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This User Agreement ("Agreement") governs the use of the DealerGenius.com online service
("DealerGenius.com" or "Service Provider"), including participation in its inventory
listing, sales training, vendor directory, newsgroups, message boards and use of ancillary
web sites (see http://www.dealergenius.com for
current listing) Your use of DealerGenius.com will constitute your agreement to be
bound by the provisions of this Agreement and you acknowledge to having read and understood
its terms.
If you cannot agree with the provisions of this Agreement, do not use DealerGenius.com.
This Agreement may be modified by DealerGenius.com from time to time; notice of revisions
to this Agreement will be announced on this page. Continued access of DealerGenius.com
by you will constitute your acceptance of any changes or revisions to this Agreement.
1. COMMERCIAL SITE
DealerGenius.com is a business site and is intended for commercial use only. You represent
and agree that your use of DealerGenius.com is for commercial purposes and does not
constitute a consumer transaction.
DealerGenius.com is an entity fully owned and operated by X7 Technologies Corporation.
Billing materials received by Site Users referencing the name X7 Technologies Corporation
or the like are just and viable bills for service, and will be paid as such.
All credit card transactions will be done under the X7 Technologies Corporation name.
2. CONTENT ACCURACY
Service Provider makes no representation or warranty as to the accuracy or timeliness
of the information provided by the Service and its Members. You acknowledge that you
are using the Service at your own risk. You agree that all information provided by
the Service is subject to verification by you. Always exercise safe and proper business
practices when buying or selling New and Used Vehicle Car inventory with other Dealers.
DealerGenius.com is not responsible for any liability that may arise from misrepresentations,
inaccuracies or funding issues involving the potential sale or transfer of inventory.
Buyers must perform the necessary due diligence before completing any vehicle transaction.
You acknowledge that the Service Provider has not reviewed the content of all sites
linked to or from DealerGenius.com and is not responsible for the content or actions
of any other sites linked to or from DealerGenius.com and does not endorse them. Your
linking to any other service or site from DealerGenius.com is at your sole risk.
You agree that the Service Provider is not responsible, and shall have no liability
to you, with respect to any information or materials posted by others, including defamatory,
offensive or illicit material.
3. DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY
THE SERVICE PROVIDER AND ITS AFFILIATES HEREBY EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES,
EXPRESS AND IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF ACCURACY, RELIABILITY,
TITLE, MERCHANTABILITY, NON INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. SERVICE
PROVIDER AND ITS AFFILIATES DO NOT REPRESENT OR WARRANT THAT ACCESS TO THE SERVICE
WILL BE UNINTERRUPTED OR THAT THERE WILL BE NO FAILURES, ERRORS OR OMISSIONS OR LOSS
OF TRANSMITTED INFORMATION, OR THAT NO VIRUSES WILL BE TRANSMITTED ON THE SERVICE.
THE SERVICE PROVIDER AND ITS AFFILIATES SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTIES
FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ALLEGEDLY SUSTAINED
ARISING OUT OF YOUR ACCESS TO OR INABILITY TO ACCESS THE SERVICE, INCLUDING FOR VIRUSES
ALLEGED TO HAVE BEEN OBTAINED FROM THE SERVICE, YOUR USE OF OR RELIANCE ON THE SERVICE
OR ANY OF THE INFORMATION OR MATERIALS AVAILABLE ON THE SERVICE, REGARDLESS OF THE
TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES.
4. USE OF SERVICE
You agree to use DealerGenius.com ONLY if you have read, understood and agree to all
the terms of this User Agreement.
DealerGenius.com assumes no responsibility in part or whole for any misunderstanding,
trading loss, operational loss, information loss, loss of reputation or goodwill between
‘Buyer’ and ‘Seller’ of inventory.
DealerGenius.com assumes no responsibility in part or whole for any misunderstanding,
trading loss, operational loss, information loss, loss of reputation or goodwill between
‘Job Poster’ and ‘Resume Poster’ of employers or employees.
