Orbit Brands Agreement
1. What you're buying
A business pin at each location in your Order: your logo shown as a pin at that location on Orbit's map, to drivers coming up on it (right by the road ahead when they follow a route, or close ahead in the direction they're driving when they don't), with an optional short offer (up to 60 characters) on its place card in the app. Once a driver has seen a pin, it stays on that driver's map for 10 minutes, with or without a route and whatever they do next, and those 10 minutes count as one view. Each location's pin appears only within the limits of its tier (section 5) and only when the location is actually near the driver.
Orbit decides when and where pins appear, so the map stays safe and useful. In particular: at most two new businesses' pins come up for a driver at a time (pins a driver has already seen stay for their 10 minutes); new pins wait near turns and alerts; pins are never spoken aloud; nothing pops up; and the car screen (CarPlay) may show a plain icon instead of your logo. Places that haven't joined still appear when drivers search for them, but don't get a pin.
In short: your logo at each of your locations, shown to drivers going by, within the rules that keep the map calm.
2. Your logo and name: the license you give us
You give Orbit a non-exclusive, royalty-free, worldwide license, for as long as this agreement is in effect, to use, reproduce, resize, crop to fit a pin or card, and display the logo, business name and offers you provide (your "Brand Materials") for these purposes only:
- showing your pins and place cards in the Orbit SI app, on CarPlay, and on Orbit's shared trip and review cards and web pages;
- showing you previews and reports in your account and our emails to you.
We won't use your Brand Materials in Orbit's own advertising, or suggest you endorse Orbit, without your separate written permission. We won't alter your logo except to fit it to a pin (size, crop, background). You keep all ownership of your Brand Materials. When this agreement ends, we stop showing them within 7 days (copies already shared by drivers, and backups deleted on their normal schedule, aren't covered).
In short: you let us show your logo on Orbit, only as your pins and cards, only while you're signed up. It stays yours.
3. Your promises
You confirm that:
- you're authorized to bind the business and every location in your Order, and you're at least 18;
- you own the Brand Materials or have the right to license them to us as described in section 2 for every location (for franchised locations, the franchisor and, where needed, each franchisee allow it), and showing them won't infringe anyone's rights;
- each location in your Order is a real, open place of business that you operate or represent;
- your offers are truthful, honored as written at each location while they're shown, and lawful (including advertising, consumer protection, alcohol, tobacco, cannabis and gambling rules);
- the information you give us is accurate, and you'll tell us when a location closes or moves.
4. Review and what we don't accept
Every pin is reviewed by Orbit before it goes live, and again when you change it. We may decline, or remove at any time, Brand Materials or offers that we reasonably consider misleading, unsafe for drivers, offensive, illegal, or not suited to a navigation app. We don't accept businesses or offers for adult content, weapons, illegal drugs, or anything that encourages unsafe driving. A location we decline before its pin ever goes live is taken off your Order and its fees refunded. Paid placement is identified in the app (for example as "Featured") as the law requires.
5. Tiers, views, rotation and room for local businesses
A view is a pin appearing on a driver's screen for at least two seconds while they're driving, counted at most once per driver in any 10 minutes. Each location's tier sets how many views it receives each calendar month and its share when more businesses than can be shown are near the same stretch of road:
- Local: up to 10,000 views a month; standard share.
- Plus: up to 30,000 views a month; twice the standard share.
- Premium: up to 75,000 views a month; three times the standard share and first pick.
When more businesses are near the same stretch than can be shown, Orbit rotates them by their share. A location that has used its views for the month isn't shown for the rest of that month; it's back when the next month starts.
Room for local businesses. Each stretch of road (about a mile) takes a limited number of business pins, and businesses under an Orbit Brands agreement may fill no more than two of them, so local businesses keep their place. A location in a stretch that's full when we prepare your quote isn't included in your Order and isn't billed; we can add it later, at your Order's prices, when room opens.
We don't guarantee any number of views, visits or sales. Views depend on how many Orbit drivers pass your locations. The monthly numbers are limits, not promises. We'll show you your views and visits honestly, location by location, and in one report for all your locations.
