Welcome to Accu-Trade! This Web site (www.Accu-Trade.ca) or application, as applicable and as the context requires (individually and collectively, this “Site”) is provided by Accu-Trade, LLC and its affiliates (collectively “Accu-Trade,” “we” or “us”). Your use of this Site is governed by and subject to these terms and conditions of use (this “Agreement”). Please read this Agreement carefully and thoroughly. By accessing and using this Site, you agree that you have read and understand this Agreement, and that you accept and agree to be bound by the terms and conditions set forth in this Agreement. If you do not agree to the terms and conditions of this Agreement, please do not continue to access and use this Site.
Changes to Terms
This Agreement may be updated by Accu-Trade from time to time, and may be amended to incorporate additional terms specific to certain additional Accu-Trade products or services, which you choose to purchase or license. All such updates and changes are effective immediately upon notice thereof, which we may give by any means, including, but not limited to, posting a revised version of this Agreement or other notice on this Site. You should view this Agreement often to stay informed of changes that may affect you, as your continued use of this Site signifies your continuing consent to be bound by the terms of this Agreement. We expressly reserve the right to make any changes to this Agreement, or to the Site and its contents, at any time without prior notice to you.
Access, Registration and Use
In this Agreement, “you” refers to an individual or Dealer accessing this Site, regardless of any particular Accu-Trade products or services purchased or licensed. To the extent applicable, “you” also includes the corporation or other legal entity (your “Company” or “Dealer”), if any, on whose behalf you are accessing this Site. Though registration is not required to access and use certain features and materials that we make available on the Site, you must register with Accu-Trade as a subscriber in order to take advantage of the features and benefits of Accu-Trade’s Product Offerings, Appraiser and Instant Offer, the vehicle valuation and pricing tool (as described below). You agree that all information that you provide to Accu-Trade in connection with your access to and use of the Site, including, but not limited to, all information that you may provide in the Accu-Trade Appraiser and Instant Offer subscriber registration process, is true, accurate and complete, and that you will maintain and routinely update such information to keep it true, accurate and complete at all times. We reserve the right to terminate this Agreement and to refuse, restrict or discontinue service or access to the Site, or any portion or features of this Site, to you or any other person or entity, for any reason or for no reason whatsoever, at any time, and without notice or liability, including, but not limited to, termination of your use of the Site and your Accu-Trade Appraiser and or Instant Offer Product Licenses (as described below), in the event that any information provided by you in the basic registration or Accu-Trade Appraiser / Instant Offer subscriber registration process is, at such time or at any time thereafter, untrue, inaccurate or incomplete or if you otherwise fail to comply with the terms and conditions of this Agreement or any license, purchase order or other agreement that you have with us.
Accu-Trade takes commercially reasonable measures to secure and protect information transmitted to and from the Site, however we cannot and do not guarantee that any such communications or any electronic commerce conducted on or through the Site is or will be totally secure. You are responsible for maintaining the confidentiality of your personally identifying information and of any login or ID (your “User ID”) and any password that may be assigned to you by Accu-Trade, and you are fully responsible for all access and any activity that occurs through use of your User ID or password. You agree to immediately notify Accu-Trade of any unauthorized use of your User ID or password or any other breach of Site security of which you become aware. Accu-Trade cannot and will not be liable for any loss or damage arising from any unauthorized access or use of your personally identifying information, your User ID or password.
Accu-Trade respects the intellectual property rights of others and expects you to do the same. Accu-Trade has expended substantial time, effort and funds to create the Site and to create, collect and provide the materials, products and services that are available through the Site. You understand and agree that Accu-Trade owns (or where required, appropriate or applicable, has been licensed by third parties to use) all right, title and interest in and to the Site and the products and services made available on or through the Site, and all information, text, data, databases, graphics, images, sound recordings, audio and visual clips, logos, software, and other content contained therein, and the collection, design, selection and arrangement thereof (collectively, the “Content”). You acknowledge that the Content contains valuable proprietary information that is protected by applicable intellectual property and other proprietary rights and laws of the United States, Canada and other countries, and that you acquire no ownership interest by accessing and using the Site and the Content. Such intellectual property and proprietary rights include, but are not limited to, various patents, copyrights, trademarks and service marks, registered trademarks and service marks, trade dress protection, trade secrets, know-how, and related goodwill, and all such rights are and shall remain the property of Accu-Trade and, if applicable, its licensors.
