We may revise and update these TOU from time to time in our sole discretion. Supplemental provisions of the TOU and subsequent modifications to the TOU may be posted on the Solutions from time to time. All changes shall become effective immediately upon the posting thereof. Should you object to any supplemental provisions or subsequent modifications to the TOU, or should you become dissatisfied with the Solutions or Company Services, your only recourse against the Company is to immediately discontinue use of the Solutions and Company Services by deactivating your account. Your continued use of the Solutions and Company Services following the posting of revised TOU means that you accept and agree to the changes. You are expected to check the Solutions from time to time so that you are aware of any changes, as they are binding upon you.
All users who are minors in the jurisdiction in which they reside (generally under the age of 18) must have the permission of, and be directly supervised by, their parent or guardian to use the Solutions or Company Services. If you are a minor, you must not be under the age of 13 and you must have your parent or guardian read and agree to these TOU prior to you using the Solutions or Company Services. Persons under the age of 13 are not permitted to register for the Solutions or use the Company Services. By using the Solutions or Company Services, you represent and warrant that you meet all the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Solutions or Company Services.
2. YOUR ACCOUNT
You may be required to create and/or register an account in order to access and use some or all of the Solutions and/or Company Services. These processes may require you to provide information consisting of a name, password, zip code, email address, mobile phone number, as well as to provide other personal information to help the Company facilitate buyer/seller vehicle-matching. Information gathered may also include geo-location, which you must approve within the Solution prior to our use to help in the matching process. You can turn off the location aspects at any time within the Solution. You may not authorize others to use your account, and you may not assign or otherwise transfer your account to any other person or entity. You are entirely responsible for any and all activities that occur under your account. You agree to notify the Company immediately of any unauthorized use of your account or any other breach of security. The Company will not be liable for any loss that you may incur as a result of someone else using your account, either with or without your knowledge. However, you may be held liable for losses incurred by the Company or another party due to someone else using your account. You may not use anyone else’s account at any time.
3. PROHIBITED ACTIVITIES
The Solutions and Company Services allow users to list and search personal vehicle(s), find and interact with service providers such as lenders and automotive service providers you choose to contact. You may use the Solutions and Company Services only for lawful purposes and in accordance with these TOU. The Solutions and Company Services are for the personal use of users. The Solutions and Company Services may not be used by users in connection with any commercial endeavors, except those that are specifically endorsed or approved in writing by the Company.
You are NOT authorized to use the Solutions or Company Services to advertise and/or to sell new or used goods you obtain from any source for commercial distribution purposes. You are also NOT authorized to use the Solutions or Company Services to advertise and/or sell commercial services.
Additionally, you agree not to use the Solutions and Company Services:
• In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
• For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise.
• To send, knowingly receive, upload, download, use or re-use any material which does not comply with the content standards set out in these TOU.
• To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail”, “chain letter”, or “spam” or any other similar solicitation.
• To impersonate or attempt to impersonate the Company, a Company employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing).
• To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Solutions or Company Services, or which, as determined by us, may harm the Company or users of the Solutions and Company Services or expose them to liability.
Additionally, you agree not to:
• Use the Solutions and Company Services in any manner that could disable, overburden, damage, or impair the Solutions or interfere with any other party’s use of the Solutions or Company Services, including their ability to engage in real time activities through the Solutions or Company Services.
• Use any robot, spider or other automatic device, process or means to access the Solutions or Company Services for any purpose, including monitoring or copying any of the material on the Solutions or Company Services.
• Use any manual process to monitor or copy any of the material on the Solutions or Company Services or for any other unauthorized purpose without our prior written consent.
• Use any device, software or routine that interferes with the proper working of the Solutions or Company Services.
• Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
• Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Solutions or Company Services, the server on which the Solutions or Company Services is stored, or any server, computer or database connected to the Solutions or Company Services.
• Attack the Solutions or Company Services via a denial-of-service attack or a distributed denial-of-service attack.
• Otherwise attempt to interfere with the proper working of the Solutions or Company Services.
