Advertiser Agreement
These Terms and Conditions (“Terms”) govern access to and use of Dealer Backstock (“Dealer Backstock,” “we” or “us”) services, including all associated features, websites, user interfaces, and any related content or applications (collectively, the “Services”) by individuals or entities who purchase or use the Services (collectively, “Customers,” “you” or “your”) and your Authorized Users. By using the Services, you accept these Terms, the Website Terms, and the Privacy Policy. The Services are intended for users aged 18 or older.
By agreeing to these Terms, users confirm their understanding and acceptance of the conditions for accessing and using Dealer Backstock’s Services.
Key Sections
Last Modified 6/13/2024
- Updates: Dealer Backstock may revise the Terms and will notify users of significant changes. Continued use of the Services implies acceptance of the updated Terms.
- Authorized Users: Users must designate administrative accounts and ensure all individuals or machine users accessing the Services are authorized. Responsibilities include ensuring compliance with Dealer Backstock’s policies and notifying Dealer Backstock of unauthorized access
- Additional Terms for Services: Specific terms apply for different services like Subscriptions, Support Tiers, Reference Architecture, and Compliance. Users must have a valid Dealer Backstock Subscription to access these services.
- Compensation and Invoicing: Details the fee structure, billing process, late payment charges, and tax responsibilities. Dealer Backstock can modify fees with 60 days’ notice
- Term and Termination: The Terms auto-renew annually. Either party can terminate with 30 days’ notice. Specific conditions for termination for cause or convenience are outlined, including immediate termination for material breaches.
- Intellectual Property Rights: Grants a limited license to users for internal business use. Dealer Backstock retains ownership of all intellectual property and reserves the right to use and license its Services to other customers.
- Third-Party Applications: Users may access third-party applications through Dealer Backstock, governed by the third party’s terms and privacy policies. Dealer Backstock is not liable for third-party applications.
- Confidentiality: Both parties must protect each other’s confidential information with reasonable care. Confidentiality obligations survive for three years post-termination.
- Privacy and Data Security: Compliance with data protection laws is mandatory. Users must ensure necessary consents are obtained for processing personal data. Dealer Backstock implements technical and organizational security measures for data protection.
- Limited Liability: Dealer Backstock’s liability is limited to the fees received in the preceding 12 months. Dealer Backstock is not liable for lost profits or special, incidental, or consequential damages.
- Indemnifications: Users must indemnify Dealer Backstock against claims arising from breaches of the Terms or misuse of Services. Dealer Backstock indemnifies users against claims that the Services infringe third-party intellectual property rights.
- Representations and Warranties: Each party warrants its authority to enter into the Terms and that the Services will be performed according to industry standards. Dealer Backstock disclaims all other warranties.
- Export Control: Users must comply with U.S. export control laws and regulations.
- Independent Contractor: Dealer Backstock and users are independent contractors, not partners or joint venturers.
- Use of Services to Compete: Users agree not to compete with Dealer Backstock by offering similar services. Violation allows Dealer Backstock to terminate the agreement.
- Force Majeure: Neither party is liable for failures due to causes beyond their control, such as natural disasters or government actions
- Notices: Formal notices must be sent via specified methods to the provided addresses.
- Assignment: Neither party may transfer the agreement without written consent, except in cases of mergers or acquisitions.
- Governing Law and Dispute Resolution: Arizona law governs the Terms, with disputes resolved in Maricopa County courts. A dispute resolution process involving senior executives is required before court action.
- Miscellaneous: These Terms constitute the entire agreement, and any invalid provisions do not affect the remaining terms. Modifications must be in writing.