Use of Content
Subject to the more narrow limited license granted below with respect to the Accu-Trade Appraiser and Instant Offer Products, Accu-Trade grants you a limited license to access and make use of this Site and the Content for legitimate purposes. Unless otherwise permitted by Accu-Trade, any alteration, modification, reproduction, redistribution, retransmission, redisplay or other use of any Content in any other manner or for any other purpose constitutes an infringement of Accu-Trade’s intellectual property and other proprietary rights. You may not reproduce, perform, create derivative works from, republish, upload, post, retransmit, or redistribute in any way whatsoever any Content from this Site, or any other Web site owned or operated by Accu-Trade, without the prior written permission of Accu-Trade. Use of the Content or any portion thereof on any other Web site is expressly prohibited without prior written permission from Accu-Trade. You shall not remove or modify any copyright notice or trademark legend, author attribution or other notice placed on or contained within the Content.
Galves Accu-Trade Appraiser and Instant Offer Products
- Product Description. Accu-Trade owns or (where required, appropriate or applicable) has been licensed by third parties to use, all right, title and interest in and to the Accu-Trade Appraiser and Instant Offer Products software (collectively, with the associated documentation and other materials, “Appraiser or Instant Offer”). Appraiser is a vehicle valuation and pricing tool for use by validly licensed automobile dealers (“Dealers”); and Instant Offer is a vehicle valuation tool for use by consumers who desire to trade-in their vehicles as part of a new car buying transaction, and is accessed by consumers through a dealership trade-in widget. Subject to any extenuating circumstances beyond the control of Accu-Trade, the Instant Offer vehicle valuation shall be valid for 72 hours from the date of issuance. The vehicle valuation which Appraiser and Instant Offer produces is conditioned upon the vehicle having a valid VIN, and the accuracy of the state of the vehicle’s condition and type of prior usage, personal or commercial. Exceptional circumstances and causes may have an adverse effect upon the vehicle valuation process, including but not limited to: water, flood, hail and fire damage; mechanical or electrical system damage; structural damage to the vehicle’s frame or unibody; odometer damage or tampering; and emission equipment malfunction. The Appraiser and Instant Offer Products may not produce valuations for vehicles having issues involving the foregoing, or, from, time-to-time, for certain categories of vehicles, by make, model and year, at the election and in the sole discretion of Accu-Trade. Without limiting the generality of the “Disclaimer” section below, you acknowledge and agree that neither Accu-Trade nor its business partners make any representation or warranty that any price generated by the Appraiser or Instant Offer Products for a particular vehicle will be accurate, current, complete or otherwise comparable with prices offered in the marketplace for the same or similar vehicle.
- License. Upon Dealer’s purchase of a subscription to Appraiser and or Instant Offer and Dealer’s continuous compliance with its terms and conditions including the license fee payment terms, and the terms and conditions of this Agreement, Accu-Trade grants to Dealer a revocable, limited, non-exclusive, non-transferrable license to use the Appraiser and or Instant Offer Product for legitimate and lawful purposes directly related to Dealer’s business. As and between you and Accu-Trade, Appraiser and Instant Offer constitute Accu-Trade’s valuable proprietary information that is protected by applicable intellectual property and other proprietary rights recognized by the laws and international treaties of the United States, Canada and other countries. As a subscriber to Appraiser and or Instant Offer, you agree not to modify, decompile, disassemble, reverse engineer, decode or access the code, or create derivative works from the Appraiser or Instant Offer vehicle valuation software product. You further agree to grant Accu-Trade a royalty-free, perpetual, irrevocable, non-exclusive right and license to use the information and data which is used in, and results from, your use of the Appraiser Product and your consumer’s use of the Instant Offer Product, including but not limited to your, and your consumer’s, vehicle buying and selling preferences, tendencies and demographics. The current license fee for the Appraiser and Instant Offer Products is noted in Section 3 below.
