Fleet Terms & Conditions

FLEET TERMS AND CONDITIONS

These terms and conditions (the “Agreement”) are between the legal entity (“Customer”) listed on the information form (the “Customer Form”) and Family Express Corp. ("Company") and govern any accounts established by Customer with Company (“Account(s)”) for the purchase of fuel and other goods from Company in advance of payment, and any cards issued to Customer under an Account (“Fleet Cards(s)”). By providing your contact and billing information in the Customer Form and clicking “SUBMIT,” Customer: (a) acknowledges that it has read this Agreement; (b) agrees to be bound by this Agreement and that the use of any Fleet Card, PIN or Account issued or established pursuant to a Customer Form is further confirmation of Customer’s agreement to this Agreement; (c) acknowledges, represents and warrants that he/she is an owner, officer, or partner of the Customer with the authority to bind the Customer to the terms of this Agreement; (d) represents that the information given in the Customer Form is complete and accurate and is submitted for the purposes of obtaining credit; (e) represents that Customer is solvent; and (f) authorizes Company to check with credit reporting agencies, credit references and other sources disclosed to confirm information given.

1. To the extent that Company, in its sole discretion and after evaluating the information provided on the Customer Form, agrees to establish one or more Accounts and issue Fleet Cards for the benefit of Customer and its authorized users (“Account User(s)”), Company will establish, in its sole discretion, a credit limit for Customer, which will be the maximum amount of credit that may be outstanding on the Customer's Account(s) at any time.  The credit limit shall appear on the billing statements (“Statement(s)”) or in Customer’s online portal for its Account(s).  Company may decrease or otherwise change the credit limit at any time in its sole discretion without notice.  In the event Customer's balance exceeds the credit limit for any reason, Customer shall pay, on demand, the amount of such excess.  If Company permits Customer to exceed its credit limit, it does not obligate Company to allow Customer to exceed its credit limit again.
2. Customer’s Statement will reflect: (a) all amounts payable for transactions on each Account and each Fleet Card for the applicable billing period; (b) Additional Fees charged to Customer’s Account for the billing period; and (c) all applicable taxes, including sales tax, that Company is obligated to collect pursuant to applicable law.  Payment in full is due on or before the 25th day of each calendar month. Each “billing period” will reflect all amounts owed on Customer’s Account(s) as of the last day of the immediately preceding calendar month.  Failure to make timely payment shall cause Finance Charges to accrue pursuant to the terms stated in Section 3.  Payments will be applied first to unpaid fees, second to any accrued Finance Charges and third to any unpaid balances.

2.1. Customer shall pay: (a) a twenty-five dollar ($25.00) insufficient funds fee for each rejected check, wire or ACH; and (b) a two dollar ($2.00) replacement fee for each replacement card requested by Customer (together, the “Additional Fees”).

2.2. Customer acknowledges and agrees that Company may change its rates, charges and fees, and introduce new fees (such as processing fees, paper invoicing and reporting fees and shipping fees) upon Customer’s receipt of advance written notice and such changes shall apply to the charges and transactions occurring after the date specified in such written notice.

2.3. If Customer’s Statement reflects a transaction that Customer did not authorize, Customer may dispute the unauthorized transaction in writing within thirty (30) days from the Statement date. Subject to limitations of federal law, Customer will be liable for the full amount of any loss if they do not notify Company of any possible unauthorized transaction.

