1. USER ACCEPTANCE
The words "use" or "using" in this Agreement means any time an individual (a "User"), directly or indirectly, with or without the aid of a machine or device, does or attempts to access, interact with, use, display, view, print or copy from THE DEALERPICK WEBSITE, transmit, receive or exchange data or communicate with THE DEALERPICK WEBSITE, or in any way utilizes, benefits, takes advantage of or interacts with any function, service or feature of THE DEALERPICK WEBSITE. This Agreement does not cover your rights or responsibilities with respect to third party content or any web sites or links that may direct your browser or your connection to third party web sites or web pages.
There are portions of THE DEALERPICK WEBSITE that we make available to Users in the general public without registering, and you may visit and browse those portions without charge or obligation; provided, however, we reserve the right to make changes, limit or restrict those portions at any time and from time to time in our discretion, without notice to you.
We reserve the right, at any time and from time to time, for any reason in our sole discretion, to change the terms of this Agreement. We will post or display notices of material changes on THE DEALERPICK WEBSITE, and we may also email you about these changes. Once we post them on THE DEALERPICK WEBSITE, these changes become effective immediately, and if you use THE DEALERPICK WEBSITE after they become effective it will signify your agreement to be bound by the changes. You should check back frequently and review the terms and conditions of this Agreement regularly so you are aware of the most current rights and obligations that apply to you and the terms and conditions of your agreement with us. DEALERPICK also reserves the right to change, modify, withdraw, suspend or even permanently discontinue all or any portions of THE DEALERPICK WEBSITE at any time, without any liability or obligation to you, with or without notice.
5. THE DEALERPICK WEBSITE AND HYPERLINKS TO THE WEBSITES OF THIRD PARTIES
6. WEBSITE ACCESS
B. In order to access some features of THE DEALERPICK WEBSITE, you may have to create an account. You may never use another's account without permission. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify DEALERPICK immediately of any breach of security or unauthorized use of your account. Although DEALERPICK will not be liable for your losses caused by any unauthorized use of your account, you may be liable for the losses of DEALERPICK or others due to such unauthorized use.
C. You agree to abide by the "RULES OF CONDUCT" referenced in Section 10 below and not use or launch any automated system, including without limitation, "robots," "spiders," "offline readers," etc., that accesses THE DEALERPICK WEBSITE in a manner that sends more request messages to DEALERPICK servers in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser. Notwithstanding the foregoing, DEALERPICK grants the operators of public search engines permission to use spiders to copy materials from the site for the sole purpose of creating publicly available searchable indices of the materials but not caches or archives of such materials. DEALERPICK reserves the right to revoke these exceptions either generally or in specific cases. Unless provided to you by DEALERPICK, you agree not to collect or harvest any personally identifiable information, including account names, from THE DEALERPICK WEBSITE, nor to use the communication systems provided by THE DEALERPICK WEBSITE for any commercial solicitation purposes (other than through THE DEALERPICK SITE).
7. INTELLECTUAL PROPERTY RIGHTS
The content on THE DEALERPICK WEBSITE, including without limitation, the text, software, scripts, graphics, photos, sounds, products, music, videos, interactive features and the like ("Content") and the trademarks, service marks and logos contained therein ("Marks"), are owned by or licensed to DEALERPICK, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Content on THE DEALERPICK WEBSITE is provided to you AS IS for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. DEALERPICK reserves all rights not expressly granted in and to THE DEALERPICK WEBSITE and the Content. You agree to not engage in the use, copying, or distribution of any of the Content other than expressly permitted herein. If you download or print a copy of the Content for personal use, you must retain all copyright and other proprietary notices contained therein. You agree not to circumvent, disable or otherwise interfere with security related features of THE DEALERPICK WEBSITE or features that prevent or restrict use or copying of any Content or enforce limitations on use of THE DEALERPICK WEBSITE or the Content therein. DEALERPICK may accept or consider unsolicited ideas such as ideas for new products, processes, new advertising campaigns, new promotional activities, marketing plans or new product names ("User Feedback"). Once submitted by you and received by DEALERPICK, all rights in and to such User Feedback shall be deemed to be assigned, transferred and conveyed by you to DEALERPICK and shall become the sole and exclusive property of and shall be credited to DEALERPICK in perpetuity. If you are not agreeable to the assignment, transfer and conveyance of all of your rights, title and interest in the User Feedback from you to DEALERPICK, do not submit any User Feedback to DEALERPICK.
8. REMOVAL OF CONTENT
A. In particular, if you are a copyright owner or an agent thereof and believe that any User Submission or other content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the information listed below in writing (see 17 U.S.C 512(c)(3) for further detail). Note further, pursuant to Title 17, United States Code, Section 512(c)(2), all notifications of claimed copyright infringement on THE DEALERPICK WEBSITE should be sent ONLY to our Designated Agent.
