1. Acceptance

By accessing or using the Software, Dealer agrees to these Terms & Conditions and the Subscription Agreement.

2. Authorized Use & Account Security

Access is limited to Dealer’s authorized personnel. Credential sharing is prohibited. AutoGIN may monitor access for compliance. 

AutoGIN grants you a limited, non-exclusive, non-transferable, revocable license to use the Software solely for dealership operations and for authorized dealership employees only.

2.1 Authorized Users Only.  Each subscription license is granted solely to the subscribing dealership (“Dealer”) and its authorized employees. Access credentials (including usernames, passwords, and security codes) are unique to the Dealer and may not be shared, sold, or transferred to any other dealership, entity, or individual not directly employed by Dealer.

2.2 Prohibited Sharing.  Dealer agrees not to provide access credentials to any other dealership, third party, or unauthorized person. Any attempt to allow another dealership to use Dealer’s credentials, directly or indirectly, shall constitute a material breach of this Agreement.

2.3 Monitoring & Verification.  AutoGIN reserves the right to monitor login activity, including but not limited to IP address, device, and location data, to verify compliance with this provision. Dealer agrees that unusual or suspicious login activity may result in suspension of access pending investigation.

2.4 Remedies for Violation.  If AutoGIN determines, in its sole discretion, that Dealer has shared credentials or otherwise permitted unauthorized access:

                    I.            AutoGIN may immediately suspend or terminate Dealer’s account without refund.

                  II.            Dealer shall be liable for all unpaid subscription fees that would have applied to the unauthorized user(s), retroactive to the date of first unauthorized access.

                III.            Dealer shall be liable for liquidated damages of $10,000 per occurrence or the equivalent of twelve (12) months’ subscription fees per unauthorized dealership user, whichever is greater, as a reasonable estimate of damages suffered by AutoGIN.

2.5 Dealer Responsibility.  Dealer shall be responsible for maintaining the confidentiality of all access credentials issued under its account and for all usage, authorized or unauthorized, that occurs under those credentials. Dealer shall immediately notify AutoGIN of any suspected compromise.

3. AI-Assisted Decision Support Disclaimer

The Software provides decision-support tools, not legal, financial, appraisal, or compliance advice.

Dealer acknowledges:

• all pricing, buying, selling, and operational decisions remain Dealer’s responsibility;
• AutoGIN does not guarantee outcomes or profitability.

4. Compliance Responsibility

Dealer is solely responsible for compliance with:

• state and federal dealer laws
• consumer protection laws
• data privacy regulations (GLBA, FTC Safeguards Rule, state privacy laws)

AutoGIN does not provide regulatory compliance advice.

5. Monitoring & Audit Rights

AutoGIN may monitor system usage, logs, IP addresses, and access patterns to protect the platform and enforce compliance.

6. Prohibited Conduct

Dealer may not:

• scrape, automate, or export data beyond intended use
• allow third-party competitive access
• misuse outputs for benchmarking or competitive analysis

7. User Accounts & Security

Dealers are responsible for maintaining the confidentiality of user IDs, passwords, and account credentials.

8. Payment Terms

Subscription fees are due in advance on the first of each month.

9. Data Ownership & Privacy

Dealership Data remains your property. By using the Software, you grant AutoGIN a limited license to store, process, and analyze data.

10. Compliance & Disclosures

Dealers are solely responsible for ensuring compliance with state and federal automotive laws, consumer data laws, and financing disclosure requirements.

11. Intellectual Property

All Software, trademarks, algorithms, models, workflows, interfaces, documentation, and related materials are and shall remain the exclusive property of AutoGIN. No rights are granted except as expressly stated.

12. Warranties & Disclaimers

The Software is provided 'AS IS' and 'AS AVAILABLE' without warranties of any kind.

13. Limitation of Liability

AutoGIN shall not be liable for indirect, incidental, or consequential damages. Total liability shall not exceed subscription fees paid in the preceding 12 months.

14. Indemnification

Dealers agree to indemnify and hold AutoGIN harmless from claims, damages, or liabilities.

15. Service Availability

AutoGIN strives for uptime but does not guarantee uninterrupted service.

16. Updates & Modifications

AutoGIN may update the Software and these Terms with notice. Continued use constitutes acceptance.

17. Limitation of Liability

Liability limitations from the Subscription Agreement apply equally here.

18. Governing Law & Dispute Resolution

These Terms are governed by Virginia law, regardless of Dealer location.  Disputes resolved in Loudoun County, Virginia.

19. Survival

Sections relating to IP, restrictions, confidentiality, liability, and data survive termination.