Terms & Conditions

These Terms of Service constitute an agreement between you and Autocorp.ai Inc. or FINVIN AI Inc. (collectively "Autocorp"). The document governs Autocorp's provision of services to you and your authorized end users.

1. Definitions

Key defined terms include:

• Account: An account on the Platform
• Agreement: Sales Order Form, MSA, Terms of Service, Privacy Policy, Service Policies, and referenced URLs
• API Integration: Process of integrating customer properties with services using the Autocorp API
• Autocorp API: Application programming interface for software integration
• Autocorp IP: All intellectual property rights in services and documentation
• Customer: Entity having executed a Sales Order Form or Master Service Agreement
• Customer Properties: Customer's software applications and websites
• Documentation: User manuals, help files, and related materials
• End User: Individual authorized by customer to access services
• Intellectual Property Rights: Copyrights, trademarks, patents, trade secrets, and similar protections
• MSA: Master Services Agreement or Master SaaS Agreement
• Personal Information: Data identifying specific individuals (name, address, DOB, phone, etc.)
• Platform: User interface and related software for service delivery
• Privacy Policy: Located at autocorp.ai/privacy-policy
• Sales Order Form: Sales order document for service provision
• Services: Services agreed upon in the customer's agreement
• Service Policies: Published policies communicated to users
• Term: Period between effective date and termination
• Usage Data: Data related to service use in aggregate, anonymized form
• Vendor: Third-party product or service provider
• Vendor Product: Third-party product incorporated into services
• Vendor Terms: Terms and conditions of vendor products
• Your Data: Information processed through the Platform by you

2. Services

(a) Provision of Services

Subject to compliance with agreement terms and fee payment, Autocorp grants a non-exclusive, non-transferable, non-sublicensable worldwide right to access and use services and documentation solely for permitted purposes during the term.

(b) Documentation

You may reproduce and use documentation only as necessary to support end user access and service use according to the agreement.

(c) Permitted Use

Services must be used for legitimate purposes in strict compliance with agreement terms and all applicable laws and regulations.

(d) Fair Credit Reporting Act

Data provided through services does not constitute a "consumer report" under FCRA. You represent you will not use this information as a factor in determining eligibility for credit, insurance, employment, or other purposes qualifying as consumer reports.

(e) Support

Standard support and maintenance services are provided subject to applicable fees and service level commitments specified in the agreement.

(f) API Conditions of Use

If services include API integration, you acknowledge and agree to:

• Comply with all applicable laws and third-party rights
• Not use the API to develop competing software or applications
• Not sell, resell, license, sublicense, distribute, or transfer API access to third parties

Autocorp reserves the right to monitor API use and may suspend or terminate access without notice if violations occur.

(g) Beta Services

Beta services may be provided free or on trial basis. Autocorp makes no promises regarding future versions and may terminate beta service access at any time without liability. Beta services may not be complete, fully functional, or contain bugs. Users acknowledge such use is at their sole risk.

(h) Updates to Services

Autocorp may modify services at any time with or without notice for maintenance, enhancement, competitive, compliance, or performance reasons. You acknowledge that updates may be necessary to continue using services, and Autocorp may stop supporting previous versions.

(i) Downtime

Services may experience downtime for maintenance, factors outside Autocorp's control, user acts or omissions, or third-party technology issues without counting against uptime requirements.

(j) Restrictions on Use

You shall not copy, modify, translate, or create derivative works of Autocorp property. You shall not reverse engineer, decompile, disassemble, decode, or attempt to discover source code or underlying algorithms. Web scraping, data scraping, time-sharing arrangements, and removal of proprietary notices are prohibited. Services cannot be used for benchmark disclosures or developing competing products.

(k) Reserved Rights

Autocorp reserves all rights not expressly granted, including the right to alter pricing, features, specifications, and general availability. No implied rights to Autocorp IP are granted.

3. Access and Use of the Platform

(a) Account Set Up

During configuration, you must identify a username and password. Autocorp reserves the right to refuse or cancel usernames deemed inappropriate.