- License and Subscription Fees. The current license fee for the Appraiser Product is $199.00 per month, and for the Instant Offer Product is $399.00 per month. You authorize the foregoing license and subscription fee to be automatically charged to the credit card which you have on file with Accu-Trade, on a recurring basis, on the monthly anniversary of your initial registration to access and use Appraiser and or Instant Offer. Such license and subscription fees are subject to change at any time, and any changes in fees will be effective on the next scheduled monthly billing date. You and/or your Company may terminate your subscription to Appraiser or Instant Offer upon notice; such termination notice must be provided to the designated email at firstname.lastname@example.org or customer service line at 1-506-859-6190 at least five (5) business days in advance of the next scheduled monthly billing date to be considered effective for that month. Dealer’s subscription to Appraiser and or Instant Offer may be suspended or terminated at any time without notice if Dealer fails to timely pay the license and subscription fees. Your payment obligations under this Agreement are non-cancelable and fees paid are non-refundable.
Accu-Trade has registered a designated agent with the United States Copyright Office pursuant to the Digital Millennium Copyright Act (17 U.S.C. § 512(c)) and if you believe that your copyrighted material is being used on this Site without required permission, please notify Accu-Trade’s designated agent at: 1373 Lancaster Road, Manheim, Pa 17545, Attn: James Sibel, Copyright Agent.
Compliance with Law
You access and use the Site and the materials, products and services available on or through the Site or Accu-Trade at your own initiative and risk. In connection with your access to and use of the Site, you are responsible for compliance with all applicable laws, regulations and policies of all relevant jurisdictions. You agree to comply with all applicable local rules regarding online acceptable conduct and acceptable content.
For your convenience, certain hyperlinks may be provided on the Site which link to other Web sites that are not under the control of Accu-Trade. Accu-Trade does not sponsor or endorse such Web sites and is not responsible for the accuracy, content or any aspect thereof. Accu-Trade disclaims all liability for such Web sites, and for any use of the links to such Web sites or use of such Web sites themselves. Accu-Trade also disclaims all liability and makes no representations or warranties for any products or services made available, sold or provided to you by any third party. Your use of other Web sites, and the offer or purchase of products or services on or through such other Web sites, is subject to the terms and conditions thereof. You agree that you will bring no suit or claim against Accu-Trade arising from or based on your use of, or the offer or purchase of products or services on or through, such other Web sites. Links do not imply that Accu-Trade is affiliated or associated with, or is legally authorized to use any trademark, tradename, logo or copyright symbol displayed in connection with or accessible through such links, or that any linked site is authorized to use any trademark, trade name, logo or copyright symbol of Accu-Trade or any of its affiliates.
Although Accu-Trade strives to make this Site and the materials, products and services provided through this Site helpful, reliable and current, you understand that your access to and use of the Site and all materials, products and services available through it and Accu-Trade are at your own initiative and risk. It is your responsibility to take precautions to ensure that any information, materials, software or data that you access, use, download or otherwise obtain on or through the Site and Accu-Trade are: (i) up-to-date, accurate, complete, reliable, and suitable to and appropriate for the purpose for which you, or your Company, may desire to use them; and (ii) free of viruses and other destructive routines. NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT, ALL MATERIALS, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THIS SITE AND THROUGH ACCU-TRADE ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT ANY WARRANTIES OR GUARANTIES WHATSOEVER, WHETHER EXPRESS OR IMPLIED. ACCU-TRADE DISCLAIMS ALL WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT, ACCU-TRADE DOES NOT REPRESENT, WARRANT OR COVENANT THAT THIS SITE AND THE MATERIALS, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THIS SITE AND THROUGH ACCU-TRADE ARE OR WILL BE ACCURATE, CURRENT, COMPLETE, RELIABLE, APPROPRIATE FOR ANY PARTICULAR USE TO WHICH YOU, OR YOUR COMPANY, MAY CHOOSE TO PUT THEM, OR THAT THEY ARE OR WILL BE AVAILABLE ON AN UNINTERRUPTED AND ERROR-FREE BASIS, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE AND THE MATERIALS, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THIS SITE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ACCU-TRADE MAKES NO WARRANTY OR GUARANTY OF THE MATERIALS, PRODUCTS OR SERVICES OF ANY LINKED SITE.
