CAR-PART CORE PRICING TERMS OF USE
THE FOLLOWING ARE THE TERMS AND CONDITIONS UPON WHICH CAR-PART.COM OFFERS TO ALLOW YOU TO USE ITS CORE PRICING SERVICE. BY USING CAR-PART.COM's CORE PRICING SERVICE, YOU AGREE TO THESE TERMS AND CONDITIONS.
These are the terms and conditions that apply when you use the Car-Part Core Pricing Service in any manner. We have the right to amend these terms and conditions at any time (and the amended terms and conditions will be effective immediately after being posted in the manner described in Section 17 below, or immediately after you are otherwise provided reasonable notice of the amendment as contemplated in Section 17 below). Please see Section 17 below for more information regarding our ability to amend these Car-Part Core Pricing Terms of Use. As used herein: (a) "we," "us" and "our" refer to Car-Part.com; and (b) "you" refers to the user of our core pricing service.
1. Permitted Users of Our Core Pricing Service. Only legal entities and individuals that are auto recyclers attempting to identify desired cores off of one of their vehicles (and/or attempting to determine the prices that core buyers using our Coremate service are willing to pay for such cores) are permitted to use our core pricing service. Furthermore: (i) only legal entities and individuals who can form legally binding contracts under applicable law are permitted to use our core pricing service; and (ii) individuals desiring to use our core pricing service must be at least 18 years old.
2. Other Applicable Terms; Separate Agreements Govern Use of Other Car-Part.com Products and/or Services. These Car-Part Core Pricing Terms of Use apply to all users of our core pricing service. Other terms and conditions applicable to your use of our core pricing service ("Other Applicable Terms") may be: (i) set forth in separate written agreements between you and Car-Part.com; (ii) set forth in click-through agreements displayed in connection with your installation of any software used to provide the core pricing service or any update thereto; or (iii) communicated to you in any other manner determined by Car-Part.com so long as Car-Part.com provides you with reasonable notice of such additional terms and conditions. Any and all such Other Applicable Terms relating to your use of our core pricing service are in addition to, and not in lieu of, the terms and conditions set forth herein. Furthermore, your use of other products and/or services of Car-Part.com shall be subject to (1) any agreements between you and Car-Part.com relating to the use of such products and/or services, and (2) any other terms and conditions applicable to such products and/or services.
3. Right to Change Fees for Use of Our Core Pricing Service. We reserve the right to change the fees charged in connection with your use of our core pricing service at any time upon not less than 30 days' prior notice to you.
4. All Transactions are Solely between Core Seller and Core Buyer. Certain or our products and services (including, without limitation, our core pricing service) allow core sellers and core buyers to communicate certain information to each other regarding potential core purchases. We are not involved in the actual transaction between core buyers and core sellers. As a result, WE HAVE NO CONTROL OVER THE QUALITY, SAFETY OR LEGALITY OF THE ITEMS ADVERTISED, THE TRUTH OR ACCURACY OF THE LISTINGS, THE ABILITY OF CORE SELLERS TO SELL ANY SUCH PARTS, THE WILLINGNESS OR ABILITY OF CORE BUYERS TO BUY ANY SUCH PARTS, OR THE PRICE THAT CORE BUYERS ARE WILLING TO PAY FOR ANY SUCH PARTS. YOU AGREE THAT ALL PURCHASE AGREEMENTS ARE DIRECTLY BETWEEN YOU (AS EITHER CORE SELLER OR CORE BUYER) AND THE OTHER PARTY TO THE TRANSACTION (EITHER THE CORE BUYER OR THE CORE SELLER, AS APPLICABLE). WE MAKE NO WARRANTY, AND HAVE NO LIABILITY WHATSOEVER, WITH RESPECT TO THOSE AGREEMENTS. We cannot ensure that a core buyer or a core seller will actually complete a transaction. Core buyers should look solely to the core seller for any refunds, credits or adjustments to a transaction. Core sellers should look solely to the core buyer with respect to payment for any cores submitted to such core buyer by a core seller WE ASSUME NO RESPONSIBILITY, AND OFFER NO WARRANTY WHATSOEVER, REGARDING (1) YOUR USE OF OUR CORE PRICING SERVICE, (2) YOUR USE OF ANY INFORMATION OBTAINED AS A RESULT OF USING OUR CORE PRICING SERVICE, (3) YOUR TRANSACTIONS WITH ANY CORE BUYER(S) OR CORE SELLER(S), (4) ANY PARTS THAT YOU PURCHASE FROM A CORE SELLER, (5) PAYMENT FOR ANY PART THAT YOU SELL TO ANY CORE BUYER (EITHER THE MAKING OF ANY PAYMENT WHATSOEVER OR THE AMOUNT OF ANY SUCH PAYMENT), OR (6) ANY INFORMATION PROVIDED TO ANY CORE BUYER OR CORE SELLER BY ANY OTHER CORE BUYER OR CORE SELLER (INCLUDING, WITHOUT LIMITATION, THE AMOUNT THAT A CORE BUYER IS WILLING TO PAY FOR ANY PART, CREDIT CARD INFORMATION OR ANY OTHER PERSONAL OR CONFIDENTIAL INFORMATION).
