Terms of Service
IF YOU DO NOT AGREE TO BE BOUND BY ALL THE TERMS AND CONDITIONS OF THE AGREEMENT, YOU ARE NOT ALLOWED TO USE THE SERVICES.
You represent and warrant to DEALERWING that:
(i) You are 18 years of age or older;
(ii) All registration information you submit is accurate and truthful;
(iii) You will ensure the accuracy of such information and update it as needed over time;
(iv) If you’re agreeing to this Agreement on behalf of a DEALERSHIP or ORGANIZATION, you represent and warrant that you are authorized to agree to this Agreement on that organization’s behalf and bind them to this Agreement (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization and the restrictions and limitations herein shall apply to both you and your organization).
(v) You are legally permitted to use and access the Services;
(vi) Your ORGANIZATION is fully responsible for the selection, use of and access to the Services.
This Agreement is void where prohibited by law, and the right to access the Services is revoked in such jurisdictions.
The Services offered by DEALERWING are subscription-based services. When an Organization subscribes to the Services, they agree to pay all charges associated with the Services and the subscribers account. You may be required to provide a valid credit card where you will be billed in advance on an annual basis from the date you provide your credit card information.
You should also note that by using the Services, you may receive e-mail or text messages on your phone or mobile device, which may cause you to incur usage charges or other fees or costs in accordance with your wireless or data service plan. Any and all such charges, fees, or costs are your sole responsibility. It’s in your best interest to consult with your wireless carrier to determine what rates, charges, fees, or costs may apply to your use of the Services.
This Agreement applies to all users of our Services; but, each user, by accessing the Websites is certifying that they are authorized to act on behalf of their ORGANIZATION.
You may not sign up for or use the Services as someone you are not; DEALERWING may disable or terminate your account if you do so. The additional terms that apply to you are provided below. Please continue reading.
§ You will only permit an authorized Administrator(s) who is a current pre-approved employee of the ORGANIZATION to use the services. The Services do not allow the Administrator to send invites to other Administrators to use the Services.
§ Multi-store Organizations, may upon written notice to DEALERWING designate one or more respective Administrators for each distinct physical location of the DEALERSHIP
§ Upon termination of an Administrator’s employment with the Organization, you will require such individual to cease using the services and you will notify DEALERWING immediately by emailing email@example.com.
§ If at any time you learn that a user of the Services claims to be affiliated with your Organization who is not, in fact, affiliated with your Organization, you will terminate their ability to access the services and notify DEALERWING immediately by emailing firstname.lastname@example.org.
Registration and Security
As a condition to using Services, you will be required to register with DEALERWING by providing the Administrator name, dealership or location name, and a valid email address. DEALERWING shall provide each Administrator with an employee user ID and password. You must provide DEALERWING with accurate, complete, and updated registration information.
You may not
(i) Select or use the name or email or employee user ID of another person with the intent to impersonate that person; or
(ii) Use a name subject to any rights of any person other than you without
DEALERWING reserves the right to refuse registration or cancel a DEALERWING account at its sole discretion. You will be responsible for maintaining the confidentiality of your account and password and will be responsible for all activity over, through, or using your account and/or password. You may not transfer your account to anyone without express prior written consent of DEALERWING. Violation of any of the foregoing may result in immediate termination of your account, revocation of your ability to use the Services, and may subject you to state and federal penalties and other legal consequences.
DEALERWING reserves the right, but will have no obligation, to investigate your use of the Services in order to determine whether a violation of the Agreement has occurred or to comply with any applicable law, regulation, legal process or governmental request.
Your Information and Content
You are prohibited from submitting any user submission that includes any material or information that is protected by law or subject to other legal restriction, including by way of example and without limitation any personal information of a third party to which you do not have rights to use in connection with the Service, and/or any material subject to intellectual property rights of third parties.
