Motion for Case Management in CREDITORS ADJUSTMENT BUREAU, INC. VS. FTL LTD., INC. DBA FTL LTD INC ADBA F T L LTD INC ET AL| Trellis.Law

On April 11, 2024 a Miscellaneous was filed involving a dispute between Creditors Adjustment Bureau, Inc., and Does 1 Through 10, Inclusive, Ftl Ltd., Inc. Dba Ftl Ltd Inc Adba F T L Ltd Inc, for CONTRACT/WARRANTY in the District Court of San Francisco County.

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1 LAW OFFICES OF KENNETH J. FREED ELECTRONICALLY
KENNETH J. FREED, ESQ. [SBN 125349] FILED
2 JOSEPH JYOO, ESQ. [SBN 321286] Superior Court of California,
County of San Francisco
4340 Fulton Ave., Third Floor
3 Sherman Oaks, California 91423 04/11/2024
(818) 990-0888 Office Clerk of the Court
BY: DAEJA ROGERS
4 (818) 990-1047 Facsimile Deputy Clerk
KFREED@KJFESQ.COM JJYOO@KJFESQ.COM
5

6 Attorneys for Plaintiff
CREDITORS ADJUSTMENT BUREAU, INC.
7 Our File No. 6120479

8
SUPERIOR COURT OF CALIFORNIA, COUNTY OF SAN FRANCISCO
9
CIVIC CENTER COURTHOUSE, UNLIMITED CIVIL
10

11 CREDITORS ADJUSTMENT BUREAU, ) CASE NO. CGC-24-613861
INC., )
12 ) COMPLAINT FOR MONEY:
Plaintiff, )
13 ) 1. OPEN BOOK ACCOUNT
~ ) 2. ACCOUNT STATED
14 ) 3. REASONABLE VALUE
FTL LTD., INC. DBA FTL LTD INC ) 4. BREACH OF CONTRACT
15 ADBAFTLLTDINCAKAFTLLTD; and)
DOES 1 through 10, Inclusive, ) Amount of Demand:
16 ) $35,200.02
Defendant. )
17 ) [Electronic Signature per C.R.C. 2.257(a)]
__________ )
18

19 Plaintiff alleges as follows:
20 DEFINITIONS AND PRELIMINARY ALLEGATIONS
21 1. As used herein, the term "Plaintiffs Assignor" shall refer to MOTIVE

22 TECHNOLOGIES INC FKA KEEPTRUCKIN INC.
23 2. As used herein, the term "Debt" refers to the following sum: $35,200.02.
24 3. As used herein, the term "Due Date" refers to the following date: December 24, 2023.
25 4. Prior to the commencement of this action, the claims herein sued upon were assigned

26 to Plaintiff by the Plaintift's Assignor for collection purposes only and Plaintiff, as assignee, has not

27 accepted any of the obligations, debts or liabilities of Plaintiffs Assignor.
28 5. Plaintiff is a corporation, duly organized and existing under and by virtue of the laws

Complaint for Money
1 of the State of California, and is a collection agency.

2 6. The true names and capacities, whether individual, corporate, associate or otherwise,
3 of the Defendants herein designated DOES 1 through 10, inclusive, are unknown to Plaintiff.

4 Plaintiff will ask leave of the Court to amend this Complaint to show their true names and capacities

5 when ascertained.
6 7. The obligations and claims sued upon herein were made and entered into and are due
7 and payable in the above-mentioned Judicial District and County, State of California, and are not

8 subject to the provisions of Sections 1812.10 and 2984.4 of the California Civil Code, and Section
9 395(b) of the California Code of Civil Procedure.

10 8. At all times herein mentioned, the Defendants, and each of them, were agents and
11 employees of the other Defendants, and were acting within the course and scope of such agency and

12 employment.
13 9. Plaintiff is informed and believes and thereon alleges that each Defendant is and

14 at all times herein mentioned was, an alter-ego and/or successor in interest of each other Defendant,
15 in order to perpetrate a fraud and to accomplish other wrongful and inequitable purposes, such that

16 the Court must disregard the separate entities and treat each entities' acts as set forth herein as if they
17 were done by each of these named Defendants.

18 FIRST CAUSE OF ACTION (OPEN BOOK ACCOUNT)
19 (Against All Defendants; and DOES 1 through 10, Inclusive)

20 10. Plaintiff repeats, realleges and incorporates herein by reference paragraphs 1 through
21 9 as though fully set forth herein.