5. Information Sent by Users. You acknowledge, understand and agree that all information, data, text, and/or other materials that you provide in connection with the use of our core pricing service are the sole responsibility of person from whom such information, data, text, and/or other materials originated. This means that you are solely responsible for all information, data, text, and/or other materials that you post or send using our core pricing service. We do not control any of the information, data, text, and/or other materials posted or sent using our core pricing service and, as a result, we do not guarantee the accuracy, integrity or quality of any such information, data, text, and/or other materials. You acknowledge, and understand that you may be exposed to information, data, text, and/or other materials that are offensive, indecent or objectionable when using our core pricing service. Under no circumstances will we be liable in any way for any information, data, text, and/or other materials sent on our core pricing service (including, without limitation, (1) any errors or omissions in any such information, data, text, and/or other materials, or (2) any loss or damage of any kind incurred by any person as a result of the using any of the information, data, text, and/or other materials sent on our core pricing service).
You agree that any information that you send to others when using core pricing service will be true, correct, and complete and will comply with all applicable laws. By way of example, and not of limitation, you shall not send to others anything that (a) is fraudulent, (b) infringes any third party's contractual or intellectual property rights (including, without limitation, their copyright, patent, trademark or trade secret rights), (c) is defamatory, libelous or threatening or harassing, (d) is obscene, or (e) contains any viruses or other computer code that is intended to damage or disrupt any system or that intercepts or expropriates any data or information. Furthermore, you may not use our core pricing service to send unsolicited bulk communications.
You acknowledge, understand and agree that we may or may not pre-screen some or all of the information, data, text, and/or other materials sent on our core pricing service. You also acknowledge, understand and agree that we shall have the right (but not the obligation) in our sole discretion to pre-screen, refuse, or remove any of the information, data, text, and/or other materials sent on our core pricing service. By way of example and not of limitation, we shall have the right to remove any of the information, text, and/or other materials sent on our core pricing service that violate these Car-Part Core Pricing Terms of Use or are otherwise objectionable. Notwithstanding the foregoing, we shall not be responsible or liable for any failure or delay in removing any information, data, text, and/or other materials.
You further acknowledge, understand, and agree that we may access, preserve and disclose your account information and information, data, text, and/or other materials sent or provided in connection with the use of our core pricing service if we are required to do so by law, or if we believe that such access, preservation, or disclosure is reasonably necessary to: (i) provide or enhance our core pricing service (including, without limitation, storing the information, data, text, and/or other materials necessary to allow users to access and search their core pricing history); (ii) comply with legal process; (iii) enforce these Car-Part Core Pricing Terms of Use; (iv) respond to claims that any of the information, data, text, and/or other materials sent or provided in connection with the use of our core pricing service violates the rights of third parties; (v) respond to your requests for customer service or support; or (vi) protect the rights, property or personal safety of Car-Part.com, its customers (including, without limitation, other users of our core pricing service) or any other person.
6. Software; Intellectual Property Rights; No Copying or Sublicensing Allowed. You will access and/or use certain Car-Part software in connection with your use of our core pricing service. We have the right to designate the software that you shall use to access and use our core pricing service and we may prohibit the use of outdated software (including, without limitation, prior versions of such software released by us) to access and use our core pricing service. We grant you only the limited right to use such designated software only in connection with your use of our core pricing service. Unless we notify you otherwise, your license to use any such software will end on the date that you no longer subscribe to our core pricing service (and, at such time, you must promptly uninstall any and all Car-Part software used in connection with our core pricing service). In addition, we may disable the software at any time on or after the date that your right to use our core pricing service terminates. Your use of such software is subject to these Car-Part Core Pricing Terms of Use and may be subject to Other Applicable Terms as described in Section 2 above. We reserve all rights in and to any and all Car-Part software used in connection with the Car-Part Core Pricing Service. We may automatically check your version of the software and we may automatically download upgrades to the software to your computer to update, enhance and further develop our core pricing service.
Our core pricing service (and any associated software, applications, servers and clients) contain content and systems that are proprietary. You agree not to reproduce, duplicate, copy, disassemble, decompile, reverse engineer/compile, sell, resell or exploit for any commercial or other purpose, any portion of our core pricing service (and/or any associated software, applications, servers and/or clients). In addition, you agree not to unpack or unzip any of the files (including, without limitation, any jar or other files) included in any Car-Part core pricing software, applications, servers and/or clients for any reason whatsoever. Furthermore, you do not have the right to: (a) sublicense the use of our core pricing service (and/or any associated software, applications, servers and/or clients); (b) use our core pricing service (and/or any associated software, applications, servers and/or clients) on behalf of another person; or (c) provide (or attempt to provide) access to our core pricing service (and/or any associated software, applications, servers and/or clients) to any other person.
Car-Part.com collects certain data and information from the use of its websites and/or services (including, without limitation, data or information regarding the relationship between vehicle identification numbers and the parts included in such vehicle and information regarding the use of our core pricing service) (such data being referred to as "Collected Data"). Car-Part.com may use the Collected Data: (1) to facilitate parts identification, parts locating, parts selection, parts workflow, and parts procurement processes in the products and services of Car-Part.com and its affiliates (including related reporting and documentation); (2) to improve the products and services of Car-Part.com and its affiliates (including, without limitation, the parts identification, parts locating, parts selection, parts workflow, and parts procurement processes of such products and services); and (3) for such other purposes as are permitted under applicable law. Car-Part.com agrees that it will not provide information indicating that the user performed part searches with regard to a specific vehicle identification number to any person engaged in the business of collecting and selling vehicle title and condition history information (such as Carfax or Experian).