(b) Protecting Account Access

You agree to keep account information current, use reasonable means to protect passwords and login credentials, ensure credentials are not shared without authorization, and promptly notify Autocorp of suspected unauthorized access.

(c) Account Responsibility

You are responsible for all account uses regardless of authorization. You are responsible for account security including passwords and files. Autocorp is not responsible for losses from stolen passwords or account misuse.

(d) Cooperation

You shall provide necessary cooperation and assistance to enable Autocorp to exercise rights and perform obligations, including access to premises and IT infrastructure.

(e) Customer Systems

You are responsible for obtaining and maintaining equipment and services needed to connect to and access services, including modems, hardware, servers, software, operating systems, and networking.

(f) No Obligation to Monitor

Autocorp is not obligated to monitor service access or use but reserves the right to do so. Autocorp may prohibit access determined to violate the agreement.

4. Vendor Terms

(a) Vendor Products and Terms

Autocorp may use or incorporate vendor products and require acceptance of vendor terms. You must review and agree to applicable vendor terms, comply with obligations, promptly notify of changes, and accept updates to continue using services.

(b) Audit Right

Upon written request, you shall provide relevant documents regarding services and vendor compliance. Autocorp, the vendor, or a third-party auditor may audit compliance during regular business hours with minimal business disruption.

(c) Non-Compliance

Autocorp may suspend or terminate service access without liability if you fail to comply with vendor terms.

(d) Third Party Services

If you use third-party services with Autocorp's services, such third parties may access your data. Autocorp is not responsible for third-party acts or data handling. Use of third-party services is at your sole risk.

5. End Users

(a) End Users

End users accessing services must be over 18 years old, authorized by you, not share account credentials with others, agree to abide by the agreement, and comply with end user compliance requirements.

(b) End User Compliance

You are responsible for ensuring end users are aware of and comply with terms of service, vendor terms, and applicable laws. You must monitor service use, implement secure authentication, prevent personal use or unauthorized provision to third parties, inform users of civil and criminal liability for unauthorized access, ensure necessary consents are obtained, and immediately notify Autocorp of violations.

(c) Responsibility for End Users

You are responsible and liable for all service uses from access you provided, whether authorized or not. You must ensure end users understand permitted use and are liable for all end user breaches of the agreement.

(d) Training and Education

You shall use best efforts to ensure end users are educated and trained in proper platform use and operate in accordance with Autocorp's instructions and documentation.

6. Data, Security, and Privacy

(a) Customer Systems

You are responsible for obtaining and maintaining functionality and security of equipment and services needed to connect to and access services.

(b) Unauthorized Access

You shall take reasonable steps to prevent unauthorized access by protecting passwords and login information. You must immediately notify Autocorp of suspected unauthorized use or security breaches.

(c) Your Data

You are solely responsible for your data's accuracy, quality, integrity, legality, reliability, and appropriateness. You must comply with applicable laws and regulations, implement administrative, technical, physical, and organizational safeguards, maintain a compliant privacy policy, provide required notices and obtain necessary consents, establish security procedures and logging mechanisms, use data solely in accordance with the agreement, and cease use within 72 hours of revoked consent.

(d) Back Ups

You are solely responsible for making, maintaining, and protecting data backups during the term. You will not have access to data following agreement expiration or termination.

(e) Personal Information and Privacy

Autocorp respects privacy rights of personal information in accordance with applicable laws. For customer data, Autocorp serves as a data controller; for end user data, Autocorp serves as a data processor. Customers with questions may contact privacy@autocorp.ai; end users should contact the customer.

(f) Compliance with California Consumer Privacy Act (CCPA)

When customers disclose personal information of California consumers, Autocorp processes such information solely as a service provider for described business purposes and shall not sell, retain, use, or disclose it for other commercial purposes. Autocorp will inform consumers requesting privacy rights to inquire with the customer or refer requests directly.

(g) Usage Data

Autocorp may monitor service use and collect Usage Data. All rights to Usage Data belong to Autocorp. Autocorp may make Usage Data publicly available and use it as permitted under applicable laws, provided such data does not identify customers, confidential information, or personal information.