Limitation of Liability
NEITHER ACCU-TRADE, ITS SUBSIDIARIES, BUSINESS PARTNERS AND ASSOCIATES, CONTRACTORS, SUPPLIERS, CO-BRANDERS AND OTHER SIMILAR ENTITIES, NOR THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES AND AGENTS OF ANY OF THE FOREGOING (ALL SUCH INDIVIDUALS AND ENTITIES, INCLUDING ACCU-TRADE, AS LISTED HERETOFORE IN THIS SENTENCE, COLLECTIVELY, THE “ACCU-TRADE ASSOCIATES”), SHALL BE LIABLE TO YOU, YOUR COMPANY, OR ANY THIRD PARTY FOR ANY LOSS, COST, DAMAGE OR OTHER INJURY, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH: (A) YOUR USE, NEGLIGENT USE OR NON-USE, OR YOUR RELIANCE ON OR FAILURE TO RELY ON THE SITE, THE CONTENT, AND THE MATERIALS, PRODUCTS AND SERVICES ACCESSIBLE, ACCESSED OR USED ON OR THROUGH THE SITE OR ACCU-TRADE; (B) ANY DECISIONS MADE OR NOT MADE, OR ACTIONS TAKEN OR NOT TAKEN BY YOU, YOUR COMPANY, OR ANY THIRD PARTY WITH REGARD TO, IN RELIANCE ON, OR AS A RESULT OF, ACCESS AND USE OF THE SITE, THE CONTENT, AND THE MATERIALS, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THE SITE OR ACCU-TRADE; (C) ACCU-TRADE’S PERFORMANCE OF OR FAILURE TO PERFORM ITS OBLIGATIONS UNDER OR IN CONNECTION WITH THIS AGREEMENT, OR (D) YOUR PURCHASE AND USE OF ANY GOODS OR SERVICES PROVIDED BY THIRD PARTIES THROUGH ACCU-TRADE OR ITS WEBSITE, OR BY THIRD-PARTY WEBSITE LINKS TO AND FROM THIS WEBISTE. UNDER NO CIRCUMSTANCES SHALL THE ACCU-TRADE ASSOCIATES BE LIABLE TO YOU, YOUR COMPANY OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, SPECIAL OR SIMILAR DAMAGES OR COSTS (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, LOSS OF GOODWILL, LOSS OR DAMAGE TO PROPERTY, LOSS OF USE, BUSINESS INTERUPTION AND CLAIMS OF THIRD PARTIES) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE USE, NEGLIGENT USE OR NON-USE OF MATERIALS, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THE SITE OR ACCU-TRADE, THE USE, COPYING OR DISPLAY OF THIS SITE OR THE CONTENT, TRANSMISSION OF INFORMATION TO OR FROM THE SITE OVER THE INTERNET, EVEN IF THE APPLICABLE ACCU-TRADE ASSOCIATE WAS ADVISED, KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR COSTS. IN RECOGNITION OF THIS LIMITATION OF LIABILITY, YOU HEREBY WAIVE ANY AND ALL CLAIMS ASSOCIATED WITH YOUR USE OF THE MATERIALS, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THIS SITE, ACCU-TRADE OR ANY THIRD PARTY WEBSITE LINKED TO OR FROM THIS SITE. IN A JURISDICTION THAT DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN DAMAGES, THE LIABILITY OF THE ACCU-TRADE ASSOCIATES SHALL BE LIMITED IN ACCORDANCE WITH THIS AGREEMENT TO THE FULLEST EXTENT PERMITTED BY LAW. WITHOUT LIMITING ANY OF THE FOREGOING, IF ANY OF THE ACCU-TRADE ASSOCIATES ARE FOUND LIABLE TO YOU OR ANY THIRD PARTY AS A RESULT OF ANY CLAIMS OR OTHER MATTERS ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT, THE ACCU-TRADE ASSOCIATES’ COLLECTIVE, AGGREGATE AND MAXIMUM LIABILITY FOR ALL SUCH CLAIMS AND OTHER MATTERS IN ANY CALENDAR YEAR SHALL NOT EXCEED THE HIGHER OF $100.00 OR THE TOTAL LICENSE FEES PAYABLE BY DEALER PURSUANT TO SECTION 3 (OF THE “ACCU-TRADE APPRAISER AND INSTANT OFFER PRODUCTS” PARAGRAH) IN SUCH CALENDAR YEAR, AND YOU SHOULD DISCONTINUE USE OF THE ACCU-TRADE WEBSITE AND THE PRODUCTS AND SERVICES PROVIDED THROUGH THIS WEBSITE.