You are responsible for making sure that you have all rights in the in formation you provide us “User Submissions”, including the rights necessary for you to grant us the foregoing licenses to the User Submissions. You are prohibited from submitting any user submission that includes any material or information that is protected by law or subject to other legal restriction, including by way of example and without limitation any personal information of a third party, and/or any material subject to intellectual property rights of third parties.
All information uploaded or transmitted through the Service is the responsibility of the person that uploaded it, and we will not be liable for any errors or omissions in any content. DEALERWING cannot guarantee the authenticity of any data which users may provide about themselves. You acknowledge that all content accessed by you using the Service is at your own risk and you will be solely responsible for any damage or loss to any party resulting therefrom. We reserve the right to remove User Submissions from the Service at any time for any reason, such as if we receive a notice that a User Submission infringes someone’s intellectual property rights.
We always appreciate your feedback or other suggestions about the SERVICES, but you understand that we may use your feedback or suggestions without any obligation to compensate you for them.
Your restrictions and responsibilities
You warrant, represent and agree that you will not contribute any Content or otherwise use (or encourage any third party to use) the Services in a manner that
· infringes or violates the intellectual property rights or proprietary rights, rights of publicity or privacy, or other rights of any third party;
· violates any law, statute, ordinance or regulation;
· is harmful, fraudulent, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, or otherwise objectionable as reasonably determined by DEALERWING;
· jeopardizes the security of your account or the Services in any way, such as allowing someone else access to your account or password;
· attempts, in any manner, to obtain the password, account, or other security information from any other user;
· violates the security of any computer network, or cracks any passwords or security encryption codes;
· runs Mail list, Listserv, any form of auto-responder or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or any malware or virus, or that otherwise interfere with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);
· “crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Services (through use of manual or automated means);
· copies or stores any significant portion of the User Submissions;
· decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services (or the products of DEALERWING third party service providers).
DEALERWING reserves the right to terminate access of any third party application or service to our published or unpublished APIs.
You will be responsible for obtaining and maintaining any equipment or ancillary services needed to connect to, access, or otherwise use the Services, including, without limitation, modems, hardware, software, and Wi-Fi services. You will be responsible for ensuring that such equipment or ancillary services are compatible with the Services.
Under the Digital Millennium Copyright Act (the “DMCA”), online service providers such as DEALERWING have the right, but not the obligation, to remove material that allegedly violates someone’s copyright. We respect others’ intellectual property rights, and we reserve the right to delete or disable Content alleged to be infringing, and to terminate the accounts of repeat alleged infringers. To learn more about the DMCA, click here (http//www.copyright.gov/legislation/dmca.pdf). Consistent with our commitment to the protection of intellectual property rights, in connection with any content or material uploaded by users of or visitors to the DEALERWING Websites or DEALERWING Apps (“User Materials”), we comply with the protections and notice and take-down provisions of the Digital Millennium Copyright Act (“DMCA”). If you are a copyright owner or an agent thereof and believe that any User Material infringes upon your copyrights, you may submit a notification pursuant to the DMCA by providing our copyright agent with the following information in writing:
(i) identification of the copyrighted work claimed to have been infringed or, if multiple copyrighted works on or within the DEALERWING Websites or DEALERWING Apps are covered by a single notification, a representative list of such works;
(ii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit DEALERWING to locate the material;
(iii) information reasonably sufficient to permit DEALERWING to contact you, such as an address, telephone number, and, if available, an electronic mail address;
(iv) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
(v) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; and
(vi) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Notifications of claimed infringement should be sent to DEALERWING’ designated copyright agent to receive notifications of claimed infringement,
Attn: David Lampel
1552 Eagle Nest
Winter Springs, FL 32708
Third party websites
DEALERWING has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third party websites. In addition, DEALERWING will not and cannot monitor, verify, censor or edit the content of any third party site. By using the Services, you expressly relieve and hold harmless DEALERWING from any and all liability arising from your use of any third party website or service.