(h) De-Identified Data

Autocorp may use, reproduce, sell, publicize, disclose, or exploit anonymized or de-identified platform and service information for product improvement and lawful purposes.

7. Intellectual Property Rights

(a) Autocorp Property

Autocorp retains all rights, title, and interest in Autocorp property including trademarks, copyrights, GUI design, and overall look and feel. You may not adopt or use trademarks similar to those used with services or engage in activities depreciating goodwill. For API integration services, source code ownership terms are specified in the API Integration Services Addendum.

(b) Your Obligation to Notify

You must immediately notify Autocorp at legal@autocorp.ai of any suspected intellectual property infringements.

(c) Your Data

You retain rights, title, and interest in your data and grant Autocorp a non-exclusive, transferable, sublicensable, worldwide, royalty-free license to use data for providing services, monitoring and improving the platform, or lawful purposes, both during and after the term. Vendor information may be used for any lawful purpose.

(d) Feedback

Communications suggesting changes, new features, comments, or suggestions may be used by Autocorp without attribution or compensation. You assign all rights to such feedback to Autocorp.

8. Fees and Payments

(a) Fees

You shall pay fees described in your Sales Order Form in accordance with terms specified, including fees for use exceeding capacity parameters.

(b) Payment

Autocorp delivers invoices according to the specified frequency. Invoices are due upon receipt. You must pay all applicable sales taxes and other taxes.

(c) Late Payments

Late payments incur a fee of the lesser of ten percent (10%) per month compounded monthly or the maximum permitted by law.

(d) Payment Disputes

You must notify Autocorp in writing within thirty (30) days of invoice date to dispute billing. Failure to notify results in invoice acceptance and waiver of dispute rights. Undisputed portions must be paid according to specified terms. Autocorp may review and adjust disputed amounts at its discretion.

(e) Taxes

You are responsible for all applicable taxes, duties, and charges related to service provision, excluding taxes on Autocorp's net income or capital. If tax authorities impose obligations on Autocorp due to your non-payment, you agree to reimburse tax amounts and related penalties or interest. You must provide necessary tax exemption certificates.

(f) Annual Fee Adjustment

Fees may be subject to annual increases of up to five percent (5%) or the CPI percentage increase, whichever is lower. Autocorp will notify you at least thirty (30) days before term end. You may provide non-renewal notice within thirty (30) days to prevent adjustment; otherwise, fees adjust for subsequent renewal terms.

9. Suspension and Termination

(a) Suspension of Use

Autocorp may temporarily suspend access if it reasonably determines:

• There is a threat or attack on Autocorp property
• Your or an end user's use disrupts or poses security risks
• You or an end user is using property for unauthorized, inappropriate, fraudulent, or illegal activities
• Service provision is prohibited by applicable laws
• You are in material breach or risk of breach, including overdue payments
• A vendor has suspended or terminated Autocorp's access (vendor service suspension)

(b) Vendor Service Suspension

Upon vendor service suspension, Autocorp shall use commercially reasonable efforts to provide written notice and updates regarding resumption. Liability arising from vendor service suspension is subject to limitation of liability provisions.

(c) Termination for Cause

Either party may terminate immediately upon written notice if:

• The other party materially breaches and does not cure within thirty (30) days
• The other party materially breaches in a non-curable manner
• The other party ceases business, makes asset assignments, or enters bankruptcy or similar proceedings

(d) Suspension and/or Termination by Us

Autocorp may:

• Immediately suspend or terminate access without notice if you or an end user exceeds permitted use or fails to comply with agreement terms
• Immediately terminate upon governmental or regulatory order or if you experience ownership changes involving a competitor
• Terminate at any time for any reason with ninety (90) days written notice

(e) Effects of Termination

Upon termination, you must cease all access and use of services and delete or return all documentation copies. Outstanding fees remain immediately payable.

(f) Survival

Defined terms, obligations to pay incurred fees, and numerous specified sections survive termination.

10. Representations and Warranties, Disclaimer, Assumption of Risk

(a) Our Representations and Warranties

Autocorp represents it owns or is licensed to provide services and has authority to grant access and use rights. If Autocorp breaches these warranties, it shall at its expense secure rights, replace or modify services, or refund remaining term fees. This section and your termination rights constitute your sole remedy for warranty breach.