3. Company may assess a finance charge (“Finance Charge(s)”) on all unpaid Statement balances in an amount not to exceed an annual percentage rate of eighteen percent (18%)^[1] beginning from the date that the balance is due and not posted to the Account to the date that the payment is received, due and payable to Company. The Finance Charge will be calculated by determining the total balance due on the date the Account becomes delinquent and prorated accordingly. The total balance due includes any additional charges and credits posted to an Account since the last billing cycle through the date the past due payment is applied or the close of the next business cycle, whichever happens first, and then subtracting any payments and/or credits entered during that period.
4. Company, in its sole discretion, may refuse to authorize any use of any Fleet Card, PIN or Account for any transaction or sale or may suspend or terminate any Fleet Card or Account without notice for any reason, including, without limitation, if the amount of any transaction or sale will result in Customer exceeding its maximum credit limit.  Company is not responsible for any consequences caused by Company’s refusal to accept or honor a Fleet Card, PIN or Account number as payment.
5. Customer shall have the sole responsibility of: (a) designating the Account User(s) authorized to use Fleet Card(s) issued in Customer’s name; (b) distributing Fleet Cards to Account Users and any applicable identification numbers associated with any Fleet Card or Account User (“PIN”); (c) notifying Company of any change or removal of any Account User; (d) repossessing any Fleet Cards if any Account User’s authorization is revoked or terminated; (e) ensuring that all Account Users utilize Fleet Cards and Accounts for only purchases and transactions authorized by Customer; (f) notifying Company of any lost or stolen cards; and (g) monitoring its Accounts and Fleet Cards to prevent theft, fraud or any other inappropriate or unauthorized use of any Fleet Card or Account.  Company may rely upon instruction from any Account User or contact with apparent authority to act on Customer’s behalf.  Customer will keep PINs confidential and instruct its employees or Account Users to not disclose any PIN. If Account Users or other employees disclose a PIN or write a PIN on a Fleet Card, then Customer may be liable for any resulting fraudulent use even if the disclosure is inadvertent or unintentional.

6. Customer must immediately report lost or stolen cards by calling 219-462-0144. Customer acknowledges and agrees that they will be fully liable for any unauthorized transactions or unauthorized use of Account(s) or Fleet Card(s) unless they have reported a card lost or stolen prior to the unauthorized transaction or unauthorized use, provided that, if Customer has less than 10 Fleet Cards issued to its Account, Customer’s liability is limited to a maximum of $50.00 for unauthorized transactions.

7. COMPANY WILL NOT BE LIABLE TO CUSTOMER FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR SPECIAL DAMAGES, INCLUDING LOST PROFITS, REGARDLESS OF THE FORM OF THE ACTION OR THE THEORY OF RECOVERY, EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES. COMPANY’S TOTAL LIABILITY UNDER THIS AGREEMENT SHALL BE LIMITED TO THE ACTUAL DAMAGES INCURRED BY CUSTOMER AS A DIRECT RESULT OF COMPANY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT AND IN ANY EVENT SHALL NOT EXCEED THE AGGREGATE AMOUNT OF FEES PAID BY CUSTOMER TO COMPANY PLUS OTHER REVENUE EARNED BY COMPANY ATTRIBUTED TO AMOUNTS PAID BY CUSTOMER IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