4. SERVICE FEES AND INTERACTIONS
All sales of vehicles through the Services or other transaction for the sale of vehicles formed through our Services are governed by our Terms of Sale, which are hereby incorporated into these TOU. AutoAp provides a PERFORMANCE-BASED SERVICE. As such, it is free to load use the Solution to search for vehicles. It is also free to create an account – which enables buyers to contact sellers. It is also free for sellers to post their vehicle for sale. However, ONCE A SELLER SELLS THEIR VEHICLE THROUGH AUTOAP, THE SELLER OWES THE COMPANY A COMMISSION FOR SERVICES RENDERED. ADDITIONAL FOR-FEE SERVICES ARE OFFERED, WHICH BUYERS AND SELLERS CAN PURCHASE TO IMPROVE THE MATCHING PROCESS. SELLERS AGREE TO PAY COMMISSIONS AND BUYERS AND SELLERS AGREE TO PAY FOR ADDITIONAL SERVICES IF ORDERED.
Your interactions (including but not limited to payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such interactions) with third parties (including but not limited to individuals, organizations, businesses or other entities found on or through the Solutions or Company Services) are solely between you and such third parties. YOU SHOULD MAKE WHATEVER INVESTIGATION YOU FEEL NECESSARY OR APPROPRIATE BEFORE PROCEEDING WITH ANY ONLINE OR OFFLINE TRANSACTION WITH ANY THIRD PARTIES.
5. THIRD PARTY SITES AND SERVICES
The Solutions or Company Services may contain links, or features and functionalities that link you to other sites and resources provided by third parties, which are completely independent of the Company. These links are provided for your convenience only. The Company makes no representation or warranty as to the accuracy, completeness or authenticity of the information contained in any third party sites. Therefore, when you link to any other third party sites, you do so entirely at your own risk and subject to the terms and conditions of use for such websites. You agree that you must evaluate and bear all risks associated with the use of any products or services provided by third party sites, that you are independently responsible for verifying representations made at such third party sites, and that under no circumstances will the Company be liable in any way for any representations provided on third party sites or for any loss or damage of any kind incurred as a result of your reliance upon such representations.
• AutoRECALL information is obtained from the NHTSA and contains no information regarding specialty vehicles, trailers, horse trailers, heavy-equipment, RVs, commercial equipment, campers, motorcycles, limousines, racing, non-vehicles, custom-shops, after-market, components (ex: tires, brakes, engines, batteries), boats, buses, heavy-lift, etc. We cannot guarantee these are all the recalls, nor that you might not receive a ‘false positive’ matches. AutoAp, Inc. makes no guarantee or warranty, either expressed or implied, including without limitation any warranty of merchantability or fitness for particular purpose, with respect to the data presented herein, on AutoAp Inc.’s website and in the app.
For NHTSA’s latest recall information, please click this line and enter your vehicle’s VIN at NHTSA’s (SaferCar.gov’s) website.
6. USER CONTENT
The Company allows you and other users to use the Solutions and Company Services to communicate through messaging, emails, phone calls, forums, bulletin boards, discussion groups, chat rooms or other communication facilities (collectively, “User Content”) that may be offered on or through the Solutions from time to time. Any User Content you post, submit, publish, display or transmit to other users or other persons (hereinafter, “post”) on the Solutions will be considered non-confidential and non-proprietary. By providing any User Content on the Solutions, you grant the Company and our licensees, successors and assigns the right to use reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such for material for any purpose. You represent and warrant that you own or control all rights in and to the User Content and have the right to grant the license granted above to us and our licensees, successors and assigns; and all of your User Content do and will comply with these TOU. You understand and acknowledge that you are responsible for any User Content you submit or contribute, and you, not the Company have full responsibility for such content including its legality, reliability, accuracy, and appropriateness.
The Company is not responsible, or liable to any third party, for the content or accuracy of any User Content posted by you or any other user of the Solutions. You understand that by using the Solutions or Company Services, you may be exposed to User Content that is offensive, indecent, inaccurate, misleading, incomplete, or otherwise objectionable. Your reliance upon User Content is at your own risk and you have an independent responsibility to verify the accuracy, completeness, or authenticity of such User Content. The Company makes no representation or warranty as to the accuracy of information contained in any User Content. You agree that you must evaluate and bear all risks associated with the use of any User Content, that you may not rely on said User Content, and that under no circumstances will the Company be liable in any way for any User Content or for any loss or damage of any kind incurred as a result of the use of any User Content posted or otherwise made available via the Solutions or Company Services.