We respect the intellectual property of others and we ask users of our products and services (including, without limitation, our core pricing service) to do so as well. If you believe that your work has been copied in a way that constitutes copyright infringement, please notify us in the manner stated in Section 15 of these Car-Part Core Pricing Terms of Use, or email us at sales@car-part.com.
7. Our Right to Terminate Access to Our Core Pricing Service. We reserve the right to choose not to deal with any person for any reason (or for no reason whatsoever) and may terminate any person's right to use our core pricing service at any time upon notice to such person. Without limiting that right, we may immediately suspend (either for a set period of time or indefinitely) or terminate your right to access or use our core pricing service (and any associated software, applications, servers and clients) if (a) you breach any provision of these Car-Part Core Pricing Terms of Use or any provision of any Other Applicable Terms, (b) we are unable to verify or authenticate any information that you provide to us, or (c) we believe that your actions may result in legal liability for you, for any of our other customers (including, without limitation, other users of our core pricing service), or for Car-Part.com.
8. Core Pricing Service Provided "As Is"; Disclaimer of Warranties. OUR CORE PRICING SERVICE IS PROVIDED TO YOU STRICTLY AT YOUR SOLE RISK, ON AN "AS IS," WHEN-AVAILABLE BASIS, WITHOUT WARRANTIES OF ANY KIND. WE HEREBY DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSES) RELATING TO YOUR USE OF OUR CORE PRICING SERVICE. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you.
9. Links to Websites. We may provide, or third parties may provide, links to World Wide Web sites or resources from our products and/or services (including, without limitation, our core pricing service). We have no control over (and do not endorse) such sites or resources and, as a result, you agree that we are not responsible or liable for (a) the availability (or lack of availability) of any such sites or resources, or (b) any content, advertising, products, services or other materials contained on (or accessible or available from or through) any such sites or resources. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused (or alleged to have been caused) by or in connection with your use of (or reliance upon) any content, advertising, products, services or other materials that are contained on (or accessible or available from or through) any such sites or resources.
10. Permitted Manner of Access. You understand, acknowledge, and agree that our core pricing service is designed to be used manually and you shall not use our core pricing service in any other manner (i.e. via electronic, software or other automated connection) without Car-Part.com's prior written consent. Furthermore, you agree not to interact with any websites used to provide the core pricing service (or any other websites owned or maintained by Car-Part.com or its affiliates) with any software other than a standard commercial web browser (such as Internet Explorer or Firefox).
11. Permitted Purpose for Using Our Core Pricing Service. You may only use our core pricing service (and/or any associated software, applications, servers and/or clients) in connection with identifying potential core parts on a vehicle owned by you and/or in connection with related business purposes. Any other use of our core pricing service (and/or any associated software, applications, servers and/or clients) is strictly prohibited. By way of example (and not of limitation) the use of our core pricing service (and/or any associated software, applications, servers and/or clients) for any of the following purposes is prohibited: (a) use in connection with any e-commerce application; (b) providing any bulk information about the pricing or availability of parts, such as statistical or average pricing, either on a local, regional, national or international basis; (c) providing any information about the pricing or demand for any core parts; and/or (d) creating, modifying, or verifying parts interchange. The core pricing service (and/or any associated software, applications, servers and/or clients) and any information obtained from your use of the core pricing service is for your internal use only and are not to be distributed to any other person or entity (including, without limitation, any aftermarket, core or rebuilder concern).
12. SmartVin; Car-Part Interchange; Car-Part Interchange Plus; Hollander Interchange. Certain of the products and services provided by Car-Part.com (including, without limitation, our core pricing service) incorporate and/or use our VIN decoding methodology, SmartVin, the Car-Part Interchange, Car-Part Interchange Plus, and the Hollander Interchange. The Hollander Interchange is included with or is the basis for the Car-Part Interchange. Car-Part.com's VIN decoding methodology, SmartVin, Car-Part Interchange, and Car-Part Interchange Plus are © Car-Part.com. The Hollander Interchange is © Claims Services Group, Inc. Some of the information available through this product contains material that is reproduced and distributed under a license from Ford Motor Company. No further reproduction or distribution of the Ford Motor Company material is allowed without the express written permission of Ford Motor Company. Car-Part Interchange Plus may include: (a) certain information which is © MOTOR Information Systems, a division of Hearst Business Media, Inc. (all rights reserved); and (b) certain information which is © Automotive Aftermarket Industry Association. You agree not to use Car-Part.com's VIN decoding methodology, SmartVin, Car-Part Interchange, Car-Part Interchange Plus, or the Hollander Interchange for any purpose other than identifying potential core parts on a vehicle owned by you and/or in connection with related business purposes, as permitted in Section 11 of these Car-Part Core Pricing Terms of Use. You further agree not to use any of our products and/or services (including, without limitation, our core pricing service) or any of the information that you obtain through the use of any of our products and/or services (including, without limitation, through the use of our core pricing service): (1) for the purpose of copying all or any part of our VIN decoding methodology (or any VIN decoding information), SmartVin, Car-Part Interchange, Car-Part Interchange Plus, or the Hollander Interchange; (2) for the purpose of decompiling or reverse engineering our VIN Decoding methodology (or any VIN decoding information), SmartVin, Car-Part Interchange, Car-Part Interchange Plus, or the Hollander Interchange; (3) in any manner that violates our copyright in our VIN decoding methodology, SmartVin, Car-Part Interchange, or Car-Part Interchange Plus; of (4) in any manner which violates Claim Services Group Inc's copyright in the Hollander Interchange; (5) in any manner which violates the copyrights of MOTOR Information Systems; or (6) in any manner which violates the copyrights of the Automotive Aftermarket Industry Association.