NOTE: The following information is provided solely for notifying the service providers referenced below that your copyrighted material may have been infringed.
DO NOT SEND ANY INQUIRIES UNRELATED TO COPYRIGHT INFRINGEMENT (e.g., REQUESTS FOR TECHNICAL ASSISTANCE OR CUSTOMER SERVICE, REPORTS OR EMAIL ABUSE, etc.) TO THE CONTACT LISTED BELOW. YOU WILL NOT RECEIVE A RESPONSE IF SENT TO THAT CONTACT.
WE CAUTION YOU THAT UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE CONTENT IS INFRINGING, YOU MAY BE SUBJECT TO HEAVY CIVIL PENALTIES. THESE INCLUDE MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS' FEES INCURRED BY DEALERPICK, BY ANY COPYRIGHT OWNER, OR BY ANY COPYRIGHT OWNER'S LICENSEE THAT IS INJURED AS A RESULT OF OUR RELYING UPON YOUR MISREPRESENTATION. YOU MAY ALSO BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY.
Written notification must be submitted to the following Designated Agent:
Service Provider(s): Align Research, LLC d/b/a DealerPick
Name of Agent Designated to Receive Notification of Claimed Infringement: Charles Dapoz
Full Address of Designated Agent to Which Notification Should Be Sent:
P.O Box 3634, Manhattan Beach, California 90266-1633
Telephone Number of Designated Agent: (424) 220-1160
Facsimile Number of Designated Agent: (310) 802-8833
E-mail Address of Designated Agent: copyrightagent@DealerPick.com
Under Title 17, United States Code, Section 512(c) (3) (A), the Notification of Claimed Infringement must include the following:
(1) An electronic or physical signature of the owner or of the person authorized to act on behalf of the owner of the copyright interest;
(2) Identification of the copyrighted work (or works) that you claim has been infringed;
(3) A description of the material that you claim is infringing and the location where the original or an authorized copy of the copyrighted work exists (for example, the URL of the page of the website where it is lawfully posted; the name, edition and pages of a book from which an excerpt was copied, etc.);
(4) A clear description of where the infringing material is located on our website, including as applicable its URL, so that we can locate the material;
(5) Your name, address, telephone number, and email address;
(6) A statement that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
(7) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
For clarity, only DMCA notices should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be directed to DEALERPICK customer service through http://www.dealerpick.com/contact. You acknowledge that if you fail to comply with all of the requirements of this Section 8(D), your DMCA notice may not be valid.
B. DEALERPICK permits you to link to materials on THE DEALERPICK WEBSITE. DEALERPICK reserves the right to discontinue any aspect of THE DEALERPICK WEBSITE at any time.
9. WEB COMMUNITIES, FORUMS AND POSTINGS
THE DEALERPICK WEBSITE may now, or in the future, contain forum services (the "Forums"), web communities, and other message and communication facilities ("Communities") that may provide you and other Users an opportunity to submit, upload, post, display, transmit and/or exchange information, ideas, opinions, information, files, messages, transmissions and Content with other Users and/or with us and these are referred to in this Agreement as a "Post" or "Posting."
DEALERPICK reserves the right at all times, but does not have the obligation, to edit, refuse to post, or to remove any Posting, in whole or part, that DEALERPICK deems inappropriate for inclusion in the Communities, for any reason or for no reason. Communities are public and not private, and you should assume your Postings may be read by others, with or without your knowledge or permission. Although a particular Community may have a policy of limited membership or access, DEALERPICK shall have no liability if unauthorized persons nevertheless obtain access to the Community. Your use of the Communities is at your own risk and you should not disclose or make available your personal information in any Posting or in any Community.
You use the Communities solely at your own risk, and DEALERPICK neither endorses nor controls User Postings available, delivered or displayed in the Communities, and DEALERPICK assumes no duty to monitor or endorse Postings within the Communities, nor does DEALERPICK represent or guarantee the truthfulness, accuracy or reliability thereof or that any Posting complies with the terms or conditions of this Agreement, and you should never rely upon any Posting as being true, accurate or reliable.
You understand, acknowledge and agree that Postings originating from any User ID are the sole responsibility of the individual associated with that User ID. This means that you, and not THE DEALERPICK WEBSITE, are entirely responsible for the consequences of all your Postings on the Communities or otherwise on THE DEALERPICK WEBSITE. Postings do not reflect the views of DEALERPICK or any Affiliate. In no event shall DEALERPICK or any Affiliate have or be construed to have any responsibility or liability for or in connection with any Posting whatsoever; provided, however, if we determine, in our sole discretion and judgment, that any Posting does or may violate any of the terms of this Agreement, we reserve the right, at any time and without limiting any and all other rights we may have under this Agreement, at law or in equity, to: (a) refuse to allow you to Post; (b) remove and delete Postings; (c) revoke your right to use the Communities and THE DEALERPICK WEBSITE; and/or (d) use any technological, legal, operational or other means available to us to enforce the provisions of this Agreement, including, without limitation, blocking specific IP addresses or deactivating your account on THE DEALERPICK WEBSITE and/or the Communities.