Any opinions, advice, ratings, discussions, comments, and/or other messages or postings of any kind made by you or any other user via the Solutions or Company Services (collectively, “User Content”), are those of the respective author(s) or distributor(s) and not of the Company. The Company specifically disclaims any liability concerning the User Content and any actions resulting from your participation in the Solutions or Company Services, including any objectionable Content. Any and all User Content you post to the Solutions or through Solutions Services are not confidential.
7. MONITORING AND ENFORCEMENT
The Company has the right to:
• Remove or refuse to post any User Content for any or no reason in our sole discretion.
• Take any action with respect to any User Content that we deem necessary or appropriate in our sole discretion, including if we believe that such User Content violates the TOU, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Solutions or the public or could create liability for the Company.
• Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
• Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Solutions.
Without limiting the foregoing, the Company has the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Solutions. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, we do not undertake to review all material before it is posted on the Solutions, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
8. CONTENT STANDARDS
These content standards apply to any and all User Content and use of Solutions and Company Services. User Content must in their entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, User Content must not:
• Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
• Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
• Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.
• Be likely to deceive any person.
• Promote any illegal activity, or advocate, promote or assist any unlawful act.
• Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.
• Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
• Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.
• Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
9. INTELLECTUAL PROPERTY
The content and information on the Solutions originating from the Company (“Company Content”), as well as the infrastructure used to provide both, is proprietary to the Company and/or our partners. The trademarks, service marks and logos contained therein are owned by or licensed to the Company, and are subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Company Content, includes, without limitation, all source code, databases, functionality, software, Solutions designs, audio, video, text, photographs, and graphics. All Company graphics, logos, designs, page headers, button icons, scripts, and service names are registered trademarks, common law trademarks, or trade dress of the Company in the U.S. and/or other countries. The Company’s trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company. You agree not to modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell or re-sell any Company Content or software, products or services obtained from or through the Solutions or Company Services without express written permission of the Company. You further agree to abide by any and all copyright notices displayed on the Solutions or with Company Services.
You may not access the application programming interfaces (APIs) other than in the normal course of using the Solutions; create any derivative work of the Solutions; or decompile, reverse engineer, or otherwise attempt to derive source code, underlying ideas, algorithms, structure, or organization of the Solutions, except to the extent required by local law to obtain interoperability with independently created computer programs or as required by other compulsory local law.
10. COPYRIGHT POLICY AND DIGITAL MILLENNIUM COPYRIGHT ACT (DMCA) PROCEDURES
The Company reserves the right to terminate these TOU or any other agreement, related to the use of the Solutions or Company Services, with you or any user who infringes third-party copyrights. If you believe that material has been posted via the Solutions and/or by a user in a way that constitutes copyright infringement, please provide the Company with the following information:
a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work;
b) an identification of the copyrighted work and the location on the Solutions of the allegedly infringing work;
c) a written statement that you have a good faith belief that the disputed use is not authorized by the owner, its agent, or the law;
d) your name and contact information, including telephone number and e-mail address; and
e) a statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Contact information for the Company’s DMCA Agent for notice of claims of copyright infringement is:
15455 NW Greenbrier Parkway, Suite 140
Beaverton, OR 97006
11. LICENSE GRANT
Although the Company does not claim ownership of content that users or third parties post, by posting User or Third Party Content to any public area of the Solutions, you grant the Company a license in any postings, including opinions, advice, discussions, comments or other messages or postings of any kind made (“Statements”), through the Solutions or Company Services. This license is a royalty-free, perpetual, irrevocable, exclusive license to use, reproduce, modify, publish, edit, translate, distribute, perform, analyze, report and display User Content and Statements alone or as part of other works in any form, media, or technology whether now known or hereafter developed without territorial or time limitations, and to sublicense such rights through multiple tiers of sublicensees. Your license of any User Content and Statements or information submitted above extends to use for promotions, advertising, market research or any other lawful purpose, without limitation. You are not allowed to use other users’ information for any purposes whatsoever. Personal information about you will only be shared as provided in these TOU. Other information will be aggregated, with no personal information tied to it.