Your interactions with organizations and/or individuals found on or through the Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that DEALERWING will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.
If there is a dispute between users on this site, or between users and any third party, you understand and agree that DEALERWING is under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby release DEALERWING, its officers, employees, agents, and successors in rights from claims, demands, and damages (actual and consequential) of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our service. If you are a California resident, you will and hereby do waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.” And if you are not a California resident, you waive any applicable state statutes of a similar effect.
Warranty disclaimer and limitation of liability
DISCLAIMER OF WARRANTIES
DEALERWING does not guarantee that the DEALERWING WEBSiteS, DEALERWING APPS, SERVICES or any services provided therethrough will be uninterrupted or error-free. Content and services are provided on an “as is,” as-available basis. DEALERWING does not guarantee that any file available for downloading is free of viruses or similar contamination or destructive features.
LIMITATION OF LIABILITIES
TO THE FULLEST EXTENT PERMITTED BY LAW:
(A) DEALERWING, ITS SUBSIDIARY AND AFFILIATED ENTITIES, INCLUDING THEIR RESPECTIVE BOARD MEMBERS, DIRECTORS, OFFICERS, AGENTS, REPRESENTATIVES, MEMBERS, EMPLOYEES, AND ASSIGNS, SHALL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING UNDER THESE TERMS OR ASSOCIATED WITH YOUR USE OF THE SERVICES OR WITH ANY DEALERWING CONTENT, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE OF DATA, LACK OR LOSS OF DATA, OR OTHER INTANGIBLE LOSSES, WHETHER THE CLAIM FOR SUCH DAMAGES IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), OR OTHERWISE (EVEN IF DEALERWING OR ITS APPLICABLE THIRD-PARTY PROVIDER HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF SUCH DAMAGES); AND
(B) THE MAXIMUM AGGREGATE LIABILITY OF ANY KIND ARISING UNDER OR RELATING TO THESE TERMS, THE PRODUCTS, OR DEALERWING CONTENT SHALL BE ONE HUNDRED UNITED STATES DOLLARS ($100.00). THE FOREGOING LIMITATIONS SHALL APPLY TO ALL CAUSES OF ACTION, WHETHER ARISING FROM BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE OR OTHER TORT, OR ANY OTHER LEGAL THEORY; MOREOVER, THESE LIMITATIONS WILL APPLY NOTWITHSTANDING A FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
You will indemnify and hold DEALERWING, its parents, subsidiaries, affiliates, officers, and employees harmless (including, without limitation, from all damages, liabilities, settlements, costs and attorneys’ fees) from any claim or demand made by any third party due to or arising out of your access to the Services, use of the Services, your violation of this Agreement, or the infringement by you or any third party using your account of any intellectual property or other right of any person or entity.
This Agreement will remain in full force and effect while you use the Services. You may terminate your use of the Services or your account at any time by contacting us at email@example.com. DEALERWING may disable or terminate your access to the Services or your account at any time, for any reason (without cause or for your violation of any term of this Agreement), and without warning or notice, which may result in the forfeiture of all information associated with your membership. Upon termination of your account, your right to use the Services, and any Content will immediately cease; however, DEALERWING may retain notification data or other data and information pursuant to this Agreement and as necessary for auditing purposes and as required by law. All provisions of this Agreement which, by their nature, should survive termination, will survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
Personal information is information about you that identifies you, or others, individually—such as your name, address, e-mail address, or phone number—that might not be publicly available. This Policy does not apply to the practice of entities or people that DEALERWING does not own, control, employ, or manage.
Accessing the Websites and Personal Information Collection
Certain parts of the Websites do require that you provide us with personal information, including that of third parties for which you represent you are authorized to use on the Websites, for access to or use of those parts. For example, if you register to use a portion of the Websites that is password-protected (such as to sign up as an Administrator), you may be required to provide information as described in the “Registration and Forms” section below.