22 11 . Within four years preceding the commencement of this action, Defendant(s), and each

23 of them, became indebted to Plaintiffs Assignor in the amount of the Debt for a balance due on an
24 open book account for goods sold and delivered and/or services rendered by Plaintiffs assignor to
25 Defendants at Defendants' request. Said Debt has not been paid although payment has been
26 demanded, and said Debt is now due, owing and unpaid, together with interest at ten percent ( 10%)

27 per annum from the Due Date.
28 12. The Debt sued upon herein was incurred on or after January 1, 1987, and is subject

-2- Complaint for Money
1 to the provisions of the California Civil Code Section 1717.5 and that Plaintiff is entitled to be
2 awarded attorney's fees pursuant to said section.
3 SECOND CAUSE OF ACTION (ACCOUNT STATED)
4 (Against All Defendants; and DOES 1 through 10, Inclusive)
5 13. Plaintiff repeats, realleges and incorporates herein by reference paragraphs 1 through
6 9 as though fully set forth herein.
7 14. Within four years preceding the commencement of this action, and account was
8 stated by and between Plaintiffs Assignor and Defendant(s), and each of them, wherein it was
9 ascertained and agreed that said Defendant(s) owed said Debt to Plaintiffs Assignor together with
10 interest thereon at the rate of ten percent (10%) per annum from the Due Date.
11 15. The Debt sued upon herein was incurred on or after January 1, 1987, and is subject
12 to the provisions of the California Civil Code Section 1717 .5 and that Plaintiff is entitled to be
13 awarded attorney's fees pursuant to said section.
14 THIRD CAUSE OF ACTION (REASONABLE VALUE)
15 (Against All Defendants; and DOES 1 through 10, Inclusive)
16 16. Plaintiff repeats, realleges and incorporates herein by reference paragraphs 1 through
17 9 as though fully set forth herein.
18 17. Within two years preceding the commencement of this action Defendant(s), and each
19 of them, became indebted to Plaintiffs assignor for the reasonable value of goods sold and delivered
20 and/or services rendered by Plaintiffs assignor to said Defendant(s) at said Defendants' request. The
21 Debt was and is the reasonable value of said goods, and/or services. No part of said Debt has been
22 paid although payment has been demanded, and said Debt is now due, owing and unpaid together
23 with interest thereon at the rate of ten percent (10%) per annum since demanded on the Due Date.
24 18. The Debt sued upon herein was incurred on or after January 1, 1987, and is subject
25 to the provisions of the California Civil Code Section 1717 .5 and that Plaintiff is entitled to be
26 awarded attorney's fees pursuant to said section.
27 II
28 II

-3- Complaint for Money
1 FOURTH CAUSE OF ACTION (BREACH OF CONTRACT)
2 (Against All Defendants; and DOES 1 through 10, Inclusive)
3 19. Plaintiff repeats, realleges and incorporates herein by reference paragraphs 1 through
4 9 as though fully set forth herein.
5 20. Plaintiffs Assignor and Defendant(s) entered into a written agreement, a copy of which
6 is attached hereto and marked as Exhibit "1 ", incorporated herein by reference as though set forth
7 in full, wherein Plaintiffs Assignor agreed to sell and deliver the goods and/or render the services
8 described therein to the Defendant(s), according to the terms and conditions stated therein, agreed
9 to pay therefore.
10 21. Within four years preceding the commencement of this action, pursuant to said
11 agreement, Plaintiffs Assignor sold and delivered goods and/or rendered services to said
12 Defendant(s). Although demand for payment has been made upon the Defendant(s), said
13 Defendant(s) have failed and refused to pay the Debt, and the Debt is now due, owing and unpaid,
14 together with interest thereon at the rate of eighteen percent (18%) per annum from the Due Date.
15 22. Plaintiffs Assignor has performed all conditions, terms and obligations on its part to
16 be performed.
17 23. Said agreement further provide that iflegal action be taken to collect any sums due
18 and owing thereunder. Plaintiff has employed the Law Offices of Kenneth J. Freed to prosecute this
19 action, and thereby has paid, and will pay attorneys fees for legal services rendered. Plaintiff thus
20 requests this Court to award it reasonable fees according to proof or according to this Court's
21 reasonable fee schedule.
22 WHEREFORE, Plaintiff prays for judgment against Defendants, and each of them, as
23 follows:
24 AS TO THE FIRST, SECOND AND THIRD CAUSES OF ACTION:
25 1. For the sum of $35,200.02, together with interest thereon at the rate of ten percent
26 (10%) per annum from December 24, 2023;
27 2. For costs of suit herein; and
28 3. For attorney's fees pursuant to California Civil Code Section 1717.5; and

-4- Complaint for Money
1 4. For such other and further relief as the Court may deem just and proper.

