Auto Data Direct, Inc. provides its clients with access to a collection of resources through its online network. Unless explicitly stated otherwise, any new feature that augments or enhances the current service, including the release of new Auto Data Direct, Inc. programs, shall be subject to the TOU. Acceptance of this TOU is required prior to obtaining access to the CarLocate service.
Auto Data Direct's service consists of proprietary programming and databases. Auto Data Direct, Inc.'s system (CarLocate) provides online tools that allows for the location of towed or impounded vehicles.
CarLocate will provide a web-based interface as follows:
CarLocate Users understand and agree that the service is provided "AS-IS" and that neither Auto Data Direct, Inc., nor its associate entities or parent company assume responsibility for business or consequential damages caused directly or indirectly by use of the system including but not limited to deletion, mis-delivery, failure to store any User communications or timeliness of the data.
The User is responsible for obtaining access to the service as a qualified CarLocate User in good standing. Access to CarLocate.'s services may involve third party fees (such as Internet service provider or airtime charges). The User is responsible for these fees and in addition, must provide and be responsible for all equipment necessary to access CarLocate.
Rates for service are subject to change and shall be set forth in the schedule of rates and provided in through CarLocate.com.
Auto Data Direct, Inc. will maintain records submitted to the CarLocate service for a period of three years. After the three-year period has elapsed, the data will be purged from the database.
This agreement is subject to any restrictions, limitations or conditions enacted by the state of Florida. ADD will comply with data submission requests by an authorized agency as outlined in Florida statute [insert bill number here]. The User understands that Auto Data Direct, Inc. must comply with legally valid subpoenas.
This agreement is not assignable by the User either in whole or in part without the express written consent of Auto Data Direct, Inc.
Auto Data Direct, Inc. may at its sole discretion and without notice to the User, (a) suspend its performance under this TOU and the User's access to and use of the service or (b) terminate the User's access to and use of the service.
Failure to comply with the provisions of this TOU may result in termination and suspension or cancellation of all access. UNAUTHORIZED DATA MINING IS STRICTLY PROHIBITED
Auto Data Direct, Inc. may terminate this agreement for such unauthorized use or disclosure without written notice to the User.
The User agrees to indemnify and hold Auto Data Direct, Inc. and its subsidiaries, affiliates, officers, agents, associate entities and employees, harmless from any claim or demand, including reasonable attorneys' fees made by any third party due to or arising out of: the User's use or misuse of the system or the data provided, the content submitted, posted, transmitted or made available through Auto Data Direct by the User; the User's connection to Auto Data Direct; the User's violation of the TOU, or the User's violation of any rights of another.
The User agrees not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of Auto Data Direct, CarLocate.com, use of Auto Data Direct, use of CarLocate.com, access to Auto Data Direct, or access to CarLocate.com.
The User acknowledges and agrees that the Auto Data Direct service and any necessary software used in connection with the Auto Data Direct product ("software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. Except as expressly authorized by Auto Data Direct, Inc., the User agrees not to modify, rent, lease, loan, sell, distribute or create derivative works based on Auto Data Direct or the Software, in whole or in part.
Auto Data Direct, Inc. grants the User a personal, non-transferable and non-exclusive right and license to use the object code of its Software; provided that the User does not (and does not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the software. The User agrees not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to Auto Data Direct. The User agrees not to access Auto Data Direct by any means other than through the interface that is provided by Auto Data Direct, Inc. for use in accessing Auto Data Direct.
THE USER EXPRESSLY UNDERSTANDS AND AGREES THAT:
THE USER EXPRESSLY UNDERSTANDS AND AGREES THAT Auto Data Direct, Inc. SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF Auto Data Direct, Inc HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF THE USER's TRANSMISSION OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.
The parties hereby agree, in consideration of the forgoing and as a condition of accepting service, that any claim or dispute (including those based on contract, negligence, tort or statute) amongst the Parties including, but not limited to any third partY claim and or claim for indemnity of contribution, arising out of or related to this Agreement and/or the services provided by Auto Data Direct, inc. under this Agreement, shall be resolved by binding arbitration in accordance with the rules and regulations of the American Arbitration Association, accelerated procedures. Venue shall be exclusively in Leon County Florida. Each party shall bear their own costs (including arbitration costs) and attorney's fees.
Notice to the User may be made either by email or regular mail. Auto Data Direct, Inc. may also provide notices of changes to the TOU or other matters by displaying notices or links to notices on Auto Data Direct, Inc.'s website(s).
Auto Data Direct, Inc. may be contacted in the following manner:
By mail:Auto Data Direct, Inc.
By phone: (850) 877-8804
By email: firstname.lastname@example.org
This TOU constitutes the entire agreement between the User and Auto Data Direct, Inc. and governs the use of Auto Data Direct; superseding any prior agreements between the User and Auto Data Direct, Inc. The User may also be subject to additional terms and conditions that may apply when utilizing affiliate services, third-party content or third-party software. The TOU and the relationship between the User and Auto Data Direct, Inc. shall be governed by the laws of the State of Florida without regard to its conflict of law provisions and such disputes shall be resolved by expedited arbitration under the AAA rules and procedure. The User and Auto Data Direct, Inc. agree to submit to the personal and exclusive jurisdiction of the courts located within the State of Florida. The failure of Auto Data Direct, Inc. to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOU remain in full force and effect. The User agrees that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the service or the TOU must be filed within three (3) years after such claim or cause of action arose or be forever barred.
User shall be responsible to pay all applicable sales and use taxes, if any.