You agree to pay DealerGenius.com all sign-up/service fees and/or commissions payable
within the site. You agree failure to pay will result in account cancellation
and removal, and that the full extent of the law will be used to ensure commissions
and fees are paid with interest for the period of non-payment. The costs and payment
terms for your account are located on your Billing
Preferences Page. Unless otherwise stated, monthly account fees are $399.99/month, payable at the start of each month.
Unless specifically stated in written communication with a DealerGenius.com agent, free trial accounts will automatically convert to paid, paper invoiced accounts if not cancelled prior to the end of the trial period. Any trial account may be terminated at any time, for any reason. Unless specifically stated in written communication with a DealerGenius.com agent, all accounts granted a temporary discount will convert to a regularly priced account at the end of the discount period.
For commission-based agreements, you agree that fees are payable if you have gained
inventory orders and/or business (i.e. Buyer paying for the Sellers inventory offered)
via the DealerGenius.com service, whether this is via the internet, telephone, pager,
wireless communications, facsimile, mail, electronic mail or via verbal agreement
outside of DealerGenius.com (as a result of Buyer and Seller meeting within the site).
IF BUYER AND SELLER AGREE TO TRANSACT OUTSIDE OF THE DEALERGENIUS.COM SITE (even without
‘buying’ inventory on the dealergenius.com website) – THE SELLER (BIDDER) WILL PAY
COMMISSIONS AND/OR FEES OWED TO DEALERGENIUS.COM.
Costs and terms of service are set at the sole discretion of DealerGenius.com, and
can be changed at any time. Any changes will be communicated to affected Members,
and will not take effect until the start of the following calendar (service) month.
All accounts constitute a month-to-month agreement. Either party may terminate
service at any time by providing written notification to the other party during the
first 25 days of any calendar month. Service will terminate at the start of
the following month. All past-due amount must be paid prior to account termination.
Termination notices sent after the first 25 days of any month will result in account
closure after the following calendar (service) month. In this circumstance,
Members will be responsible for payment on their agreement for the final month of
service. Services cancelled during the course of a month of service are not
subject to a prorated refund.
You agree not to provide to or to place on DealerGenius.com any material of any type
or nature that is offensive, encrypted, junk mail, unauthorized advertising or is
unlawful, including but not limited to such material that is defamatory, abusive,
harassing, invasion of privacy or obscene. You agree to use DealerGenius.com only
for lawful purposes and you acknowledge that your failure to do so may subject you
to civil and criminal liability.
You have the sole responsibility to ensure that any material of any type or nature
that you provide to DealerGenius.com does not violate the copyright, trademark, trade
secret or any other personal or proprietary rights of any third party and is provided
with the written consent of the owner(s) of such rights.
DealerGenius.com contains copyrighted and proprietary information. The material found
on DealerGenius.com is exclusively for your own use. You are authorized to obtain
one (1) copy of materials displayed on the site strictly for your own use on a single
computer, on condition that you keep all copyright and proprietary notices intact.
Without in any way intending to relax the restrictions set forth above, you are not
permitted to modify, create derivative works from, recopy, reproduce, republish, upload,
post, distribute, sell, license, otherwise transfer, or further transmit any of the
information, material, software, products, or services which are on or from the site,
unless you secure our express written consent in advance each time.
Any materials you acquire from the DealerGenius.com site (including without limitation
any software, files, graphics, and text) is under a license to you from Seller of
Inventory. Title to the material and all intellectual property rights therein continue
to be held at all times by Seller of Inventory or other owner. You own only the medium
on which the material is recorded, not the material itself. The license prohibits
you from selling, distributing, or otherwise transferring and from de-compiling, reverse
engineering, disassembling, or otherwise reducing to eye-readable format or code any
software which is included in the material acquired from the site.
Any use of the material not in accordance with the foregoing terms constitutes a violation
of the copyright and other proprietary rights of Service Provider. DealerGenius.com
is a trade name and trade mark/service mark of Service Provider. All rights are reserved.
Other brands, trade names, and product names on the site are trademarks or registered
trademarks of the respective holders thereof.
You agree not to disrupt, modify or interfere with DealerGenius.com or its associated
software, hardware and servers in any way and you will not impede or interfere with
others' use of DealerGenius.com. You further agree not to alter or tamper with any
information or materials on or associated with DealerGenius.com.