Registration and Forms
Through the Websites you may register to sign up for services as appropriate for your role in the customer services (for example, as an Administrator). These registrations may require you to provide the following on behalf of your customers and/or or your dealership:
· Contact information such as name, e-mail address, postal address and phone number
· Demographic information such as ZIP Code and date of birth
· Information about your dealership, including purchase history
· Employment information needed for performance of services using the Website
· Payment information to invoice for services purchased
We may use this information to effect transactions or provide services for which the information was provided, to contact you with additional information, and to analyze use of the Websites and services.
Information Related to the Services
Certain types of information will necessarily be generated or shared in the course of DEALERWING’s performance of services for Administrators.
For example, we may collect information from Administrators or other sources concerning dealership customers to provide the Services, and create analyses of related results. Likewise, dealership specific information will not be shared in any direct form with any Administrator of another dealership. Administrators are provided with access to and reports that aggregate numerical and qualitative data solely for their dealership.
The Websites may contain links to other websites. DEALERWING is not responsible for the privacy practices of sites other than our own. We encourage you to be aware of the privacy statements on other websites and to read these statements.
Protection of Information
The Websites are password secured and can only be accessed using unique login credentials. You must have a specific user identifier (user ID) and password to access resources through any password-protected portions of the Websites. Your login credentials and password are for your use only and strictly confidential. You are responsible for maintaining the confidentiality and security of those credentials, and are responsible for all activity occurring on the Websites using your login credentials and password. You are strictly prohibited from any sharing of your login credentials and/or password with any other person(s) and from any use of your login credentials other than for your use of the Websites in compliance with the Terms.
Third-Party Data Collection/Online Tracking
Currently, various Internet browsers offer a “do not track” or “DNT” option that uses a DNT header to indicate the DNT preference setting on the browser. DEALERWING does not track your activity over time and across different websites or online services, and thus we do not currently respond to browsers’ DNT signals with respect to the Websites. We do not permit our third-party service providers to collect information from the Websites for other websites or for their own purposes other than as described in this Policy.
We are committed to complying with all applicable laws and regulations regarding the collection, storage, and use of personal information of minors under the age of 18, including the Children’s Online Privacy Protection Act of 1998.
We do not collect personal information from minors under the age of 18. Individuals under the age of 18 are not permitted to use the Websites without the supervision of a parent or legal guardian. We do not knowingly collect or solicit personal information from children under the age of 18 or knowingly allow such persons to register for an online account or to place orders or provide personal information through the Websites. If we learn that someone under the age of 18 has provided any personal information through the Websites, we will remove and permanently delete that information as soon as reasonably possible.
If you are a parent or guardian who believes that your minor, under the age of 18, has submitted personal information or other information to us without your consent, please contact us using the contact information provided below. Once we verify that you are the parent or legal guardian, we will cooperate with you to discuss what, if any, personal information we have collected about your child and how that information may have been shared or used.
Changes to This Statement
DEALERWING reserves the right to change this privacy statement at any time. Notification of changes will be posted on the Websites. Because these changes may affect your personal information, we suggest that you look for information regarding changes on a regular basis and review the changes as soon as they are published on the website.
Disclosures for Compliance with Law
Correcting Your Information
We strive to assure the correctness of the information we maintain. If the information we have about you and/or your customer is inaccurate, we will correct the information in a manner as timely as possible. To provide us with corrections, please contact us in any of the following ways:
- Send an e-mail message with corrections to firstname.lastname@example.org.
· Send mail with corrections to DEALERWING LLC,1552 Eagle Nest, Winter Springs, FL 32708
- Call us at (213)632-8211.
We employ reasonable security methods to prevent unauthorized access, maintain data accuracy, and ensure correct use of your information. However, no data transmission over the Internet or any wireless network can be guaranteed to be perfectly secure. As a result, while we try to protect your information, we cannot ensure or guarantee the security of any information you transmit to us, and you do so at your own risk.
Effective Date: August_, 2016