13. Limitation of Liability. YOU AGREE THAT OUR LIABILITY TO YOU OR ANY THIRD PARTY IN ANY CIRCUMSTANCES RELATING TO THE USE OF OUR CORE PRICING SERVICE IS LIMITED TO A MAXIMUM OF (1) THE AMOUNTS PAID BY YOU TO CAR-PART.COM FOR THE USE OF SUCH CORE PRICING SERVICE IN THE PRECEDING 12-MONTH PERIOD, OR (2) TWO HUNDRED DOLLARS ($200), WHICHEVER IS LESS. FURTHERMORE, WE SHALL HAVE NO LIABILITY WHATSOEVER FOR SPECIAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST SALES OR ANY OTHER INCIDENTAL DAMAGES, REGARDLESS OF WHETHER YOUR CLAIM ARISES IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR UNDER ANY OTHER LEGAL THEORY (AND REGARDLESS OF WHETHER YOUR CLAIM ARISES BY WAY OF STATUTE OR OTHERWISE).
14. Your Obligation to Indemnify Us. You agree to indemnify and hold us and our suppliers, subsidiaries, affiliates, officers, directors, agents and employees harmless from any claims, demands, liabilities, damages, costs and/or expenses (including, without limitation, attorneys' fees and any costs to defend) that we incur as a result of: (a) your breach of any provision of these Car-Part Core Pricing Terms of Use; (b) your breach of any provision of any Other Applicable Terms; (c) your use of our core pricing service (and/or any associated software, applications, servers and/or clients); and/or (d) your use of any information obtained as a result of (or in connection with) your use of our core pricing service.
15. Notices. Any notices to Car-Part.com must be given by postal mail sent to Car-Part.com's headquarters as it is then posted on our website (www.car-part.com). Any notices to you will be sent to the e-mail address that you provide to Car-Part.com.
16. Governing Law; Exclusive Jurisdiction in Kentucky, U.S.A. These Car-Part Core Pricing Terms of Use (and your use of our core pricing service) and any Other Applicable Terms shall be construed in accordance with and governed by the law of the Commonwealth of Kentucky, United States of America (without regard to principles of conflict of laws), including the application of any applicable statutes of limitations. You understand, acknowledge and agree that any action, suit or proceeding brought by you or us with respect to (1) these Car-Part Core Pricing Terms of Use, (2) your use of our core pricing service, (3) any Other Applicable Terms, and/or (4) your use of any information obtained from your use of our core pricing service, shall be brought exclusively in the courts of the Commonwealth of Kentucky located in Kenton County, Kentucky, United States of America, or in the courts of the United States for the Eastern District of Kentucky, United States of America. By subscribing to and/or using our core pricing service, you irrevocably submit to the exclusive jurisdiction and venue of the courts of the Commonwealth of Kentucky located in Kenton County, Kentucky, United States of America, and the courts of the United States for the Eastern District of Kentucky, United States of America.
17. Our Right to Amend these Terms of Use. We may amend these Car-Part Core Pricing Terms of Use and/or any Other Applicable Terms at any time by (1) posting an amended version of these Car-Part Core Pricing Terms of Use and/or the Other Applicable Terms to a link accessible from any software, applications, servers and/or clients associated with the core pricing service, (2) posting an amended version of these Car-Part Core Pricing Terms of Use and/or the Other Applicable Terms on our website located at www.car-part.com and/or on any website used to provide any part of the core pricing service, or (3) otherwise providing you reasonable notice of any amendment(s) to these Car-Part Core Pricing Terms of Use and/or the Other Applicable Terms. The Car-Part Core Pricing Terms of Use (as amended) and/or Other Applicable Terms (as amended) will be effective immediately upon being posted in the manner described above (or when we otherwise provide you reasonable notice of the amendment(s) as described above) unless a different effective date is explicitly set forth in the amended Car-Part Core Pricing Terms of Use and/or amended Other Applicable Terms. You do not have the right to amend, modify, disregard, or reject any of the terms or conditions of these Car-Part Core Pricing Terms of Use or the Other Applicable Terms (either in their present forms or as they may be amended from time to time in the future).
18. Entire Agreement. These Car-Part Core Pricing Terms of Use (together with any Other Applicable Terms) constitute the entire agreement between you and Car-Part.com with respect to your use of our core pricing service. These Car-Part Core Pricing Terms of Use (together with any Other Applicable Terms) supersede any other agreements, advertisements, writings, descriptions or communications of any nature whatsoever regarding the terms upon which you may use our core pricing service (including, without limitation, (1) any telephone or email communications that you may have had with any employee or agent of Car-Part.com, and/or (2) anything contrary to the terms set forth in these Car-Part Core Pricing Terms of Use or in any Other Applicable Terms set forth in any of our promotional materials or on any of our websites).
Thank you for using the Car-Part Core Pricing Service. We're glad to be of service.
