due date we may suspend the service until it is settled.

9 · Term and cancellation

The subscription runs month to month unless you took a twelve-month commitment.

To cancel, write to info@daxosdigit.com. That is all it takes — no form, no notice period beyond the current month. Cancellation takes effect at the end of the billing month in progress, which is not refunded. Section 3 then applies to the devices.

If you took a twelve-month commitment and cancel before it ends, the installation charge that was waived at the start becomes payable, at $20 per package. Nothing else is owed for the remaining months.

daXos may end the subscription on thirty days’ notice, or immediately if you breach these terms and do not fix it within fourteen days of being asked. If we end it for our own convenience, we refund the unused part of the month. While the Bus package is a pilot program, either of us may end Bus packages on thirty days’ notice without the installation charge becoming payable.

10 · The free trial

The four-week free trial is ordered on daxosdigit.com and is governed by the daXos Sales Terms published there. A daXos People Transport subscription ordered after a trial is governed by these terms.

11 · What daXos does and does not promise

We work to keep the platform available and the devices reporting, and we replace what fails. We do not promise uninterrupted service: vehicles move and park in places with no coverage, garages block signals, and networks and satellites are outside our control.

daXos is a measurement service, not a safety, compliance, dispatch or claims service. Deciding what the data means, and meeting your own legal, contractual and regulatory obligations, remains yours. We do not warrant that the data is fit for any particular legal or regulatory purpose.

Except as stated in these terms, the service is provided as is, and we disclaim all other warranties to the extent the law allows.

12 · Liability

Neither of us is liable to the other for indirect or consequential loss, loss of profit, loss of business, or loss of data beyond what section 6 requires of us. Section 4 sets out what daXos is not liable for in relation to your vehicles, your drivers and your passengers.

daXos’s total liability under these terms is capped at the fees you paid in the twelve months before the claim arose.

Nothing here limits liability that cannot be limited by law, including for death or personal injury caused by negligence, or for fraud.

13 · Confidentiality

Each of us will keep the other’s non-public information confidential and use it only to perform this agreement. Your data, and your riders' and customers' names, addresses and trip details, are your confidential information. This obligation lasts three years after the subscription ends. Where you are a public body subject to public-records law, this section applies to the extent that law allows.

14 · Changes to these terms

We may change these terms with thirty days’ notice by email to the address on your account. Continuing to use the service after that means you accept the change. Changes do not apply retroactively, and do not apply to a twelve-month commitment before it renews.

Every version is dated and kept at its own permanent address. The version you accepted governs your order until you accept a newer one.

15 · Governing law

These terms are governed by the laws of the State of North Carolina, and the state and federal courts located in Guilford County, North Carolina have exclusive jurisdiction.

16 · Reaching us

daXos LLC, Greensboro, North Carolina, United States.
info@daxosdigit.com

Write to us before you accept these terms if anything in them does not work for your fleet or your procurement rules — in particular if you need invoicing, a longer data window or a pilot agreement. Most of it can be discussed.