Last Modified: October 21, 2019
These General Terms and Conditions (the “General Terms”), along with any applicable Service Terms (see “Service Terms” below) and any applicable Confirmation of Services (collectively, the “Agreement”) governs your access and use of the DealerCenter Services (“Services”, as defined below), provided by Nowcom Corporation or an affiliated company (“Nowcom”, “we” or “our”). By accessing or using the Services, you represent and warrant that (a) you have the power to bind the entity subscribing to the Services (the “Subscriber”, “you” or “your”), (b) have read, understand agree to be bound by this Agreement and all terms incorporated by reference. If you do not agree to this Agreement, you are not authorized to access or use the Services.
“Account” means Subscriber’s Service account.
“Account Information” means information about you that you provide to us in connection with the creation or administration of your Account. For example, Account Information includes names, usernames, phone numbers, email addresses and billing information associated with your Account.
“Authorized User” means any person you permit to access Customer Data hosted in the Services or otherwise use the Services, including but not limited to, your employees, agents, affiliates, customers, or the general public (if applicable to the Service).
“Confidential Information” means information that one party (or an Affiliate) discloses to the other party under this Agreement, and which is marked as confidential or would normally under the circumstances be considered confidential information. It does not include information that is independently developed by the recipient, is rightfully given to the recipient by a third party without confidentiality obligations or becomes public through no fault of the recipient, and does not include Public Customer Data as defined in Section 2.5. Subject to the preceding sentence, Customer Data is considered Customer’s Confidential Information.
“Confirmation of Services” means the order form specifying the Service Subscription(s).
“Content” means software, data, text, audio, video or images.
“Credit Agency” means any of the following credit reporting agencies: TransUnion LLC, an Illinois limited liability company, (“TransUnion”), Experian Information Solutions, Inc., an Ohio corporation, (“Experian”), and Equifax, Inc. a Georgia corporation (“Equifax”).
“Customer Data” means Content provided to Nowcom by Subscriber (or at its direction) via the Services under the Account.
“Due Date” means the date an invoice is due, as indicated on the invoice with the “due date” label. If an invoice does not specify a due date, then “Due Date” means 10 days following the date of receipt.
“Effective Date” means the date of execution of the Confirmation of Services.
“Fees” means the applicable fees for each Service and any applicable Taxes.
“Legal Process” means a data disclosure request made under law, governmental regulation, court order, subpoena, warrant, governmental regulatory or agency request, or other valid legal authority, legal procedure, or similar process.
“Losses” means any actions, suits, proceedings, claims, demands, damages, losses, liabilities, costs, and expenses, including but not limited to, interest, penalties, court costs, reasonable attorneys’ fees, and time and materials spent responding to any third party subpoena or other compulsory legal order or process.
“Online Billing Service” means any electronic and online methods you use to pay invoices to Nowcom.
“Personal Data” means any Customer Data relating to an identified or identifiable natural person.
“Service” or “Services” means any of the Nowcom-hosted or Nowcom-sold services to which you subscribe under this Agreement.
“Service Content” means Content Nowcom makes available in connection with the Services to allow access to and use of the Services, including documentation, training materials, APIs, sample code, software libraries, templates, and other related technology.
“Service Terms” means the rights and restrictions for particular Services, located at https://www.dealercenter.com/service-terms-for-dealercenter-services/, as may be updated by us from time to time.
“Solution” means the combination of one or multiple Service(s) provided by Nowcom to Subscriber.
“Subscription” means an enrollment for Services for a defined Term as specified on the Confirmation of Services. You may purchase multiple Subscriptions, which may be controlled by one or multiple Confirmation of Services.
“Subscription Term” means the Term of one or multiple Subscriptions.
“Suggestions” means all suggested improvements to the Services that you provide to us.
“Taxes” means any duties, customs fees, or taxes (other than Nowcom’s income tax) associated with the purchase of the Services, including any related penalties or interest.
“Term” means the period beginning on the Effective Date and continuing until the Agreement is terminated as set forth in this Section 6.2.
“Terms URL” means the URL to these General Terms located at https://www.dealercenter.com/general-terms-and-conditions-for-dealercenter-services/, as may be updated by us from time to time.
“Third-Party Content” means Content made available to you by any third party in conjunction with the Services.
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