Last Revised: October 1, 2019
#Trademarks owned by their respective owners, not affiliated with Car-Part.com © 2019 Car-Part.com
THE FOLLOWING ARE THE TERMS AND CONDITIONS UPON WHICH CAR-PART.COM OFFERS TO ALLOW YOU TO USE ITS CORE PRICING SERVICE. BY USING CAR-PART.COM's CORE PRICING SERVICE, YOU AGREE TO THESE TERMS AND CONDITIONS.
These are the terms and conditions that apply when you use the Car-Part Core Pricing Service in any manner. We have the right to amend these terms and conditions at any time (and the amended terms and conditions will be effective immediately after being posted in the manner described in Section 17 below, or immediately after you are otherwise provided reasonable notice of the amendment as contemplated in Section 17 below). Please see Section 17 below for more information regarding our ability to amend these Car-Part Core Pricing Terms of Use. As used herein: (a) "we," "us" and "our" refer to Car-Part.com; and (b) "you" refers to the user of our core pricing service.
1. Permitted Users of Our Core Pricing Service. Only legal entities and individuals that are auto recyclers attempting to identify desired cores off of one of their vehicles (and/or attempting to determine the prices that core buyers using our Coremate service are willing to pay for such cores) are permitted to use our core pricing service. Furthermore: (i) only legal entities and individuals who can form legally binding contracts under applicable law are permitted to use our core pricing service; and (ii) individuals desiring to use our core pricing service must be at least 18 years old.
2. Other Applicable Terms; Separate Agreements Govern Use of Other Car-Part.com Products and/or Services. These Car-Part Core Pricing Terms of Use apply to all users of our core pricing service. Other terms and conditions applicable to your use of our core pricing service ("Other Applicable Terms") may be: (i) set forth in separate written agreements between you and Car-Part.com; (ii) set forth in click-through agreements displayed in connection with your installation of any software used to provide the core pricing service or any update thereto; or (iii) communicated to you in any other manner determined by Car-Part.com so long as Car-Part.com provides you with reasonable notice of such additional terms and conditions. Any and all such Other Applicable Terms relating to your use of our core pricing service are in addition to, and not in lieu of, the terms and conditions set forth herein. Furthermore, your use of other products and/or services of Car-Part.com shall be subject to (1) any agreements between you and Car-Part.com relating to the use of such products and/or services, and (2) any other terms and conditions applicable to such products and/or services.
3. Right to Change Fees for Use of Our Core Pricing Service. We reserve the right to change the fees charged in connection with your use of our core pricing service at any time upon not less than 30 days' prior notice to you.
4. All Transactions are Solely between Core Seller and Core Buyer. Certain or our products and services (including, without limitation, our core pricing service) allow core sellers and core buyers to communicate certain information to each other regarding potential core purchases. We are not involved in the actual transaction between core buyers and core sellers. As a result, WE HAVE NO CONTROL OVER THE QUALITY, SAFETY OR LEGALITY OF THE ITEMS ADVERTISED, THE TRUTH OR ACCURACY OF THE LISTINGS, THE ABILITY OF CORE SELLERS TO SELL ANY SUCH PARTS, THE WILLINGNESS OR ABILITY OF CORE BUYERS TO BUY ANY SUCH PARTS, OR THE PRICE THAT CORE BUYERS ARE WILLING TO PAY FOR ANY SUCH PARTS. YOU AGREE THAT ALL PURCHASE AGREEMENTS ARE DIRECTLY BETWEEN YOU (AS EITHER CORE SELLER OR CORE BUYER) AND THE OTHER PARTY TO THE TRANSACTION (EITHER THE CORE BUYER OR THE CORE SELLER, AS APPLICABLE). WE MAKE NO WARRANTY, AND HAVE NO LIABILITY WHATSOEVER, WITH RESPECT TO THOSE AGREEMENTS. We cannot ensure that a core buyer or a core seller will actually complete a transaction. Core buyers should look solely to the core seller for any refunds, credits or adjustments to a transaction. Core sellers should look solely to the core buyer with respect to payment for any cores submitted to such core buyer by a core seller WE ASSUME NO RESPONSIBILITY, AND OFFER NO WARRANTY WHATSOEVER, REGARDING (1) YOUR USE OF OUR CORE PRICING SERVICE, (2) YOUR USE OF ANY INFORMATION OBTAINED AS A RESULT OF USING OUR CORE PRICING SERVICE, (3) YOUR TRANSACTIONS WITH ANY CORE BUYER(S) OR CORE SELLER(S), (4) ANY PARTS THAT YOU PURCHASE FROM A CORE SELLER, (5) PAYMENT FOR ANY PART THAT YOU SELL TO ANY CORE BUYER (EITHER THE MAKING OF ANY PAYMENT WHATSOEVER OR THE AMOUNT OF ANY SUCH PAYMENT), OR (6) ANY INFORMATION PROVIDED TO ANY CORE BUYER OR CORE SELLER BY ANY OTHER CORE BUYER OR CORE SELLER (INCLUDING, WITHOUT LIMITATION, THE AMOUNT THAT A CORE BUYER IS WILLING TO PAY FOR ANY PART, CREDIT CARD INFORMATION OR ANY OTHER PERSONAL OR CONFIDENTIAL INFORMATION).
