Terms of Service
Last Modified: December 1, 2021
These General Terms and Conditions (the "General Terms"), along with any applicable Service Terms (see "Service Terms" below) and any applicable Confirmation of Services (collectively, the "Agreement") governs your access and use of the DEALERSCLOUD Services ("Services", as defined below), provided by DEALERSCLOUD CORP/DEALERSGPT or an affiliated company ("DEALERSCLOUD", "DEALERSGPT", "we" or "our").
By accessing or using the Services, you represent and warrant that (a) you have the power to bind the entity subscribing to the Services (the "Subscriber", "you" or "your"), (b) have read, understand agree to be bound by this Agreement and all terms incorporated by reference. If you do not agree to this Agreement, you are not authorized to access or use the Services.
1. Use of the Services
Generally
You may access and use the Services in accordance with this Agreement. Service Terms apply to certain Services. You will comply with the terms of this Agreement and all applicable laws, rules and regulations applicable to your use of the Services.
2. Acceptable Use Policy
You agree not to:
- Reverse engineer, decompile, disassemble, or work around technical limitations in a Service, except to the extent applicable law permits it despite these limitations.
- Disable, tamper with, or otherwise attempt to circumvent any billing mechanism that meters your use of the Services.
- Rent, lease, lend, resell, transfer, or host the Service, or any portion thereof, to or for third parties except as expressly permitted in this Agreement.
- Circumvent or endanger the operation or security of any Service.
- Use any of the Services in connection with any form of spam, unsolicited mail, fraud, scam, phishing, "chain letters", "pyramid schemes" or similar conduct, or otherwise engage in unethical marketing or advertising.
- Take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Services or DEALERSCLOUD's systems or networks connected to the Services, or otherwise interfere with or disrupt the operation of any of the Services, or the servers or networks that host them or make them available, or disobey any requirements, procedures, policies, or regulations of such servers or networks.
- Access or use the Services for benchmarking or similar competitive analysis purposes or in order to build a competitive product or service.
3. Authorized Users
You may permit Authorized Users to use the Service. You control access by Authorized Users, and you are responsible for their use of the Services in accordance with this Agreement. For example, you will ensure Authorized Users comply with the Acceptable Use Policy, Service Terms, confidentiality, privacy, and other terms of this Agreement.
4. Service Availability
We strive to maintain high service availability, but we do not guarantee that the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors.
We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time or for any reason without notice to you.
5. Intellectual Property
The Services and their original content, features, and functionality are and will remain the exclusive property of DEALERSCLOUD and its licensors. The Services are protected by copyright, trademark, and other laws.
Our trademarks and trade dress may not be used in connection with any product or service without our prior written consent.
6. Privacy and Data Protection
Your privacy is important to us. Our Privacy Policy explains how we collect, use, and protect your information when you use our Services. By using our Services, you agree to the collection and use of information in accordance with our Privacy Policy.
We implement appropriate technical and organizational measures to protect your personal data against unauthorized or unlawful processing and against accidental loss, destruction, or damage.
7. Limitation of Liability
In no event shall DEALERSCLOUD, nor its directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential, or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from your use of the Services.
Our total liability to you for all damages shall not exceed the amount you paid us for the Services in the twelve (12) months preceding the claim.
8. Dispute Resolution
Any dispute arising out of or relating to this Agreement shall be resolved through binding arbitration rather than in court, except that you may assert claims in small claims court if your claims qualify.
The arbitration will be conducted by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration will be conducted in Fairfax County, Virginia, unless we both agree to a different location.
9. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, without regard to its conflict of law provisions.
10. Changes to Terms
We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will try to provide at least 30 days notice prior to any new terms taking effect.
By continuing to access or use our Services after those revisions become effective, you agree to be bound by the revised terms.
11. Contact Information
If you have any questions about these Terms of Service, please contact us:
Email: support@dealerscloud.com
Phone: 703.870.3964
Address: 4000 Legato Rd. Suite 1100, Fairfax, VA 22033