If a Posting originates from you or your User ID, you hereby agree that:
(a) you are placing the Posting in the public domain without reservation of any rights or further control over the Posting or its use and you specifically authorize THE DEALERPICK WEBSITE and Affiliates to use such Posting in whole or in part, throughout the universe, and you are automatically granting DEALERPICK and Affiliates a royalty-free, perpetual, irrevocable, unrestricted, unconditional, non-exclusive license to use, reproduce, modify, publish, edit, adapt, create derivative works from, translate, distribute, perform, display and otherwise exploit such Posting and all elements thereof alone or as part of other works in any form, media, or technology, whether now known or hereafter developed or discovered, and to license and sub-license such rights through multiple tiers of sub-licenses, all without any notification or obligation to you, of compensation, attribution or otherwise;
(b) you represent and warrant that (i) the Posting is original to you or fully cleared for use as contemplated herein, (ii) the Posting does and will not, in any way, violate or breach any of the terms of this Agreement, (iii) the Posting does not contain libelous, tortuous, political or otherwise unlawful information, infringe or violate any copyright or other right, or contain any matter the publication or sale of which will violate any law, regulation or other governmental requirement or restriction, (iv) the Posting is not obscene or in any other manner unlawful, (v) the Posting shall not be damaging or injurious to DEALERPICK, any Affiliates or any User, and (vi) we shall not be required to pay or incur any sums to any person or entity as a result of our use or exploitation of the Posting;
(c) if your Posting incorporates the name, logo, brand, service or trademark, voice, likeness or image of any person, firm or enterprise, you specifically represent and warrant that you have the right to place such Posting in the public domain and grant DEALERPICK and Affiliates the right to use such Posting as described above; and
(d) we have the right to delete, re-format and/or change your Posting in any manner that we may determine (although you will not be responsible for any such changes made).
The amount of storage space on THE DEALERPICK WEBSITE per User is limited, and some Postings may not be processed due to space constraints or outbound message limitations. You understand, acknowledge and agree we assume no responsibility for deletion of Postings or any failure to store, receive or deliver Postings in a timely manner or at all or as to any other matter relating to Postings. Posting is for noncommercial purposes only, and you may not Post in any manner that does or is intended to promote or generate revenue for any business enterprise or commercial activity.
From time to time, you may communicate with, receive communications from, be re-directed to, interact with, or participate in or use the services or obtain goods and services of or from third parties such as our advertisers, sponsors, or promotional partners ("Advertisers") as a result of or in connection with your use of THE DEALERPICK WEBSITE. All such communication, interaction and participation is strictly and solely between you and the Advertiser involved, and we shall not be responsible or liable to you in any way in connection with these activities or transactions (including, without limitation, any representations, warranties, covenants, contracts or other terms or conditions that may exist between you and the Advertiser or any goods or services you may purchase or obtain from any Advertiser).
