Last updated: May 9, 2026
These Terms of Service (the “Terms”) form a binding agreement between you (“Customer” or “you”) and ValveRide, LLC, a Delaware limited liability company with offices in Tarzana, California (“ValveRide,” “we,” “us,” or “our”), governing your access to and use of ValveRide Flow and any related services, websites, and software we provide (collectively, the “Service”). By accessing or using the Service, by clicking “I agree” (or a similar button), or by signing an order form that references these Terms, you accept these Terms. If you are using the Service on behalf of an organization, you represent that you have full legal authority to bind that organization, and “Customer” refers to that organization. If you do not have such authority, or if you do not agree to these Terms, you may not use the Service.
ValveRide Flow is a multi-tenant, cloud-based diesel fuel optimization platform that connects to fleet dispatch and ELD systems, generates optimized fuel stop recommendations, tracks driver compliance, and provides analytics and reporting. The Service integrates with third-party providers including ELD systems, fuel card processors, and fuel pricing data sources to deliver real-time optimization. The Service is provided as a software-as-a-service (SaaS) subscription on a per-truck, per-month basis, except where otherwise specified in an Order.
Customer is responsible for maintaining the confidentiality of all account credentials issued to Customer or its Users, and for all activity that occurs under those accounts. Customer must notify ValveRide promptly of any suspected unauthorized access or compromise of credentials. ValveRide may suspend or terminate accounts that are inactive, that violate these Terms, or that are used in a fraudulent, abusive, or unsafe manner. Customer is responsible for ensuring that each User complies with these Terms; any violation by a User is a violation by Customer.
Customer will not, and will not permit any User or third party to:
ValveRide may suspend access (in whole or in part) immediately and without notice if it reasonably determines that Customer’s use of the Service poses a security risk, threatens the integrity of the Service, exposes ValveRide to legal liability, or otherwise materially violates this Section 5. ValveRide will use reasonable efforts to provide notice of suspension when feasible.
As between the parties, Customer retains all rights, title, and interest in and to Customer Data. Customer grants ValveRide a worldwide, non-exclusive, royalty-free license to host, copy, transmit, process, display, and create derivative works of Customer Data solely as necessary to provide, secure, support, improve, and protect the Service, to comply with law, and to enforce these Terms.
Use of the Service is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Customer represents and warrants that it has all rights, consents, and lawful bases necessary to provide Customer Data to ValveRide and to permit the processing described in these Terms and the Privacy Policy. A data processing addendum (DPA) is available on request to info@valveride.com for Customers subject to applicable data-protection regulations.
The Service allows Customer to upload daily fuel price files received from fuel vendors such as Pilot Flying J, Love’s Travel Stops, TA / Petro, Kwik Trip, and others. By uploading any such file, Customer represents and warrants that:
ValveRide is not responsible for the accuracy, completeness, or timeliness of uploaded pricing data. Fuel recommendations generated using uploaded data are provided for informational purposes only. Customer is solely responsible for verifying actual prices at the pump before fueling.
To improve pricing accuracy for all Customers, the Service maintains a shared, anonymized retail-price intelligence database. Specifically:
By uploading pricing files or connecting fuel card integrations, Customer consents to this use of retail price data for platform-wide price intelligence. Customer may contact info@valveride.com at any time to request that uploaded data be excluded from shared price intelligence going forward.
By connecting an ELD or telematics system (including Samsara, Omnitracs, Motive, Isaac, Geotab, or others), Customer authorizes the Service to access driver hours-of-service data, vehicle location data, and driver identification data as necessary to generate fuel plans and dispatch notifications. This data is used solely to provide the Service and is not sold or shared with third parties for marketing purposes. Customer represents and warrants that it has obtained any consents required from its drivers and personnel to share such data with a third-party service provider for these purposes.
The Service may send fuel plan notifications and operational messages to drivers via email, SMS, push notification, and ELD in-cab messaging. By providing driver contact information, Customer represents and warrants that it has obtained all consents required under applicable law (including the Telephone Consumer Protection Act and analogous state laws) for ValveRide and its sub-processors (including Twilio) to send such communications, and that Customer maintains records sufficient to demonstrate that consent. Customer is responsible for keeping driver contact information accurate and current and for promptly updating or removing contact details when consent is withdrawn or employment ends. Customer will indemnify and hold ValveRide harmless from any claim arising out of communications sent at Customer’s direction or based on contact information Customer provided.