2 AS TO THE FOURTH CAUSE OF ACTION:

3 1. For the sum of $35,200.02, together with interest thereon at the rate of eighteen

4 percent ( 18%) per annum from December 24, 2023;

5 2. For costs of suit herein; and

6 3. For reasonable attorney's fees; and

7 4. For such other and further relief as the Court may deem just and proper.
8

9 DATED: April 8, 2024 LAW OFFICES OF KENNETH J. FREED

11 By:
JOSEPH JYOO, ESQ.
12 Attorneys for Plaintiff
CREDITORS ADWSTMENT BUREAU, INC.
13
14

20
21

-5- Complaint for Money
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15 EXHIBIT "1"

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-6- Complaint for Money
DocuSign En~elope ID: D678DEF5-1680-4788-82F7-8525008B5BFF

.Motive
Formerly KeepTruckin
. .... • .
111 W-M

Initial Order Form for FTL LTD INC Sales Rep
Valid Until 8/29/2023 12:00:00 AM1 Alexander Lubov
Order Form Number: Q-1075093 alexand er. Iubov@gomotive.com
Bill To Sold To
FTL LTD INC FTL LTD INC
Paula Fitch Paula Fitch
2302 E DUPONT AVE 2302 E DUPONT AVE
BELLE, WV 25015 BELLE, WV 25015
us us
Contract Term Start Date 2 08/15/2023 Primary Contact Paula Fitch
Contract Term End Date 2 08/14/2026 Primary Email ftltrucking@yahoo.com
Contract Term Length 2 36 months Primary Phone 304-949-4301
Billing Frequency Monthly Payment Method ACH
Payment Terms Due upon receipt

Order Summary

ii+i:\I
• • 1
• Unit Discount
Unit !,..ist Price
·"'•• · ,. ,. · Price
, '

Vehicle Gateway $150.00 100% $0.00 22 $0.00

Road-Facing Dashcam $250.00 100% $0.00 22 $0.00

Shipping Fee: Ground Shipping $102.00 $102.00 $102.00

Pro Plan
', ''Mo,nthly u'nh
,, ,.:· .• L)st Price
$40.00 38%
·' Unit riis·count
,, ':, . :Price··
$25.00
IMMt 22 $19,800.00

Road-Facing Dashcam Plan $35.00 29% $25.00 22 $19,800.00

One-Time TotaP USO $102.00
Subscription Total3 USD $39,600.00
Total Contract Value 3 USO $39,702.00
Recurring Monthly Tota13 USO $1,100.00
First Invoice Total 3 USO $1,202.00

The parties acknowledge and agree that the pricing and terms of this Order Form are the confidential information of Motive and Customer
agrees not to share such information wit/1 any third parties.

CONFIDENTIAL
Page 1 of 3
DocuSign Envelope ID: D678DEF5·1680·4788·82F7-B525008B5BFF
Terms and Conditions for Motive Services

Introduction
The terms of this Order Form and the Motive Terms of Service located at https://gomotive.com/legal/terms-of-service/ (the 'TOS") govern Customer's use of the
Motive Services (as defined in the TOS), except as otherwise agreed to in writing on this Order Form or Customer's initial signed quote for the Contract Term. Any
capitalized terms not defined herein have the meanings set forth in the TOS. By executing this Order Form, Customer accepts the TOS and agrees to be bound by
them.

Taxes
Customer is responsible for and agrees to pay any and all taxes that Motive may be required to collect or pay for providing the Customer with the Services. Any
such taxes will be included on Customer's invoices.

Billing and Invoicing
Customer's Payment Method will be billed for the first payment due under this Order Form upon receipt and confirmation of the order. Such payment will be due in
accordance with the terms of this Order Form and the TOS. If payment is due immediately, then Motive has the right to charge Customer's Payment Method
immediately upon placement of the order. Thereafter, Customer will be billed in accordance with the Payment Frequency set forth in the Order Summary.

Payment Terms
By signing this Order Form, Customer is authorizing Motive to bill Customer's Payment Method in accordance with this Order Form and the TOS. For any
additional Services or upgrades which are ordered and activated in between billing cycles, Customer will be billed for a prorated amount with respect to such
additional Services or upgrades. Except as otherwise set forth in the TOS, this Order Form is noncancellable and Customer is responsible for payment for the
Subscription Services for the entire Contract Term. Specific information concerning cancellation is set forth in Motive's Cancellation Policy
(https://gomotive.com/legal/cancellation-policy/).