6. Price, term and billing
- Price. Each location's tier at Orbit's listed monthly price, less your Orbit Brands discount: 15% with 11 to 49 locations in your Order, 25% with 50 or more. Your Order shows each price and your monthly total.
- Term. This agreement runs for 12 months from the start date in your Order (the "Initial Term"). After the Initial Term it continues month to month until either of us ends it with 30 days' notice.
- Billing. One subscription for all your locations, billed monthly in advance in US dollars through our payment processor, Stripe, to the payment method you provide. You authorize these recurring charges. Prices don't include any taxes that apply; you're responsible for them. Card details are handled by Stripe and never stored by Orbit.
- Ending early. If you end this agreement during the Initial Term, other than because we broke it, you'll pay an early termination fee equal to two months of your monthly total at the time, instead of the rest of the Initial Term. Your pins stay live until the end of the month you've paid for.
- Locations that close. You may take a location that permanently closes off your Order with 30 days' notice; your monthly total goes down from the next bill, and your discount stays for the rest of the Initial Term even if you then have fewer than 11 locations. You may add locations at your Order's prices at any time; they end with the rest.
- Price changes take effect only after the Initial Term, with at least 30 days' notice by email.
- Late payments. If a payment fails and isn't fixed within 14 days, we may pause all your pins until it is.
- The $2 per 1,000 views credit in Orbit's Business Placement Agreement doesn't apply to Orbit Brands; your discount applies instead.
In short: your tiers less 15% or 25%, one monthly bill, a 12-month commitment, and two months' fees if you leave early.
7. Drivers' privacy
Orbit never gives businesses the identity, location, route or any personal information of its drivers. You receive only counts (views of your pins, and visits: drivers who saw a pin and then stopped at that location), by location and by day. You agree not to try to identify Orbit's drivers from them. We use the information you give us to run your account, bill you and contact you, as described in our Privacy Policy.
Anonymous totals. If Orbit gives you anonymous totals about drivers (for example, how many drivers visit a kind of business, or which other businesses they also visit), you receive only figures with 10 or more drivers behind them. You agree not to try to identify any driver, household or device from them, alone or combined with other data; not to work out smaller counts from them; not to infer visits to health, religious, school or other sensitive places; not to use them to target ads or decisions at any one person; to share them only under these same terms; to stop using, and tell us within 72 hours about, any figure you find could identify someone; and to delete them when this agreement ends.
8. Ending the agreement
You can end this agreement as described in section 6. We can end it, or suspend some or all of your pins, with notice by email if you break this agreement, if a payment isn't fixed within 14 days, or if we stop offering business pins (in which case we refund any unused, prepaid time and no early termination fee applies). We can remove a pin immediately if we reasonably believe it is unlawful or puts drivers at risk. Sections 2 (removal), 3, 6 (fees owed), 9, 10 and 12 continue after it ends.
9. Responsibility
You will defend and hold harmless Fort Detroit Logistics LLC and its members from claims by others arising from your Brand Materials, your offers, or your business (for example a claim that your logo infringes someone's trademark, or that an offer wasn't honored at a location), including reasonable legal fees.
Business pins are provided "as is". To the extent the law allows, Orbit isn't liable for indirect, incidental, special or consequential damages, or lost profits, and our total liability under this agreement is limited to the amount you paid us in the three months before the claim.
10. Changes to this agreement
We may update this agreement. A change that affects you takes effect at the end of your Initial Term, or, after it, 30 days after we email you; if you don't agree, you can end the agreement before then without an early termination fee. The version number and date at the top tell you which version applies.
11. Your quote
If anything in your Order differs from this agreement, the Order applies to your locations, prices and dates, and this agreement applies to everything else.
12. General
This agreement is governed by the laws of the State of Michigan, and any dispute will be resolved in the state or federal courts located in Wayne County, Michigan. It is the whole agreement about Orbit Brands and replaces anything said before. If a part of it can't be enforced, the rest still applies. Neither of us may transfer it without the other's consent, except as part of a sale of the business. You agree to sign and receive this agreement and notices about it electronically, and that typing your name and checking the agreement box is your signature.
Contact
Fort Detroit Logistics LLC · Orbit SI ·