Manager Terms and Conditions

(for Use of the Frigolink Logistics MB TMS System)

Company: Frigolink logistics MB
Registration code: 307456632
VAT No.: LT100019048415
Registered information: Frigolink logistics MB – rekvizitai
TMS System URL: https://frigolink.broker/

These Manager Terms and Conditions (the “Terms”) govern the use of the Transport Management System operated by Frigolink logistics MB (“Frigolink” or the “Company”), currently accessible at https://frigolink.broker/ (the “TMS”).

By accessing or using the TMS, you (the “User”) acknowledge that you have read, understood and agree to be bound by these Terms.

1. Definitions

1.1. TMS – the Frigolink logistics MB Transport Management System, including all related software, databases, functionalities, documentation and interfaces.
1.2. User – any employee, contractor, manager, or other person authorized by Frigolink to access and use the TMS.
1.3. Customer Data – any information relating to Frigolink’s customers, suppliers, partners or other business contacts, including but not limited to contact details, rates, routes, order history, contractual information, pricing and other business information.
1.4. Confidential Information – any non‑public information related to Frigolink, its customers, suppliers or partners, including but not limited to Customer Data, operational processes, financial information, technical information and trade secrets, regardless of the form in which such information is stored or communicated.

2. Scope and Purpose

2.1. The TMS is provided solely for the purpose of performing work duties for and on behalf of Frigolink, including managing transport operations, customers, suppliers and related logistics activities.

2.2. Any use of the TMS for personal purposes, for the benefit of another employer, or for the benefit of a competing or potentially competing business is strictly prohibited.

3. Access Rights and Security

3.1. Access to the TMS is granted on a personal, non‑transferable, revocable basis. The User must use only their own access credentials (username, password, multi‑factor authentication, etc.).

3.2. The User shall:

1. Keep access credentials strictly confidential and not share them with any other person.
2. Use strong passwords and change them as instructed by the Company.
3. Immediately notify the Company of any suspected loss, theft or unauthorized use of their credentials or any security incident.

3.3. The User shall not:

1. Attempt to bypass, disable or otherwise interfere with any security, access control or monitoring mechanisms of the TMS.
2. Access or attempt to access data, modules or functionalities for which they do not have explicit authorization.
3. Introduce malware, viruses, or any other harmful code into the TMS or Company systems.
4. Engage in any form of hacking, data manipulation, or other actions intended to damage, disrupt or degrade the operation of the TMS or other Company systems.

4. Confidentiality and Data Protection

4.1. The User acknowledges that all Customer Data and other information accessed through the TMS is Confidential Information and the property of Frigolink and/or its customers or partners.

4.2. The User shall:

1. Use Confidential Information only for the proper performance of their duties for Frigolink.
2. Not disclose Confidential Information to any third party without prior written authorization from Frigolink.
3. Not copy, download, export, print, photograph or otherwise reproduce any data from the TMS for personal use or for the benefit of any third party.
4. Comply with all applicable data protection laws, including the GDPR, and with Frigolink’s internal data protection and privacy policies.

4.3. The duty of confidentiality continues both during and after the termination of the User’s employment or contractual relationship with Frigolink, for as long as such information remains confidential and/or is protected by law.

5. Protection of Customers and Business Interests

5.1. The User acknowledges that Frigolink’s customer relationships, pricing information, business processes and other commercial information constitute valuable business assets, trade secrets and/or commercially sensitive information.

5.2. The User shall not, during their relationship with Frigolink or after its termination:

1. Use TMS data or other Confidential Information to establish, support, or work for a competing business in breach of applicable Lithuanian law.
2. Copy, extract or transfer Customer Data to any personal device, personal email, cloud storage, external system or competing platform without explicit written approval from Frigolink.
3. Use Customer Data obtained through the TMS to solicit, approach or contact Frigolink’s customers or suppliers for the purpose of diverting business away from Frigolink.
4. Provide any other person or entity with Customer Data or internal information for such purposes.

5.3. The User understands that any misuse of the TMS or Customer Data may lead to:

1. Disciplinary measures, including immediate termination of employment/contract (where permitted by applicable law).
2. Civil liability for damages caused to Frigolink and/or its customers.
3. Possible criminal liability in cases of intentional damage, unauthorized access, data theft, or other criminal acts as defined by Lithuanian law.