The Service generates fuel stop recommendations algorithmically based on route data, real-time and estimated fuel pricing, contract discounts, and tenant-configured rules. These recommendations are informational only. ValveRide does not guarantee any specific level of savings on any individual trip, route, billing period, or in the aggregate. Actual prices, taxes, surcharges, and discounts at the pump may differ from those displayed. Customer is responsible for the final fuel-purchasing decisions made by its drivers and for ensuring those decisions comply with applicable hours-of-service, weight, hazmat, and route-restriction rules.
ValveRide Flow is sold on a per-truck, per-month subscription basis at the rate set forth in the applicable Order or on our pricing page. The Subscription Term begins on the date Customer first activates a paid subscription and continues on a month-to-month basis until terminated in accordance with these Terms.
Customer’s subscription will automatically renew for successive one-month periods at the then-current published rate, without further action by Customer, until Customer cancels in accordance with Section 12.6. By providing payment-method information, Customer authorizes ValveRide (and its payment processor, Stripe, Inc.) to charge Customer’s payment method for all Fees as they come due.
Fees are calculated based on the number of active trucks provisioned to Customer’s tenant on the day of billing. When trucks are added during a billing period, the additional Fees are prorated for the remainder of that period. Trucks removed during a billing period do not generate any refund or credit; the removal takes effect at the start of the next billing period.
Fees are exclusive of all taxes, levies, or duties imposed by taxing authorities. Customer is responsible for paying all such taxes other than taxes based solely on ValveRide’s net income. If ValveRide is required to collect or pay any tax for which Customer is responsible, that tax will be invoiced to and paid by Customer.
If a payment fails or is not received when due, ValveRide may: (a) retry the payment method; (b) charge interest on overdue amounts at the lesser of 1.5% per month or the maximum rate permitted by law; (c) suspend Customer’s access to the Service after the account is more than ten (10) days past due; and (d) terminate the subscription if the account remains past due for more than thirty (30) days. Suspension does not relieve Customer of the obligation to pay Fees that accrued before suspension. Customer agrees to reimburse ValveRide for reasonable collection costs (including attorneys’ fees) incurred to collect overdue amounts.
Customer may cancel its subscription at any time from the Billing page within the Service or by emailing billing@valveride.com. Cancellation takes effect at the end of the then-current monthly billing period; Customer retains access through that date. All Fees paid are non-refundable and ValveRide does not provide partial-month refunds, prorated refunds for early cancellation, or credits for unused capacity.
ValveRide may modify Fees from time to time. Any increase will be communicated to Customer by email at least thirty (30) days before it takes effect, and will apply to the next renewal period following the notice. Continued use of the Service after the effective date of a Fee change constitutes acceptance of the new Fee. If Customer does not accept a Fee increase, Customer’s sole remedy is to cancel under Section 12.6 before the new Fee takes effect.
From time to time, ValveRide may offer promotional pricing, beta-program rates, design-partner discounts, or free trials. Such offers are subject to the specific terms presented at sign-up, are non-transferable, and may be modified or discontinued by ValveRide at any time. Unless an offer expressly states otherwise, the subscription will convert to the then-current standard Fee at the end of the promotional or trial period without further notice.
If Customer believes a charge is incorrect, Customer must notify ValveRide in writing at billing@valveride.com within thirty (30) days of the invoice date. Charges not disputed within that period are deemed accepted. Customer waives any right to chargeback for charges not disputed in accordance with this Section.
These Terms apply for the duration of the Subscription Term and any renewal period.
Customer may terminate by canceling under Section 12.6.
ValveRide may terminate or suspend the subscription, in whole or in part, immediately and without refund if Customer: (a) materially breaches these Terms and fails to cure that breach within ten (10) days after written notice (or immediately, if the breach by its nature cannot be cured); (b) fails to pay Fees that remain past due more than thirty (30) days; (c) becomes the subject of a bankruptcy, insolvency, receivership, or similar proceeding; or (d) uses the Service in a manner that creates risk of harm to ValveRide, the Service, other Customers, or third parties.