12. AVAILABILITY OF SOLUTIONS AND COMPANY SERVICES
We use reasonable efforts to keep the Solutions and Company Services accessible. Notwithstanding our reasonable efforts, the Solutions or Company Services may be unavailable from time to time for any reason including, without limitation, routine maintenance. You acknowledge that there may be interruptions in service or events that are beyond our control. Further, you understand and acknowledge that due to circumstances both within and outside of our control, Solutions or Company Services access may be interrupted, suspended or terminated. Additionally, the Company retains the right at our sole discretion and without notice or liability, to deny service, or access to the Solutions or Company Services to anyone or any account, at any time and for any reason and to delete any user profile, User Content or information posted at any time.
Further, in order to protect the integrity of the Solutions and Company Services, the Company reserves the right at any time in its sole discretion to block certain IP addresses and/or telephone numbers from accessing the Solutions or Company Services. Any provisions of the TOU that, in order to fulfill the purposes of such provisions, need to survive the termination or expiration of the TOU, shall be deemed to survive for as long as necessary to fulfill such purposes.
13. PRIVACY AND SECURITY
We care about the privacy of our users. All information we collect through the Solutions is subject to the Company’s Privacy and Security Policy. Please review the Company Privacy and Security Policy. By using the Solutions or Company Services, you are consenting to have your personal data transferred to and processed in the United States. By using the Solutions or the Company Services, you are consenting to all actions taken by us with respect to your information in compliance with the terms of the Company Privacy and Security Policy.
14. TERM AND TERMINATION
This Agreement shall remain in full force and effect while you use the Solutions or Company Services or are otherwise a user or member of the Solutions or Company Services, as applicable. You may terminate your use of the Solutions or Company Services at any time, for any reason, by following the instructions for terminating user accounts in your account settings. The Company reserves the right terminate or suspend your access to all or part of the Solutions for any or no reason, including without limitation, any violation of these TOU.
15. MODIFICATIONS TO SERVICES
The Company reserves the right at any time to modify, discontinue temporarily, or discontinue permanently the Solutions or Company Services (or any part thereof) with or without notice. You agree that the Company shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Solutions or Company Services, or termination of the Solutions.
16. GOVERNING LAW AND JURISDICTION
All questions of law, rights, and remedies regarding any act, event or occurrence undertaken pursuant or relating to the Solutions or the Company Services (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Oregon, excluding such state’s conflicts of law provision or rules (whether of the State of Oregon or any other jurisdiction).
Any legal suit, action, or proceeding of whatever nature by or against the Company arising out of or related in any respect to these TOU, the Solutions, or the Company Services shall be brought solely in either the applicable federal or state courts located in or with jurisdiction over Multnomah County, Oregon; subject, however, to the right of the Company, at the Company’s sole discretion, to bring an action to seek injunctive relief to enforce the TOU or to stop or prevent an infringement of proprietary or other third party rights (or any similar cause of action) in any applicable court in any jurisdiction where jurisdiction exists with regard to a user. You hereby consent to (and waive any challenge or objection to) personal jurisdiction and venue in the above-referenced courts, and where applicable you waive the right to require a bond. Application of the United Nations Convention on Contracts for the International Sale of Goods is excluded from the TOU. Additionally, application of the Uniform Computer Information Transaction Act (UCITA) is excluded from the TOU.
17. LIMITATION ON TIME TO FILE CLAIMS
Any cause of action or claim you may have arising out of or related in any way to these TOU or the Solutions and/or the Company Service (including your visit to or use of the Solutions and/or the Company Service) must be instituted within two (2) years after the cause of action accrues, otherwise such cause of action or claim is permanently barred.
Occasionally there may be information on the Solutions or transmitted to users by push notifications, e-mail, text message, or other electronic means, that contains typographical errors, inaccuracies, or omissions that may relate to the Solutions, Company Services, or other information. The Company reserves the right to correct any errors, inaccuracies, or omissions and to change or update the information at any time, without prior notice.