You agree to indemnify, defend and hold all of the Accu-Trade Associates harmless from and against all claims, demands, suits or other proceedings, and all resulting loss, damage, liability, cost and expense (including reasonable attorneys’ fees), made by any third party due to or arising out of content, data or information you submit, post to or transmit through the Site, your access to and use, negligent use or non-use of the Content, the Site and other materials, products and services available on or through the Site or Accu-Trade, your violation of this Agreement or your violation of any rights of another. We reserve, and you grant to us, the right to participate in or assume exclusive defense and control of any matter subject to indemnification by you. All rights and duties of indemnification set forth herein shall survive termination of this Agreement.
Consent to Electronic Communication
When you visit the Site, or send email to us, you are communicating with us electronically. You consent to receive communications from us electronically and agree that we may communicate with you by phone, email or by posting notices on the Site. To unsubscribe from news, promotions, special offers and other information from Accu-Trade LLC, regarding Accu-Trade LLC, its affiliates and selected partners, email email@example.com and/or select the unsubscribe link on electronic communication.
Governing Law and Jurisdiction
Accu-Trade and you agree that this “Arbitration” section, shall be construed and interpreted under the Federal Arbitration Act of the USA, 9 U.S.C. Section 1, et. Seq. Accu-Trade and you agree that any and all Claims (defined below) shall be submitted to final and binding Arbitration before the American Arbitration Association (“AAA”) in accordance with the AAA Commercial Arbitration Rules (www.adr.org/commercial) (“AAA Rules”). Judgment may be entered on the arbitration award by a court of competent jurisdiction. You and Accu-Trade agree that Claims submitted to arbitration shall be decided in a single arbitration before a single arbitrator who must be on the AAA National Roster of Commercial Arbitrators and selected in accordance with the AAA Rules. The arbitrator shall have the authority to award the same damages and all other relief that a court can award. You acknowledge and agree that you voluntarily and knowingly entered into this Agreement, and chose to use the Site and the services offered by it rather than companies that offer similar services and who may not have an arbitration agreement.
CLASS ACTION WAIVER
ACCU-TRADE AND YOU AGREE THAT ANY DISPUTES, CLAIMS AND/OR CAUSES OF ACTION ARISING OUT OF OR RELATING IN ANY WAY TO THIS AGREEMENT OR YOUR ACCESS TO AND USE OF THE SITE (“CLAIMS”) MAY ONLY BE BROUGHT IN AN INDIVIDUAL CAPACITY AND IN THE NAME OF AN INDIVIDUAL PERSON OR ENTITY AND THAT CLAIMS MUST PROCEED ON AN INDIVIDUAL AND NON-CLASS AND NON-REPRESENTATIVE BASIS. ACCU-TRADE AND YOU AGREE THAT CLAIMS OF TWO OR MORE PERSONS MAY NOT BE JOINED OR CONSOLIDATED IN THE SAME CLAIM UNLESS ARISING FROM THE SAME TRANSACTION. FURTHERMORE, ACCU-TRADE AND YOU AGREE THAT NEITHER YOU NOR ACCU-TRADE MAY PURSUE THE CLAIMS IN ARBITRATION AS A CLASS OR COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE ACTION. CLAIMS MAY NOT BE PURSUED IN ANY COURT OTHER THAN TO ENFORCE THE ARBITRATOR’S AWARD. THE ARBITRATOR SHALL HAVE THE AUTHORITY TO AWARD RELIEF ONLY ON AN INDIVIDUAL AND NON-CLASS AND NON-REPRESENTATIVE BASIS.
International Users and Export Control Laws
The Site can be accessed from countries around the world. Accu-Trade makes no representation that the Site, or the services and products available through it, are appropriate or available for use at other locations outside the United States or Canada, and access to the Site from territories where the Site or any of its services or products are illegal is prohibited. The export and re-export of software products are controlled by the United States Export Administration Regulations, and such software may not be exported or re-exported to certain designated countries, or any country to which the United States embargoes goods. In addition, Accu-Trade software may not be distributed to persons on the Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals.
Questions Regarding Terms of Access