Automatic Renewal
At the end of the Contract Term. Customer's subscription for all Services on its account will be automatically extended for successive renewal periods of twe lve
(12) months (each a 'Renewal Term') at the then-current non-promotional rate (the 'Renewal Rate'), unless Customer provides at least thirty (30 ) days' notice prior
to the date of renewal by contacting Motive at support@gomotive.com or 855-434-3564 before the end of the applicable Contract Term or Renewal Term .

Additional Orders and Upgrades
Pricing for Additional Orders:
Promotional dii;counts and other credits are only available on a per order basis, as set forth in the applicable Order Form. Other than with respect to any credits set
forth herein, the pricing set forth in this Order Form shall be applicable with respect to additional orders (but only with respect to the same models of Hardwa re and
the same levels of Subscription Service plans agreed to in this Order Form) to the extent such additional orders are placed during the applicable "Pricing Period"
as set forth in the table below, based on the overall length of your current Contract Term:
Contract Term length: <12 months ~ 12 months but< 36 months ~ 36 months
Pricing Period: NONE first 90 days of the Contract Term first 365 days of the Contract Term

Any additional orders placed after the Pricing Period will be subject to Motive's then-current non-promotional rates, except as otherwise agreed by the parties in
writing.

Any additional orders placed during a Renewal Term for Subscription Services selected in the Order Summary above will be at the Renewal Rate .

The pricing for any orders for upgrades or services other than those set forth in the Order Summary will be subject to the then-current non-promotional rates
offered by Motive.

The total pricing for any additional orders will be prorated based on the remainder of Customer's current subscription term on the date of activation of the services,
plus any additional charges for upgrades, taxes and shipping .

1 In the event that delivery and activation of the Services has not occurred as of the Valid Until Date, Motive may require Customer to enter into a new Order Form

for the Services set forth in the Order Summary and void this Order Fo rm. Upon execution of the updated Order Form, this Order Form sha ll be void and of no
effect.

2 Motive may move the Contract Term Start Dal e, Contract Term End Dale, Order Term Start Date based on the date that Motive activates or deli vers the Services
in the Order Summary. Customer may contact support@gomotive.com for confirmation of the Contract Term Start Date, Contract Term End Date, and Order Term
Start Date. Order Term Lengths are estimates only and your prorated billing will be reflected on Customer's invoices.

3Amounts are estimated, and Customer's invoice may include additional charges for shipping and tax. Pricing for additional orders and upgrades will be prorated
based on the remainder of the Contract Term at the time of activation or delivery of the Services, which will be reflected on Customer's invoices.

A ccepted and agreed to by Customer's authorized representative.

Customer: FTL LTD INC

CONFIDENTIAL.
Page 2 of 3
OocuSign Envelope ID: D678DEF5-1680-4788-82F7-B525008B5BFF

Printed Name
Paula Fitch
Date
8/16/2023

CONFIDENTIAL
Page 3 of 3
Motive
Customer Name: FTLLTD INC
3RD PARTY CLAIM FORM

Date: 2/6/2024
Account Number. AD0254350

Sybscriptton Summary Am.2l!!l! Notes Contract Information
Total Subscription Term 36 Month Contract Start 8/24/2023
Unpaid Invoices 2,200.02 2 Month Contract End 08/24/2026
Unbilled Amount 33,000.30 30 Month Billing Frequency Monthly
TotalOwed 35,200.32 Invoice \/alue 1,100.01
Renewal Date NA

Contacts
Name Email Phone Address Type
2302 E DUPONT AVE, BELLE,
West Virginia, 25015, United
Pa~ ttttrucking@yahoo com (304) 949-4301 States SOLD TO/BILL TO

Notes:
Tl:nlli of ~l!n·icc. I ~ionni (formerly KccrTruckin)
' • I ; j , I • I ' ' ' I • • I • • i • , • •., i , ~' •
4Ke'eplruc1JllYi~
1...JnreJ~CllilliLP-mRe.cty_.Rig~
5. Data Security_Q P.i sclosure
~ 21
➔ 12-"22. g:)9 .\\I Tcrnu or Scn·icc I ~1oli\·t tformcrly KccpTmcki1\)

e. Service-Specific Terms & Conditions
':z.£ee~s'!lli1£.aY.ment
8. Te.rm and Termination
9. warraotY.
10. Disclaimers
.11, lndemnitY.
12. Limitation of LiabilitY.
~- Arbitration Agreement
14. Miscellaneous
15. Definitions
Chang!;Ll&g

1. Introduction

1.1

These Terms of Service ("Terms") are a legal agreement between you, as Customer, Administrator, and/or End User, and
Motive Technologies. Inc. ("Motive", "we", "our", or "us") and govern your use of and access to Motive's services, including
the Motive App Marketplace (as defined below) and any software, hardware, mobile applications. tools, features, and other
products and services that are made available through our website (!mps://www.gomotjve.com) ("Site") or otherwise made
available by us (collectively, and together with the items set forth in the definition of Motive Services, "Services").