5. Information Sent by Users. You acknowledge, understand and agree that all information, data, text, and/or other materials that you provide in connection with the use of our core pricing service are the sole responsibility of person from whom such information, data, text, and/or other materials originated. This means that you are solely responsible for all information, data, text, and/or other materials that you post or send using our core pricing service. We do not control any of the information, data, text, and/or other materials posted or sent using our core pricing service and, as a result, we do not guarantee the accuracy, integrity or quality of any such information, data, text, and/or other materials. You acknowledge, and understand that you may be exposed to information, data, text, and/or other materials that are offensive, indecent or objectionable when using our core pricing service. Under no circumstances will we be liable in any way for any information, data, text, and/or other materials sent on our core pricing service (including, without limitation, (1) any errors or omissions in any such information, data, text, and/or other materials, or (2) any loss or damage of any kind incurred by any person as a result of the using any of the information, data, text, and/or other materials sent on our core pricing service).
You agree that any information that you send to others when using core pricing service will be true, correct, and complete and will comply with all applicable laws. By way of example, and not of limitation, you shall not send to others anything that (a) is fraudulent, (b) infringes any third party's contractual or intellectual property rights (including, without limitation, their copyright, patent, trademark or trade secret rights), (c) is defamatory, libelous or threatening or harassing, (d) is obscene, or (e) contains any viruses or other computer code that is intended to damage or disrupt any system or that intercepts or expropriates any data or information. Furthermore, you may not use our core pricing service to send unsolicited bulk communications.
You acknowledge, understand and agree that we may or may not pre-screen some or all of the information, data, text, and/or other materials sent on our core pricing service. You also acknowledge, understand and agree that we shall have the right (but not the obligation) in our sole discretion to pre-screen, refuse, or remove any of the information, data, text, and/or other materials sent on our core pricing service. By way of example and not of limitation, we shall have the right to remove any of the information, text, and/or other materials sent on our core pricing service that violate these Car-Part Core Pricing Terms of Use or are otherwise objectionable. Notwithstanding the foregoing, we shall not be responsible or liable for any failure or delay in removing any information, data, text, and/or other materials.
You further acknowledge, understand, and agree that we may access, preserve and disclose your account information and information, data, text, and/or other materials sent or provided in connection with the use of our core pricing service if we are required to do so by law, or if we believe that such access, preservation, or disclosure is reasonably necessary to: (i) provide or enhance our core pricing service (including, without limitation, storing the information, data, text, and/or other materials necessary to allow users to access and search their core pricing history); (ii) comply with legal process; (iii) enforce these Car-Part Core Pricing Terms of Use; (iv) respond to claims that any of the information, data, text, and/or other materials sent or provided in connection with the use of our core pricing service violates the rights of third parties; (v) respond to your requests for customer service or support; or (vi) protect the rights, property or personal safety of Car-Part.com, its customers (including, without limitation, other users of our core pricing service) or any other person.
6. Software; Intellectual Property Rights; No Copying or Sublicensing Allowed. You will access and/or use certain Car-Part software in connection with your use of our core pricing service. We have the right to designate the software that you shall use to access and use our core pricing service and we may prohibit the use of outdated software (including, without limitation, prior versions of such software released by us) to access and use our core pricing service. We grant you only the limited right to use such designated software only in connection with your use of our core pricing service. Unless we notify you otherwise, your license to use any such software will end on the date that you no longer subscribe to our core pricing service (and, at such time, you must promptly uninstall any and all Car-Part software used in connection with our core pricing service). In addition, we may disable the software at any time on or after the date that your right to use our core pricing service terminates. Your use of such software is subject to these Car-Part Core Pricing Terms of Use and may be subject to Other Applicable Terms as described in Section 2 above. We reserve all rights in and to any and all Car-Part software used in connection with the Car-Part Core Pricing Service. We may automatically check your version of the software and we may automatically download upgrades to the software to your computer to update, enhance and further develop our core pricing service.
Our core pricing service (and any associated software, applications, servers and clients) contain content and systems that are proprietary. You agree not to reproduce, duplicate, copy, disassemble, decompile, reverse engineer/compile, sell, resell or exploit for any commercial or other purpose, any portion of our core pricing service (and/or any associated software, applications, servers and/or clients). In addition, you agree not to unpack or unzip any of the files (including, without limitation, any jar or other files) included in any Car-Part core pricing software, applications, servers and/or clients for any reason whatsoever. Furthermore, you do not have the right to: (a) sublicense the use of our core pricing service (and/or any associated software, applications, servers and/or clients); (b) use our core pricing service (and/or any associated software, applications, servers and/or clients) on behalf of another person; or (c) provide (or attempt to provide) access to our core pricing service (and/or any associated software, applications, servers and/or clients) to any other person.
Car-Part.com collects certain data and information from the use of its websites and/or services (including, without limitation, data or information regarding the relationship between vehicle identification numbers and the parts included in such vehicle and information regarding the use of our core pricing service) (such data being referred to as "Collected Data"). Car-Part.com may use the Collected Data: (1) to facilitate parts identification, parts locating, parts selection, parts workflow, and parts procurement processes in the products and services of Car-Part.com and its affiliates (including related reporting and documentation); (2) to improve the products and services of Car-Part.com and its affiliates (including, without limitation, the parts identification, parts locating, parts selection, parts workflow, and parts procurement processes of such products and services); and (3) for such other purposes as are permitted under applicable law. Car-Part.com agrees that it will not provide information indicating that the user performed part searches with regard to a specific vehicle identification number to any person engaged in the business of collecting and selling vehicle title and condition history information (such as Carfax or Experian).