10. RULES OF CONDUCT
Your use of THE DEALERPICK WEBSITE is subject to all applicable local, state, national laws and regulations and, in some cases, international treaties. You are solely responsible for all activities, acts and omissions that occur in, from, through or under your User ID or as a result of your use of the DEALERPICK website. You shall not use, allow, or enable others to use THE DEALERPICK WEBSITE, or knowingly condone use of THE DEALERPICK WEBSITE by others, in any manner that is, attempts to, or is likely to:
be libelous, defamatory, indecent, vulgar or obscene, pornographic, sexually explicit, racially, culturally, or ethnically offensive, harmful, harassing, intimidating, threatening, hateful, objectionable, discriminatory, or abusive, or which may or may appear to impersonate anyone else or which expounds political thoughts or commentary;
affect us adversely or reflect negatively on us, THE DEALERPICK WEBSITE, our goodwill, name or reputation or cause duress, distress or discomfort to us or anyone else, or discourage any person, firm or enterprise from using all or any portion, features or functions of THE DEALERPICK WEBSITE, or from advertising, linking or becoming a supplier to us in connection with THE DEALERPICK WEBSITE;
send or result in the transmission of junk email, chain letters, duplicative or unsolicited messages, or so-called "spamming" and "phishing";
be used for commercial or business purposes (other than the specifically intended purposes of THE DEALERPICK WEBSITE), without the prior written consent of DEALERPICK, including, without limitation, advertising, marketing or offering goods or services, whether or not for financial or any other form of compensation or through linking with any other website or web pages;
transmit, distribute or upload programs or material that contain malicious code, such as viruses, time bombs, cancel-bots, worms, Trojan horses, spyware, or other potentially harmful programs or other material or information;
forge any TCP/IP packet header or part of the header information in any email or newsgroup posting for any reason;
violate any law, regulation (including, without limitation, law regarding the transmission of technical data or software exported from the United States), judicial or governmental order, any treaty or violate or infringe upon any intellectual property right, right of publicity or privacy, or any other right of ours or of any other person, firm or enterprise;
gain unauthorized access to THE DEALERPICK WEBSITE, other Users' accounts, names, User IDs, personally identifiable information or other computers, websites or pages, connected or linked to THE DEALERPICK WEBSITE or to use THE DEALERPICK WEBSITE in any manner which violates or is inconsistent with the terms and conditions of this Agreement;
modify, disrupt, impair, alter or interfere with the use, features, functions, operation or maintenance of THE DEALERPICK WEBSITE or the rights or use and enjoyment of THE DEALERPICK WEBSITE by any other person, firm or enterprise; or
collect, obtain, compile, gather, transmit, reproduce, delete, revise, view or display any material or information, whether personally identifiable or not, posted by or concerning any other person, firm or enterprise, in connection with their or your use of THE DEALERPICK WEBSITE, unless you have obtained the express, prior permission of such other person, firm or enterprise to do so.
11. TERMINATION OF YOUR ACCOUNT
You may terminate your account and User ID, if any, at any time and for any reason, by sending an email to customerservice@DealerPick.com with your Username, password, and email address and requesting termination of your account. We may terminate your use of and account on THE DEALERPICK WEBSITE, at any time and for any reason, with or without cause, without prior notice to you and without any liability or further obligation of any kind whatsoever to you or any other party.
12. WARRANTY DISCLAIMER
YOU AGREE THAT YOUR USE OF THE DEALERPICK WEBSITE AND THE SERVICES OFFERED ON THE WEBSITE SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, DEALERPICK, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE DEALERPICK WEBSITE AND YOUR USE THEREOF. DEALERPICK MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF DEALERPICK WEBSITE'S CONTENT OR SERVICES OR THE CONTENT OF ANY SITES LINKED TO THE DEALERPICK WEBSITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERROR, MISTAKE, OR INACCURACY OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE DEALERPICK WEBSITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE DEALERPICK WEBSITE, (IV) ANY BUG, VIRUS, TROJAN HORSE, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE DEALERPICK WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERROR OR OMISSION IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE DEALERPICK WEBSITE. DEALERPICK DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE DEALERPICK WEBSITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND DEALERPICK WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
13. LIMITATION OF LIABILITY
IN NO EVENT SHALL DEALERPICK, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR OTHER PERSONS CONSTITUTING A RELEASED PARTY, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGE WHATSOEVER RESULTING FROM ANY (I) ERROR, MISTAKE, OR INACCURACY OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (IV) ANY BUG, VIRUS, TROJAN HORSE, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERROR OR OMISSION IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE DEALERPICK WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
YOU SPECIFICALLY ACKNOWLEDGE THAT DEALERPICK SHALL NOT BE LIABLE FOR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY USER OR THIRD PARTY, OR ANY OFFENSIVE MATERIAL OR OFFENSIVE CONDUCT OF ANY USER OR THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
THE DEALERPICK WEBSITE is controlled and offered by DEALERPICK from its facilities in the United States of America. DEALERPICK makes no representations that THE DEALERPICK WEBSITE or its products and services are appropriate or available for use in other locations. Those who access or use THE DEALERPICK WEBSITE from other jurisdictions do so at their own volition and are responsible for compliance with local law.
14. LINKING TO THE SITE
Unless a user has a written agreement in effect with DEALERPICK that states otherwise, Users may only provide a hyperlink to DEALERPICK's Website on another website if the User complies with all of the following: (a) the link must be a text-only link clearly marked either (i) "dealerpick.com" or "www.dealerpick.com" or (ii) "dealerpick.com" or "www.dealerpick.com" or ; (b) the link must "point" to the URL "http://www.dealerpick.com" or to other pages within this website; (c) the link, when activated by a User, must display THE DEALERPICK Website full-screen and not within a frame on the linking website; and (d) the appearance, position and other aspects of the link must not be such as to damage or dilute the goodwill associated with DEALERPICK and trademarks or create the false appearance that DEALERPICK is associated with or a sponsor of the linking website. DEALERPICK reserves the right to revoke its consent to any link at any time in its sole discretion.
Effective Date: December 27, 2010