1.2

By executing an Order Form or other contract that references these Terms, by purchasing the Services, by clicking to accept
these Terms, or by otherwise entering into an Order Form or other contract with Motive, a Motive reseller, or any other entity
or individual for the purchase of Services or under which Services are made available to you, or by otherwise accessing
and/or using the Services, whichever is the earlier, you accept and agree to be bound by these Terms and any other legal
notices or guidelines posted on the Site or provided to you with respect to the Services. If you are using our Services for an
organization, such as your employer, you are agreeing to these Terms on behalf of that organization.

1.3

These Terms specifically include and incorporate the below referenced instruments, and any other terms, conditions, or
policies referenced herein, including any additional terms specific to particular Services you use (collectively, "Additional
Terms"):
1. Acceptable Use Policy: htl:~gomotive.com/acceptable-use•P-OlicY.

2. API Terms of Service: htt~gomotive.com/a~

3. Hardware Terms: b!.t~gomotive.comlbardware-term!I
4. limited Hardware Warranty: hl:t~gomotive.com/warrantv.

5. Copyright Dispute Policy: ]m~gomotive.com/cd12
6. Professional Service Terms and Conditions: htt~gornotive.com/12rofessional-services
7. Live Streaming Terms: btt~gomotive.com/live-streaming~

1.4 For Customers
If you are accepting these Terms on behalf of your employer or another entity or for use of the Services by your employer or
another entity ("Customer"), you represent and warrant that (a) you have the legal authority to bind the applicable entity to
these Terms, and are 18 years or older, and (b) that you agree, on behalf of the entity you represent, to these Terms. If you are
using our Services for an organization, such as your employer, you are agreeing to these Terms on behalf of that organization.
If you don't have the authority to bind your employer or the entity you represent to these Terms, you should not click the

2 21
-1·12-:!2, 8:'.i'J.\~I

,checkbox or button, countersign these Terms, or purchase or use the Services in any manner. If you are accepting these
Terms on your own for your own use of the Services as a Customer with an account, you agree that you have the legal
authority to agree to these Terms and are 18 years or older.

1.5 For End Users

If you are using the Services as an End User, you represent and warrant that you have the legal capacity to agree to these
Terms, and are 18 years or older. Additionally, you agree and acknowledge that Motive, the Customer and any Administrator has
the ability to access, disclose, restrict, and remove information in or from an End User account, and that the Administrator may
be able to monitor, restrict, or terminate access to an End User account. The Motive Services are intended only as a business
to business offering. If you are an End User and accessing Motive Services through a Motive Customer, the Motive Customer's
privacy policies and other legal agreements govern the use and sharing of your personal information throughout the Motive
Services. Please check with your employer on their privacy policies and data sharing policies to better understand your rights.

1.6 Agreement to Arbitrate

FOR CUSTOMERS AND END USERS RESIDING IN THE UNITED STATES, PLEASE BE AWARE THAT THESE TERMS CONTAIN AN
AGREEMENT TO ARBITRATE AND CLASS ACTION WAIVER LOCATED IN SECTION 13 OF THESE TERMS, AS IT REQUIRES
ARBITRATION TO RESOLVE DISPUTES, IN MOST CASES, ON AN INDIVIDUAL BASIS. BY ACCEPTING THESE TERMS, CUSTOMER
OR END USER, AS APPLICABLE, AGREES TO BE BOUND BY THE AGREEMENT TO ARBITRATE AND THE CLASS ACTION WAIVER.

2. General Service Terms

2.1 Provision of Services

1. Customer and End Users may access and use the Seivices solely in accordance with these Terms and the Documentation. You may only
use our Services and Hardware in accordance with these Terms, which we may change from time to time.

2. Customer agrees that it has not relied on the availability of any future functionality of the Services or any other future product or service in
executing these Terms or any Order Form. Customer acknowledges that information provided by Motive regarding future functionality
should not be relied upon to make a purchase decision.

2.2 Modifications
Motive may, at its discretion, change or update the Services and/or these Terms from time to time. Further, the Services allow
Customer and End Users to download Apps that can update automatically.

2.3 Customer Support

If you need assistance with the Services, please contact Motive by emailing Motive at ~pJ2Q[1@gomotive.com or by calling
Motive at 1-855-434-3564.