We respect the intellectual property of others and we ask users of our products and services (including, without limitation, our core pricing service) to do so as well. If you believe that your work has been copied in a way that constitutes copyright infringement, please notify us in the manner stated in Section 15 of these Car-Part Core Pricing Terms of Use, or email us at sales@car-part.com.
7. Our Right to Terminate Access to Our Core Pricing Service. We reserve the right to choose not to deal with any person for any reason (or for no reason whatsoever) and may terminate any person's right to use our core pricing service at any time upon notice to such person. Without limiting that right, we may immediately suspend (either for a set period of time or indefinitely) or terminate your right to access or use our core pricing service (and any associated software, applications, servers and clients) if (a) you breach any provision of these Car-Part Core Pricing Terms of Use or any provision of any Other Applicable Terms, (b) we are unable to verify or authenticate any information that you provide to us, or (c) we believe that your actions may result in legal liability for you, for any of our other customers (including, without limitation, other users of our core pricing service), or for Car-Part.com.
8. Core Pricing Service Provided "As Is"; Disclaimer of Warranties. OUR CORE PRICING SERVICE IS PROVIDED TO YOU STRICTLY AT YOUR SOLE RISK, ON AN "AS IS," WHEN-AVAILABLE BASIS, WITHOUT WARRANTIES OF ANY KIND. WE HEREBY DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSES) RELATING TO YOUR USE OF OUR CORE PRICING SERVICE. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you.
9. Links to Websites. We may provide, or third parties may provide, links to World Wide Web sites or resources from our products and/or services (including, without limitation, our core pricing service). We have no control over (and do not endorse) such sites or resources and, as a result, you agree that we are not responsible or liable for (a) the availability (or lack of availability) of any such sites or resources, or (b) any content, advertising, products, services or other materials contained on (or accessible or available from or through) any such sites or resources. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused (or alleged to have been caused) by or in connection with your use of (or reliance upon) any content, advertising, products, services or other materials that are contained on (or accessible or available from or through) any such sites or resources.
10. Permitted Manner of Access. You understand, acknowledge, and agree that our core pricing service is designed to be used manually and you shall not use our core pricing service in any other manner (i.e. via electronic, software or other automated connection) without Car-Part.com's prior written consent. Furthermore, you agree not to interact with any websites used to provide the core pricing service (or any other websites owned or maintained by Car-Part.com or its affiliates) with any software other than a standard commercial web browser (such as Internet Explorer or Firefox).
11. Permitted Purpose for Using Our Core Pricing Service. You may only use our core pricing service (and/or any associated software, applications, servers and/or clients) in connection with identifying potential core parts on a vehicle owned by you and/or in connection with related business purposes. Any other use of our core pricing service (and/or any associated software, applications, servers and/or clients) is strictly prohibited. By way of example (and not of limitation) the use of our core pricing service (and/or any associated software, applications, servers and/or clients) for any of the following purposes is prohibited: (a) use in connection with any e-commerce application; (b) providing any bulk information about the pricing or availability of parts, such as statistical or average pricing, either on a local, regional, national or international basis; (c) providing any information about the pricing or demand for any core parts; and/or (d) creating, modifying, or verifying parts interchange. The core pricing service (and/or any associated software, applications, servers and/or clients) and any information obtained from your use of the core pricing service is for your internal use only and are not to be distributed to any other person or entity (including, without limitation, any aftermarket, core or rebuilder concern).
12. SmartVin; Car-Part Interchange; Car-Part Interchange Plus; Hollander Interchange. Certain of the products and services provided by Car-Part.com (including, without limitation, our core pricing service) incorporate and/or use our VIN decoding methodology, SmartVin, the Car-Part Interchange, Car-Part Interchange Plus, and the Hollander Interchange. The Hollander Interchange is included with or is the basis for the Car-Part Interchange. Car-Part.com's VIN decoding methodology, SmartVin, Car-Part Interchange, and Car-Part Interchange Plus are © Car-Part.com. The Hollander Interchange is © Claims Services Group, Inc. Some of the information available through this product contains material that is reproduced and distributed under a license from Ford Motor Company. No further reproduction or distribution of the Ford Motor Company material is allowed without the express written permission of Ford Motor Company. Car-Part Interchange Plus may include: (a) certain information which is © MOTOR Information Systems, a division of Hearst Business Media, Inc. (all rights reserved); and (b) certain information which is © Automotive Aftermarket Industry Association. You agree not to use Car-Part.com's VIN decoding methodology, SmartVin, Car-Part Interchange, Car-Part Interchange Plus, or the Hollander Interchange for any purpose other than identifying potential core parts on a vehicle owned by you and/or in connection with related business purposes, as permitted in Section 11 of these Car-Part Core Pricing Terms of Use. You further agree not to use any of our products and/or services (including, without limitation, our core pricing service) or any of the information that you obtain through the use of any of our products and/or services (including, without limitation, through the use of our core pricing service): (1) for the purpose of copying all or any part of our VIN decoding methodology (or any VIN decoding information), SmartVin, Car-Part Interchange, Car-Part Interchange Plus, or the Hollander Interchange; (2) for the purpose of decompiling or reverse engineering our VIN Decoding methodology (or any VIN decoding information), SmartVin, Car-Part Interchange, Car-Part Interchange Plus, or the Hollander Interchange; (3) in any manner that violates our copyright in our VIN decoding methodology, SmartVin, Car-Part Interchange, or Car-Part Interchange Plus; of (4) in any manner which violates Claim Services Group Inc's copyright in the Hollander Interchange; (5) in any manner which violates the copyrights of MOTOR Information Systems; or (6) in any manner which violates the copyrights of the Automotive Aftermarket Industry Association.