ValveRide may terminate the subscription for any reason on at least thirty (30) days’ prior written notice to Customer. In that event, ValveRide will refund any prepaid Fees attributable to periods after the termination date.
Upon termination or expiration: (a) Customer’s right to access and use the Service immediately ends; (b) all Fees that have accrued become due and payable; and (c) for thirty (30) days following termination, Customer may request an export of Customer Data in a commercially reasonable format. After that thirty-day window, ValveRide may delete Customer Data, except to the extent retention is required by law or is necessary to enforce these Terms or defend claims. Audit logs and tax-relevant transaction records may be retained for up to seven (7) years for compliance purposes. Aggregated and de-identified retail-pricing observations contributed under Section 8 are not subject to deletion.
The Service, including its underlying software, optimization algorithms, pricing-intelligence systems, machine-learning models, user interfaces, documentation, branding, and all enhancements and derivatives thereof, is and remains the exclusive property of ValveRide and its licensors. ValveRide grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service during the Subscription Term solely for Customer’s internal business purposes. No rights are granted by implication, estoppel, or otherwise, and ValveRide reserves all rights not expressly granted. Customer Data remains Customer’s property, subject to the license granted in Section 6.
Customer may, but is not required to, provide suggestions, comments, ideas, improvements, or other feedback about the Service (“Feedback”). Customer hereby grants ValveRide a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable license to use, modify, and incorporate any Feedback into the Service or other ValveRide products without restriction or obligation of any kind.
From time to time, ValveRide may make features available that are designated as “beta,” “preview,” “experimental,” “early access,” or “design partner” (collectively, “Beta Features”). Beta Features are made available as-is, without any warranties, service-level commitments, or support obligations of any kind, and may be modified, suspended, or discontinued at any time. ValveRide’s aggregate liability for any Beta Feature is capped at one hundred U.S. dollars (US$100) regardless of the cap in Section 18.
EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE AND ALL CONTENT, RECOMMENDATIONS, AND OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VALVERIDE AND ITS LICENSORS, AFFILIATES, AND SUPPLIERS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. VALVERIDE DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, OR THAT ANY DATA WILL BE SECURE OR NOT LOST OR ALTERED. VALVERIDE DOES NOT WARRANT THE ACCURACY, COMPLETENESS, OR TIMELINESS OF ANY THIRD-PARTY DATA OR INTEGRATION (INCLUDING ELD, FUEL CARD, ROUTING, OR PRICING DATA) AND IS NOT RESPONSIBLE FOR THE ACTS OR OMISSIONS OF THIRD-PARTY PROVIDERS.
No advice or information, whether oral or written, obtained by Customer from ValveRide or through the Service creates any warranty not expressly stated in these Terms.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL VALVERIDE OR ITS LICENSORS, AFFILIATES, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, DATA, OR FUEL-PURCHASING OPPORTUNITY, EVEN IF VALVERIDE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
VALVERIDE’S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, FROM ALL CAUSES OF ACTION AND UNDER ALL THEORIES OF LIABILITY, WILL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER TO VALVERIDE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US$100).
The limitations in this Section 18 do not apply to: (a) Customer’s payment obligations under Section 12; (b) Customer’s indemnification obligations under Section 19; (c) either party’s breach of confidentiality obligations; or (d) liability that cannot lawfully be limited.
Customer acknowledges that the Fees reflect the allocation of risk set forth in these Terms and that ValveRide would not provide the Service on these economic terms without these limitations.
Customer will defend, indemnify, and hold harmless ValveRide and its officers, directors, employees, agents, affiliates, licensors, and suppliers (the “ValveRide Parties”) from and against any claim, action, demand, loss, damage, liability, settlement, judgment, fine, penalty, cost, or expense (including reasonable attorneys’ fees) arising out of or relating to: (a) Customer Data, including any allegation that Customer Data infringes, misappropriates, or violates any third-party right or law; (b) Customer’s or any User’s breach of these Terms or violation of applicable law; (c) Customer’s use of the Service in combination with hardware, software, or services not provided by ValveRide; (d) communications sent at Customer’s direction or based on contact information Customer provided, including any TCPA or similar telecommunications-law claim; (e) decisions made by Customer’s drivers or dispatchers based on the Service’s outputs; or (f) any dispute between Customer and any of its drivers, employees, customers, or other third parties.