2.4 Telephone Communications

1. By providing us your phone number, you are consenting to us, our affiliates, or our partners contacting you via autodialed or prerecorded
calls/messages. We may contact you at any telephone number you have provided us, including phone numbers you have made publicly
available through your account, for the following purposes;

o Account notifications and troubleshooting;

o Dispute resolution and debt collection; or
o As necessary to seivice your account or enforce our Terms of Service and policies, applicable law, or any other agreement we may have
with you.
T('rrns of Sl!f\'icc I Molh·c (formerly KecJffrndi.in)

,2. We may also contact you using autodialed or prerecorded calls and messages for marketing purposes (e.g .. offers and promotions) if you
explicitly consent to such communications, even if your number is on any national or state Do Not Call registry; your consent to receive
such calls/messages is not a condition of purchasing any of our Services or using our Site. We may collect other telephone numbers for you
and may place manual, non-marketing calls to any of those numbers and autodialed non-marketing calls to any landline.
3. Standard telephone minute and text charges may apply and may include overage fees if you have exceeded your plan limits. If you do not
wish to receive such communications. you can contact us at marketing@gomotive.com or at the contact information listed below.

2.5 Free Services

Motive reserves the right to terminate access to Services provided on a free or free trial basis in its sole discretion.

3. Customer Use of the Services

3.1 Customer Responsibilities.
Customer is responsible for any use of the Services through its account, including all use of the Services by Customer's End
Users and Administrators. Customer's responsibility extends to use of the Hardware by End Users, including damage to and
misuse of the Hardware, as further set forth in these Terms. Customer is responsible for obtaining consents and complying
with any laws necessary to allow the operation of the Services, collection of Customer Data and End User data, and
permission for Motive to process, store, and transfer Customer Data. In addition, Customer and End User are solely
responsible for all of their own software, network and internet connection costs related to their use of the Services (including
with respect to any firmware or other software updates released by Motive), including but not limited to mobile phone or
mobile network dat~ usage fees and applicable roaming charges which are provided by the Customer's or End User's mobile
network provider under the Customer's or End User's separate contracts with them, and Motive is not responsible for these
data services or any costs related thereto whatsoever. The Services provide Customer with data for Customer to assess and
use as it sees fit. Motive does not suggest, control, or monitor the choices Customer makes as to use of t he data or changes
in Customer's business operations based on the data. Customer is solely responsible for any use made of the Services and for
any data received through the Services. In particular, although the Services are intended to provide Customer with information
that can help monitor and improve the efficiency, safety, and compliance record of Customer's operations, Customer is solely
responsible for those and all other aspects of its operations, and acknowledge that the Services do not constitute advice as
to managing Customer's operations.

3.2 Compliance with Laws and Regulations

Customer and End User assume sole responsibility for their compliance with all applicable laws and regulations, including but
not limited to any audio or video recording laws (when using the Dashcam), FMCSA Hours of Service of drivers and IFTA.

3.3 End User Accounts

1. Customers may provision accounts for End Users to access Customer's Services account. Customer is responsible for maintaining the
confidentiality of account credentials used by End Users to access the Services and preventing unauthorized use of the Se.rvices.
Customer miiy not permit sharing of End User accounts or passwords. Customer agrees to (a) prevent any unauthorized access, sharing, or
use by End Users and terminate any unauthorized use of or access to the Services and (b) provide Motive with notice of such unauthorized
access or use.
2. Customer and End Users must keep account credentials confidential and not allow any third parties to use ttleir accounts to access our
Services

3.4 Account Administration

1. customer is responsible for designating Administrators for its Services accounts, maintaining updated Administrator contact information,
and managing access by Administrators to Customer Accounts. Administrators may have the ability to access, disclose, restrict or remove
Customer Data in or from Customer's Services accounts. Administrators may also have the ability to monitor, restrict, or terminate access to

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. Customer's Services accounts. Motive's responsibilities do not extend to a Customer's internal management or administration of the
Services.
2. Customer and End Users must only access and use the Services in accordance with these Terms, the Documentation, the Additional Terms,
and all applicable laws. Customer will ensure that no person under the age of 18 is allowed to become an End User.

3.5 Acceptable Uses

1. Although Motive is not obligated to monitor access to or use of the Services or to review Customer Data, Motive has the right to do so for
the purpose of operating the Services, to ensure compliance with these Terms, or to comply with applicable law or other legal
requirements.
2. Motive reserves the right, but is not obligated, to remove or disable access to any Customer Data, at any time and without notice, including
if Motive reasonably believes Customer Data to be in violation of these Terms or the Acceptable Use Policy or in order to comply with
Motive's legal obligations.
3. You acknowledge that we do not screen Customer Data or any content that you or any third party make available through the Service, but
that we shall have the right (but not the obligation) to refuse, move or delete any such content that is made available via the Service.