8. Customer is liable to Company for any and all costs (including reasonable attorneys’ fees) incurred by Company in enforcing Customer’s obligations in this Agreement and collecting amounts owed pursuant to any Account
9. Customer agrees that Company may provide information to its affiliates or third-party service providers in connection with the operation and maintenance of their Fleet Card program, including without limitation to third-party providers for the purpose of processing its Customer Form. Customer expressly agrees to these disclosures and use of information, provided that such affiliates or third-party service providers agree to maintain the information confidentially and agree not to disclose it to any other parties without Company’s authorization. Customer further agrees that information may be provided to accepting merchants or other third parties for purposes of supporting ancillary product offers to the Customer. Customer acknowledges and agrees that Company is not liable for third-party service providers.
10. Accounts and Fleet Cards shall only be used for commercial purposes of Customer and not for personal, family or household purposes.  Customer shall be responsible for ensuring that Accounts and Fleet Cards are strictly used for business or commercial purposes. 
11. Customer shall provide Company with advance written notice of: (a) any change in Customer’s legal structure or legal name; (b) any consolidation, merger or sale of a substantial part of Customer’s assets; or (c) any change of control of Customer. Company reserves the right to make any necessary modifications to Customer’s Account or to this Agreement based upon such changes.
12. Customer may close, terminate, or cancel the Account(s) and/or Fleet Card(s) at any time upon ten (10) days written notice to Company. Customer will remain jointly and severally liable for all outstanding unpaid amounts due on Account(s), including, without limitation, all charges against the Account that occur prior to the cancellation of applicable Fleet Card(s). Company may terminate this Agreement and any Accounts or Fleet Cards, without notice to Customer, if: (a) any Account(s) remain inactive for three (3) or more consecutive months (an Account is “inactive” if no credit has been extended (such as by purchase, cash advance or balance transfer)) and if the Account has no outstanding balance; (b) Customer’s Account(s) are in default because Customer has stopped making payments on an Account; (c) Customer has consistently exceeded its credit limit; (d) Customer’s credit score has decreased significantly below Company’s minimum credit score requirement; (e) Customer breaches this Agreement; (f) a petition in bankruptcy, insolvency, receivership, or reorganization has been filed by or against Customer, or pursuant to any other debtor relief law or the entry of any order appointing a receiver, custodian, trustee, liquidator, or any other person with similar authority over the assets of the Customer; (g) Customer is declared insolvent or there has been an assignment made for the benefit of its creditors or any other material adverse change in the Customer’s financial condition; or (h) if Company discontinues the Fleet Card program.  The foregoing subsections (b) through (g) shall collectively and individually be referred to as a “Customer Default”.
13. In the event of a Customer Default, in addition to Company’s rights stated herein, Company, in its sole discretion, may immediately and without notice: (a) refuse to authorize any use of any Fleet Card, PIN or Account for any transaction; (b) terminate or suspend any Account or Fleet Card; (c) demand immediate payment of all outstanding amounts owed pursuant to any Account; (d) shorten the billing cycle; (e) change payment terms; (f) reduce the credit limit; (g) demand payment from any guarantor; and (h) exercise any other right and remedies available to it pursuant to applicable law.
14. Customer may not assign or transfer its rights and obligations pursuant to this Agreement, any Accounts or Fleet Card without Company’s prior written consent.  Customer agrees to send Company written notice by certified mail within five (5) days of any changes in its ownership. Company may, in its sole discretion, assign this Agreement and its obligations, transfer any right, or delegate any duty of performance under this Agreement without further notice. The person or entity(ies) to whom Company makes any assignment is entitled to all of Company’s rights under this Agreement, to the extent that those rights were assigned. 
15. This Agreement, any Accounts and any Fleet Cards shall be governed in accordance with applicable federal laws, if any, and the laws of the State of Indiana (without reference to choice of law rules).  Customer and Company agree that Porter Superior or Circuit Court, Porter County, Indiana shall have exclusive jurisdiction over all matters arising out of this Agreement, the Accounts and the Fleet Cards. THE PARTIES AGREE VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY TO WAIVE ALL RIGHT TO TRIAL BY JURY IN ANY PROCEEDING INSTITUTED IN ANY COURT, ARISING OUT OF THIS AGREEMENT, THE CUSTOMER FORM, ANY ACCOUNT OR ANY FLEET CARD.
16. Except as otherwise provided in this Agreement, all notices will be in writing and delivered to the Customer at the address set forth in the Customer Form or to Company at 213 S. STATE ROAD 49, VALPARAISO, IN 46383. Any notice so addressed and mailed by first class mail, postage prepaid, by overnight courier, or by facsimile shall be deemed given upon actual receipt.
17. Federal laws require that all financial institutions obtain, verify, and record information identifying each applicant that opens an account. Company will require that Customer provide their name, address, date of birth, and other identifying information, including a copy of their state issued driver’s license or other identification card.

18. If any portion of this Agreement is held to be invalid, the remaining portions shall remain in full force and effect. Failure of either party to exercise any of its rights under this Agreement in a particular instance will not be construed as a permanent waiver of those rights.