ValveRide will give Customer prompt notice of any claim subject to indemnification, reasonable cooperation in the defense, and the right (but not the obligation) to participate in the defense at Customer’s expense. Customer will not settle any claim that imposes any liability or admission on a ValveRide Party without ValveRide’s prior written consent.
ValveRide targets 99.9% monthly availability, calculated excluding scheduled maintenance, downtime caused by third-party services or networks, and events of Force Majeure. Enterprise-tier subscriptions may include a separate service-level agreement with defined remedies. Except as expressly provided in such an SLA, Customer’s sole remedy for any unavailability is the limitations and disclaimers set forth in Sections 17 and 18.
Neither party will be liable for any delay or failure to perform (other than Customer’s payment obligations) caused by circumstances beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, pandemics, governmental action, internet or telecommunications failures, denial-of-service attacks, supply-chain disruptions, or failures of third-party service providers (including hosting, payment, ELD, fuel-card, routing, and pricing-data vendors).
Trip records, fuel plans, driver communications, and audit logs are retained for the duration of Customer’s active subscription plus twelve (12) months following termination, except as otherwise stated in Section 13.5. Uploaded fuel pricing files and derived per-Customer price observations are retained for ninety (90) days from upload. Driver personal data (name, email, phone, ELD identifiers) is deleted upon Customer’s written request or within thirty (30) days after termination. Aggregated, de-identified retail-pricing observations contributed under Section 8 are retained indefinitely as part of ValveRide’s shared price intelligence.
Each party may receive information from the other that is marked or reasonably understood to be confidential (“Confidential Information”). Confidential Information includes Customer’s contract pricing and discount terms, ValveRide’s pricing (other than as published), the non-public features and roadmap of the Service, and any security or audit information. Each party will protect the other’s Confidential Information using at least the same degree of care it uses to protect its own confidential information of like kind (and in any event no less than reasonable care), and will use such information only as necessary to exercise rights or perform obligations under these Terms. Confidential Information does not include information that is publicly available through no fault of the receiving party, was independently developed without use of the disclosing party’s information, or is required to be disclosed by law (provided the receiving party gives reasonable advance notice when permitted).
Unless Customer opts out by written notice to info@valveride.com, ValveRide may identify Customer as a customer and use Customer’s name and logo on its website, in customer lists, and in similar marketing materials, in each case in a manner consistent with Customer’s brand guidelines if provided. Use of Customer’s name in case studies or press releases requires Customer’s prior written consent.
These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Los Angeles County, California for any action arising out of or relating to these Terms, and each party waives any objection to that venue based on inconvenience or otherwise. Each party irrevocably waives any right to a jury trial in any such action, to the maximum extent permitted by law. Any claim must be brought within one (1) year after the cause of action arises or be permanently barred.
Notices to ValveRide must be sent to info@valveride.com with a copy to legal@valveride.com. Notices to Customer may be sent to the email address associated with Customer’s account or, in the case of legal notices, to any other address Customer has designated in writing. Notices are deemed received upon delivery confirmation for email or one (1) business day after dispatch by overnight courier.
Customer may not assign or transfer these Terms or any rights or obligations under them, in whole or in part, by operation of law or otherwise, without ValveRide’s prior written consent. Any purported assignment in violation of this Section is void. ValveRide may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets, or to any affiliate.
ValveRide may update these Terms from time to time. Material changes will be communicated to active Customers by email at least fourteen (14) days before they take effect. Continued use of the Service after the effective date of an update constitutes acceptance. If Customer does not accept an update, Customer’s sole remedy is to cancel under Section 12.6 before the update takes effect. Non-material updates (such as clarifications, formatting changes, or contact-information updates) become effective when posted.
Questions about these Terms should be directed to:
ValveRide, LLC
info@valveride.com · billing@valveride.com · legal@valveride.com