4. Motive responds to notices of alleged copyright infringement if they comply with the law and are reported using our Copyright Dispute
Policy (available at htt~gomotjve.com/cdR).

3.6 Restrictions
Customer will not (and will not allow any End Users or third party to): (a) reverse engineer, decompile, disassemble, decipher
or otherwise attempt to discover the source code or underlying ideas or algorithms of the Services; (b) modify or create
derivative works based on the Services; (c) sell, resell, license, copy, rent, lease, distribute, time-share the Services or
otherwise use the Services for the benefit of a third party; (d) remove or alter proprietary notices from the Services, (e) use
the Services to create any competitive or other product or service; (f) use the Services for the purpose of benchmark testing;
(f) share its Customer API Key with any third party; or (g) use, sell, copy, modify, create derivative works based on, publicly
perform, publicly display, or distribute the Motive Output outside of the Services, except for regulatory compliance purposes
or otherwise with Motive's express consent.

3.7 Suspension
Motive, in its reasonable discretion, may suspend Customer's or End User's right to use the Services if: (a) Customer's or End
User's use of the Services poses a security risk to the Services, may violate the Acceptable Use Policy or any Additional Terms
or may adversely affect the Services, Motive's systems and infrastructure, Motive's reputation, or a third party; (b) Customer or
End User's use of the Services could subject Motive to liability; (c) Customer is in breach of these Terms; or (d) any default on
Customer's payment obligations (including any payment obligation to any third party equipment financing company). Motive
will use commercially reasonable efforts to provide prompt notice of a suspension.

3.8 Non-Motive Products

1. Culltomer and/or End User(s) may authorize Motive to allow a Non-Motive Product to access or use Customer Data or other information or
reports via the Services. email, phone, or other form ot consent. If Customer or an End User uses any Non-Motive Product (including any
Non-Motive Product made available by us, through the Motive App Marketplace, or through our Site), then: (i) Motive will not be liable for
any act or omission of such Non-Motive Product, including the Non-Motive Product's access to or use of Customer Data or other
information or reports; and (ii) Motive does not warrant or support any Non-Motive Product. Customer and/or End User(s) are solely
responsible for complying with licenses for Non-Motive Products and paying fees tor Non-Motive Products.

2. If Motive has an agreement with a Non-Motive Product, Motive may rely on a representation from that Non-Motive Product that Customer or
End User has authorized access or use of Customer Data or other information or reports. Motive does not endorse any Non-Motive Product,
or any opinions, recommendations, or advice therein. We are not responsible or liable for your use of any Non-Motive Product or any
negative effect any Non-Motive Product may have on the Services.

3.9 Motive App Marketplace

1. You acknowledge that the Motive App Marketplace includes listings for Apps that are created, offered, supported and maintained by third
parties ("Third Party Developers") unaffiliated with Motive or its affiliates ("Third Party Apps"). Notwithstanding anything to the contrary in

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these Terms, you acknowledge and agree that: {i) you must use your own discretion when you access or deploy Third Party App through
the Motive App Marketplace and access Third Party Developer services: (ii) you should read the terms and conditions and privacy policies
associated with any Third Party Applications as provided by the applicable Third Party Developer as they will govern your use of the Third
Party Apps: and (iii) Motive does not own or control any of these Third Party Developers or the Third Party Apps, and you will not hold
Motive responsible or liable for any such Third Party Apps or acts or omissions of Third Party Developers, under any circumstances.

2. Motive does not in any way warrant the c1ccuracy, reliability, security, completeness, usefulness, non-infringement, or quality of any Third
Party Apps {including without limitation the content contained therein), even if a Third Party App complies with these Terms and the API
Terms. You agree that you bear all risks associated with using or relying on Third Party Apps. If you have any questions about Third Party
Apps or the terms that govern the use of the Third Party Apps, you should contact the Third Party Developer of the Third Party App directly.
In the event that Motive is the publisher of an App available through the Motive App Marketplace, then use of such App will be governed by
these Terms.
3. Any support and maintenance of the Third Party Apps shall be provided by Third Party Developer, and only to the extent described in the
related Third Party App's terms of service or as otherwise communicated to you. You agree and acknowledge that Motive has no
responsibility for providing such support and maintenance. Failure of a Third Party Developer to provide support and maintenance will not
entitle you to any refund of fees paid, if any, for the App or the Services.