19. GEOGRAPHIC RESTRICTIONS
The Company makes no representation that the Solutions or any of its content is appropriate or available in other locations outside of the United States. The information provided on the Solutions or electronically to users of Company Services is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Company to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Solutions or use Company Services from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
20. DISCLAIMER OF WARRANTIES
YOU AGREE THAT YOUR USE OF THE SOLUTIONS AND COMPANY SERVICES WILL BE AT YOUR SOLE RISK. YOU ARE RESPONSIBLE FOR IMPLEMENTING SUFFICIENT PROCEDURES AND CHECKPOINTS TO SATISFY YOUR PARTICULAR REQUIREMENTS FOR ANTI-VIRUS PROTECTION AND ACCURACY OF DATA INPUT AND OUTPUT, AND FOR MAINTAINING A MEANS EXTERNAL TO OUR SITE FOR ANY RECONSTRUCTION OF ANY LOST DATA. THE COMPANY WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SOLUTIONS OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE SOLUTIONS, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SOLUTIONS IS AT YOUR OWN RISK. THE SOLUTIONS, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SOLUTIONS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE SOLUTIONS. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SOLUTIONS, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SOLUTIONS WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SOLUTIONS OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SOLUTIONS WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
21. LIMITATION ON LIABILITY
IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, DIRECTORS, EMPLOYEES, OFFICERS, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFIT, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, ARISING FROM OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, THE SOLUTIONS OR COMPANY SERVICES, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE COMPANY’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO $50. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. IF YOU ARE A CALIFORNIA RESIDENT, YOU 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.”
You agree to defend, indemnify, and hold the Company, its subsidiaries, and affiliates, and its and their respective officers, directors, agents, partners, providers, licensors, employees, successors and assigns harmless from and against, any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of or relating to your use of the Solutions or Company Services, including but not limited to your user submissions, your use of any information obtained from the Solutions or Company Services, any use of the Solutions or Company Services other than as expressly authorized in these TOU, from a breach of these TOU, or any breach of your representations and warranties set forth above. Notwithstanding the foregoing, the Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify the Company, and you agree to cooperate, at your expense, with the Company’s defense of such claims. The Company will use reasonable efforts to notify you of any such claim, action, or proceeding that is subject to this indemnification upon becoming aware of it.
Except as explicitly stated otherwise, any notices given to the Company shall be given by email to:
. Any notices given to you shall be given to the email address you provided during the registration process, or such other address as each party may specify. Notice shall be deemed to be given 24 hours after the email is sent to the email address provided by user to the Company. We may also choose to send notices by push notifications, regular mail or text message.
24. WAIVER AND SEVERABILITY
No waiver of by the Company of any term or condition set forth in these TOU shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these TOU shall not constitute a waiver of such right or provision.
If any provision of these TOU is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the TOU will continue in full force and effect.
25. ENTIRE AGREEMENT
The TOU and the Privacy and Security Policy constitute the sole and entire agreement between you and the Company regarding the use of the Company Services and the Solutions and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Company Services and Solutions.
The section numbers and titles of the TOU are for convenience only and have no legal or contractual effect. The TOU operates to the fullest extent permissible by law. You may not assign the TOU and your account without our express written consent. The Company may assign any or all of its rights and obligations to others at any time. The Company shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond the Company’s reasonable control. Upon the Company’s request, you will furnish the Company any documentation, substantiation, or releases necessary to verify your compliance with the TOU. You agree that the TOU will not be construed against the Company by virtue of having drafted it. You hereby waive any and all defenses you may have based on the electronic form of the TOU and the lack of signing by the parties hereto to execute the TOU as a binding legal agreement.
27. CONTACT US
In order to resolve a complaint regarding the Solutions or Company Services or to receive further information regarding use of the Company Services, please contact the Company as set forth below:
15455 NW Greenbrier Parkway, Suite 140
Beaverton, OR 97006
Email: legal (=at=) autoap (=dot=) com
EFFECTIVE DATE / DATE LAST MODIFIED
These TOU are effective as of January 1, 2014.
Last modified: September 20, 2014: Updated Recall terms.