You acknowledge that any communications of any type or nature with DealerGenius.com
are not private. You agree that DealerGenius.com has the right without limitation
to use, reproduce, modify and distribute any material you supply or communicate to
DealerGenius.com, (including your identity and information about you) in any medium
(now in existence or hereafter developed) and for any purpose, including commercial
uses, and to authorize others to do so.
DealerGenius.com reserves the right, but undertakes no duty, to review, edit, move,
or delete any material provided for display or placed on DealerGenius.com or its Communication
Vehicles, in its sole discretion, without notice.
5. COMMUNICATION VEHICLES
The views, opinions, information or material of any type or nature contained on or
in DealerGenius.com does not necessarily reflect or represent those of DealerGenius.com
and are instead the responsibility of whoever puts such view, opinions, information
or material on DealerGenius.com.
DealerGenius.com may include Communication Vehicles, including but not limited to,
newsgroups, bulletin boards, chat rooms, or message boards which allow exchange of
information to DealerGenius.com or its users. DealerGenius.com does not control the
messages, information or files delivered to Communication Vehicles. It is a condition
of your use of such Communication Vehicles and DealerGenius.com that you do not :
• Violate the legal rights of others in any manner whatsoever.
• Publish or disseminate in any manner whatsoever any defamatory, infringing,
obscene, indecent or unlawful material or information.
• Upload files that contain material of any type or nature protected by intellectual
property laws (or by rights of privacy) unless you own or control the rights thereto
or have received all necessary consents.
• Upload files that contain viruses, corrupted files, or any other similar software
or programs that may damage the operation of another's computer.
• Falsify or delete proper notices of the origin or source of software or other
material contained in a file that is uploaded.
• Advertise or offer to sell any goods or services, or engage in surveys, contests,
or chain letters
• Download any file that you know, or reasonably should know, cannot be legally
distributed via DealerGenius.com
You acknowledge that the above Communication Vehicles are public and not private communications.
Further, you acknowledge that postings of any type or nature by other users on such
Communication Vehicles are not endorsed by DealerGenius.com, and such postings shall
not be considered reviewed or approved by DealerGenius.com. DealerGenius.com reserves
the right at all times to disclose any information as necessary to satisfy any law,
regulation or governmental request, or to edit, refuse to post or to remove any information
or materials, in whole or in part, that in DealerGenius.com's sole discretion are
objectionable or in violation of the terms, conditions or notices of DealerGenius.com
6. INDEMNIFICATION
You agree to indemnify, defend by counsel acceptable to Service Provider and hold
harmless Service Provider, its subsidiaries, affiliates, successors and assigns and
its respective directors, officers, employees, shareholders, representatives, agents
and members (hereinafter referred to collectively as "Indemnitee") from and against
any expenses or claims which may be imposed upon or incurred by Indemnitee or asserted
against Indemnitee by any other party or parties (including but not limited to governmental
entities) in connection with or arising out of or related to your use of Service,
breach of this agreement or any act or omission by you.
7. REMEDIES
In addition to all other remedies available to Service Provider under any applicable
rule or law, Service Provider shall have the right to terminate your use of the Service
for any reason deemed in the sole and absolute discretion of Service Provider.
8. JURISDICTION
You agree that this Agreement, for all purposes, shall be governed and construed in
accordance with the laws of Pennsylvania applicable to contracts to be wholly performed
therein, and any action based on or alleging a breach of this Agreement must be brought
in a Pennsylvania court. In addition, you agree to subject matter jurisdiction and
to submit to the personal jurisdiction and venue of such courts.
9. ENTIRE AGREEMENT
This Agreement and revisions announced on this page are the complete and entire agreement
between the parties and supersedes any prior agreement, whether written or oral.
10. SEVERABILITY
If any term or provision of this Agreement shall be determined to be unenforceable
for any reason, the remaining terms and provisions shall be unaffected and shall remain
binding on you.
If you don't agree to the terms contained in this Agreement, please exit the Service.
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