6. Non‑Competition and Unfair Competition

6.1. The User shall refrain from engaging in unfair competition with Frigolink, including but not limited to:

1. Using Confidential Information or Customer Data to start or support a competing business.
2. Encouraging or assisting other employees to leave Frigolink in order to join or establish a competing business that uses Confidential Information or Customer Data obtained from the TMS.
3. Diverting or attempting to divert Frigolink’s customers, suppliers or business opportunities by using information obtained through the TMS.

6.2. Any post‑termination non‑competition obligations (for example, restrictions on working for direct competitors after leaving Frigolink) will apply only to the extent permitted by Lithuanian law and shall be set out in a separate written non‑competition agreement, which may include mandatory compensation and specific territorial and temporal limitations, in accordance with Lithuanian legislation.

7. Prohibited Actions

Without limiting the above, the following actions are strictly prohibited:

7.1. Taking screenshots, photographs, or videos of the TMS interface, dashboards, reports, rate tables, customer lists, or any other displayed information for personal use or for the benefit of any third party, unless expressly authorized in writing by Frigolink.

7.2. Exporting or downloading reports, lists or any other data from the TMS to personal devices or personal storage, except where this is strictly necessary for work duties and done in line with Company policies and instructions.

7.3. Deliberately entering false data, deleting or altering data without authorization, or otherwise manipulating TMS data in a way that may harm Frigolink, its customers, suppliers or partners.

7.4. Any attempt to damage, overload, disrupt or disable the TMS or related infrastructure, including denial-of-service attacks, brute‑force login attempts, or any destructive testing without prior written authorization.

8. Audit and Monitoring

8.1. The User acknowledges and agrees that Frigolink may log, monitor and audit all access to and use of the TMS, including but not limited to login details, actions performed, data accessed, and changes made, in order to ensure security, detect misuse, and comply with legal obligations.

8.2. Such monitoring will be carried out in accordance with applicable law, including data protection and employment law requirements, and with any internal Company policies notified to the User.

9. Termination of Access and Return of Information

9.1. Upon termination of the User’s employment or contractual relationship with Frigolink, or upon the User’s reassignment to a position that no longer requires access to the TMS, the User’s access rights will be revoked.

9.2. Upon termination for any reason, the User shall:

1. Immediately cease all use of the TMS.
2. Return to Frigolink all Company devices, documents, storage media and other materials containing Confidential Information or Customer Data.
3. Permanently delete any Confidential Information or Customer Data held on personal devices or personal storage, confirming such deletion in writing if requested by Frigolink.

9.3. Termination of access shall not affect the continuing obligations of confidentiality and the prohibition on misuse of information as set out in these Terms and in applicable law.

10. Liability

10.1. The User shall be liable for:

1. Any damage caused to Frigolink, its customers, suppliers or partners as a result of intentional or grossly negligent breach of these Terms.
2. Any direct losses and, where permitted by law, other damages caused by unauthorized use, disclosure, copying or transfer of Confidential Information or Customer Data.

10.2. The Company reserves the right to claim full compensation for damages, as well as to seek other remedies available under Lithuanian law (including court orders to stop unlawful activity).

11. Amendments

11.1. Frigolink may amend these Terms from time to time in order to comply with changes in law, internal policies, or the operation of the TMS.

11.2. Users will be informed of material changes in a reasonable manner (for example, by email, internal notice, or TMS notification). Continued use of the TMS after the effective date of the amendments will constitute acceptance of the updated Terms.

12. Governing Law and Jurisdiction

12.1. These Terms shall be governed by and interpreted in accordance with the laws of the Republic of Lithuania, including applicable provisions on unfair competition, protection of trade secrets, data protection and labour relations.

12.2. Any dispute arising out of or in connection with these Terms, the use of the TMS, or the protection of Confidential Information and Customer Data shall, in the first instance, be resolved amicably. If no amicable solution is reached, the dispute shall be submitted to the competent courts of the Republic of Lithuania.

13. Acknowledgement

By using the TMS, the User confirms that:

• They have read and understood these Manager Terms and Conditions.
• They agree to comply with them and with all applicable Company policies.
• They understand that violation of these Terms may lead to disciplinary action, termination of employment or contract, and potential civil or criminal liability according to Lithuanian law.