3.10 API Key

1. Motive may make available an API Key to Customer and/or End User(s) solely for such Customer and/or End User's internal use. Customer
and/or End User{s) is solely responsible for use of its API Key by Customer, End User(s), or any third party, including any Non-Motive
Product. By using any API Key, you are agreeing to the Motive API Terms of Service (available at htt~gomotjye,com/apj-tos). You may
not share any API Key with any third party. Motive may suspend your API Key in the event that it becomes aware that such API Key has been
shared by you with any third party.
2. In the event that Customer or any End User authorizes a third party to access any Customer Data or other data or information via an API Key,
Motive will not be responsible or liable for any act or omission by such third party or use by such third party of the Customer Data or other
data shared by Customer or its End Users.

3.11 Professional Services

To the extent applicable, the Professional Service Terms and Conditions available at bnP-§;//gomotiye com/professional-
services shall govern Motive's provision of any Professional Services, as defined therein,

4. Intellectual Property Rights

4.1 Reservation of Rights

Except for the limited licenses granted to Customer and End User in these Terms, Motive and its licensors own and reserve all
right, title, and interest in and to the Motive Technology (including the rights to any text, graphics, images, music, software,
audio, video, documents, works of authorship of any kind, and information or other materials that are posted, generated,
provided or otherwise made available by us through the Services).

4.2 Motive License
Motive grants to Customer a limited, non-exclusive, non-sublicensable, non-transferable license for Customer and its End
Users to access and use the Software (including, as required, to use the Hardware) for personal and internal business
purposes during the Services Term.

4.3 Customer License
As between Motive and Customer, Customer shall own and reserve all right, title, and interest in and to the Customer Data.
Customer and End User grant Motive, its affiliates, and its contractors (e.g .. Amazon Web Services) a worldwide, irrevocable,
p erpetual, non-exclusive, right to: (a) use, copy, distribute, create derivative works based on, display, and perform Customer

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Pata in order to provide, analyze, support, operate, and improve the Services, and its affiliates' services, imd in order to
develop new products and services, (b) share the Customer Data with third parties (such as our partners and vendms) as
W.2f~110itef:H3 provide the Services, and (c) as well as for any other lawful purpose authorized by Customer.

Motive may use and distribute the Motive Data (i) to provide, analyze, operate, and improve the Services and develop new
products and services, (ii) to create and distribute reports and materials about the Services, and (iii) for any other lawful
purpose. Motive owns and reserves all right, title, and interest in and to the Motive Data.

4.5 Suggestions
Motive has ownership in any feedback and suggestions, and Customer and End User agree that by submitting suggestions or
other feedback regarding our Services or Motive, Motive may use such feedback for any purpose without compensation to
Customer or End User. Motive appreciates all of your feedback and suggestions, and you can submit feedback by emailing
Motive at ~RRQ!.t@gomotjve.com.

4.6 Publicity
Customer grants Motive the right to use Customer's name, trademark, and logo on Motive's website and in marketing
materials.

5. Data Security & Disclosure

5.1 Security

Motive has implemented and maintains commercially reasonable administrative, technical, and procedural safeguards to
protect the integrity, and security of Customer Data.

5.2 User Connections and Data Transmission

The Services enable Customers and End Users (the "Connecting Party") to connect directly with other Customers,
administrators, and End Users of Motive (the "Receiving Party"), allowing the Receiving Party to receive and access Customer
Data and to interact with the Connecting Party in its use of the Services. When a Connecting Party connects with a Receiving
Party through the Services, the Connecting Party consents to automatically and continuously transmitting its Customer Data
with the Receiving Party. Further, the Connecting Party acknowledges that the Receiving Party's End Users may interact with
and manage the data of the Connecting Party and that Motive is not liable for any act or omission of a Receiving Party,
including access to, use of, or sharing of the Connecting Party's Customer Data.

5.3 Compelled Disclosure
Motive may disclose Customer Data and other information when (i) required by law, regulation or legal process, provided that
Motive shall use reasonable efforts to give the Customer prior notice of the compelled disclosure, to the extent permitted, and
reasonable assistance at the Customer's cost to contest or limit the disclosure or (ii) to prevent or stop activity we consider to
be illegal or unethical in our reasonable discretion.

5.4 International Transfers
Customer Data may be transferred to, and maintained on, computers located outside of your state, province, country or other
governmental jurisdiction where the data protection laws may not be as protective as those in the Customer or End User's
jurisdiction of residence. If you're located outside the United States and choose to provide Customer Data to us, we may

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Case Info

Judge

Anne-Christine Massullo Track Judge’s New Case

Case No.

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Document Filed Date

April 11, 2024

Case Filing Date

April 11, 2024

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Miscellaneous: CREDITORS ADJUSTMENT BUREAU, INC. VS. FTL LTD., INC. DBA FTL LTD INC ADBA F T L LTD INC ET AL

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