13. Limitation of Liability. YOU AGREE THAT OUR LIABILITY TO YOU OR ANY THIRD PARTY IN ANY CIRCUMSTANCES RELATING TO THE USE OF OUR CORE PRICING SERVICE IS LIMITED TO A MAXIMUM OF (1) THE AMOUNTS PAID BY YOU TO CAR-PART.COM FOR THE USE OF SUCH CORE PRICING SERVICE IN THE PRECEDING 12-MONTH PERIOD, OR (2) TWO HUNDRED DOLLARS ($200), WHICHEVER IS LESS. FURTHERMORE, WE SHALL HAVE NO LIABILITY WHATSOEVER FOR SPECIAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST SALES OR ANY OTHER INCIDENTAL DAMAGES, REGARDLESS OF WHETHER YOUR CLAIM ARISES IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR UNDER ANY OTHER LEGAL THEORY (AND REGARDLESS OF WHETHER YOUR CLAIM ARISES BY WAY OF STATUTE OR OTHERWISE).
14. Your Obligation to Indemnify Us. You agree to indemnify and hold us and our suppliers, subsidiaries, affiliates, officers, directors, agents and employees harmless from any claims, demands, liabilities, damages, costs and/or expenses (including, without limitation, attorneys' fees and any costs to defend) that we incur as a result of: (a) your breach of any provision of these Car-Part Core Pricing Terms of Use; (b) your breach of any provision of any Other Applicable Terms; (c) your use of our core pricing service (and/or any associated software, applications, servers and/or clients); and/or (d) your use of any information obtained as a result of (or in connection with) your use of our core pricing service.
15. Notices. Any notices to Car-Part.com must be given by postal mail sent to Car-Part.com's headquarters as it is then posted on our website (www.car-part.com). Any notices to you will be sent to the e-mail address that you provide to Car-Part.com.
16. Governing Law; Exclusive Jurisdiction in Kentucky, U.S.A. These Car-Part Core Pricing Terms of Use (and your use of our core pricing service) and any Other Applicable Terms shall be construed in accordance with and governed by the law of the Commonwealth of Kentucky, United States of America (without regard to principles of conflict of laws), including the application of any applicable statutes of limitations. You understand, acknowledge and agree that any action, suit or proceeding brought by you or us with respect to (1) these Car-Part Core Pricing Terms of Use, (2) your use of our core pricing service, (3) any Other Applicable Terms, and/or (4) your use of any information obtained from your use of our core pricing service, shall be brought exclusively in the courts of the Commonwealth of Kentucky located in Kenton County, Kentucky, United States of America, or in the courts of the United States for the Eastern District of Kentucky, United States of America. By subscribing to and/or using our core pricing service, you irrevocably submit to the exclusive jurisdiction and venue of the courts of the Commonwealth of Kentucky located in Kenton County, Kentucky, United States of America, and the courts of the United States for the Eastern District of Kentucky, United States of America.
17. Our Right to Amend these Terms of Use. We may amend these Car-Part Core Pricing Terms of Use and/or any Other Applicable Terms at any time by (1) posting an amended version of these Car-Part Core Pricing Terms of Use and/or the Other Applicable Terms to a link accessible from any software, applications, servers and/or clients associated with the core pricing service, (2) posting an amended version of these Car-Part Core Pricing Terms of Use and/or the Other Applicable Terms on our website located at www.car-part.com and/or on any website used to provide any part of the core pricing service, or (3) otherwise providing you reasonable notice of any amendment(s) to these Car-Part Core Pricing Terms of Use and/or the Other Applicable Terms. The Car-Part Core Pricing Terms of Use (as amended) and/or Other Applicable Terms (as amended) will be effective immediately upon being posted in the manner described above (or when we otherwise provide you reasonable notice of the amendment(s) as described above) unless a different effective date is explicitly set forth in the amended Car-Part Core Pricing Terms of Use and/or amended Other Applicable Terms. You do not have the right to amend, modify, disregard, or reject any of the terms or conditions of these Car-Part Core Pricing Terms of Use or the Other Applicable Terms (either in their present forms or as they may be amended from time to time in the future).
18. Entire Agreement. These Car-Part Core Pricing Terms of Use (together with any Other Applicable Terms) constitute the entire agreement between you and Car-Part.com with respect to your use of our core pricing service. These Car-Part Core Pricing Terms of Use (together with any Other Applicable Terms) supersede any other agreements, advertisements, writings, descriptions or communications of any nature whatsoever regarding the terms upon which you may use our core pricing service (including, without limitation, (1) any telephone or email communications that you may have had with any employee or agent of Car-Part.com, and/or (2) anything contrary to the terms set forth in these Car-Part Core Pricing Terms of Use or in any Other Applicable Terms set forth in any of our promotional materials or on any of our websites).
Thank you for using the Car-Part Core Pricing Service. We're glad to be of service.
Last Revised: October 1, 2019
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