(b) Your Representations and Warranties

You represent and warrant you have full authority to enter the agreement, have accurately identified yourself, own your accounts, have not taken conflicting actions, your data does not violate third-party rights, your data complies with applicable laws and regulations, and your service use complies with agreement terms and laws. These representations continue throughout the term.

(c) Disclaimer

Autocorp makes no warranties beyond those expressly stated and disclaims all other warranties including merchantability, title, fitness for particular purpose, non-infringement, and error-free use. Autocorp does not warrant services will be uninterrupted, timely, error-free, accurate, reliable, or prevent misuse, fraud, or data breaches. Autocorp is not responsible for customer properties, your data, third-party services, unauthorized use, or decisions based on services.

(d) Assumption of Risk

You acknowledge services are provided "as is" and "as available" and have not been customized for your requirements. Services are not error-free; you are solely responsible for virus scanning and any resulting hardware damage or data loss from downloading, installing, or using services. Autocorp does not warrant service compatibility with specific hardware.

11. Limitation of Liability, Waiver, and Indemnity

(a) Limitation of Liability

To the maximum extent permitted by law, Autocorp parties are not liable for loss of use, data, goodwill, revenues, profits, or any consequential, special, indirect, incidental, punitive, or exemplary loss or damage arising from services, vendor services, third-party services, or the agreement.

Autocorp's total liability shall not exceed one thousand Canadian dollars (CAD $1,000.00) for all damages and causes of action. Claims must be commenced within one (1) year or be deemed time-barred.

(b) Waiver of Jury Trial and Class Action

You irrevocably waive the right to jury trial and participation in class actions. Claims may only be brought in individual capacity.

(c) Your Indemnity

You agree to defend, indemnify, release, and hold harmless Autocorp parties from claims, costs, damages, and expenses arising from your data, breaches by you or end users, acts or omissions of you or end users, or Autocorp's exercise of granted rights.

12. Confidentiality

(a) Definition

Confidential Information means confidential or proprietary information disclosed in connection with the agreement. Autocorp's confidential information includes features, functionality, performance information, terms, pricing, documentation, and Autocorp IP. Your confidential information includes data provided and your data but excludes vendor information.

(b) Parties' Obligations

Receiving parties shall keep confidential information confidential using reasonable care no less than the care used for their own information. Confidential information shall not be used for purposes other than exercising rights or performing obligations.

(c) Exceptions

Confidentiality does not apply to information that is publicly available, was in receiving party's possession prior to disclosure, becomes available from non-confidential sources, is independently developed, or must be disclosed to comply with law.

(d) Remedies for Breach

Breach may cause irreparable harm. The disclosing party is entitled to seek injunctive relief in addition to other remedies without posting bond or proving damages.

13. Miscellaneous

(a) Updates to these Terms of Service

Autocorp reserves the right to revise, update, change, modify, add, supplement, or delete terms to reflect service changes, conduct changes, legal or regulatory reasons, security, best practices, or prevent abuse. Material changes will provide reasonable advance notice and review opportunity.

(b) Governing Law

The agreement is governed by Ontario law and Canadian law without regard to conflicts of laws.

(c) Severability

If any provision is invalid, the remainder remains in full force.

(d) Entire Agreement

The agreement is the complete agreement and supersedes all prior communications, understandings, or agreements.

(e) Assignment

You may not transfer or assign rights or obligations without Autocorp's written consent. Autocorp may transfer or assign at any time.

(f) Force Majeure

Except for payment obligations, neither party is responsible for failure to perform due to events beyond reasonable control.

(g) Contact

Questions regarding Terms of Service may be directed to legal@autocorp.ai.

SMS Terms & Conditions

1. SMS Consent Communication

Phone numbers obtained during SMS consent are not shared with third parties for marketing purposes.

2. Types of SMS Communications

If you have consented to text messages from Autocorp.ai, you may receive messages related to meeting confirmation and appointment confirmations. Example message: "Hi [Name], just confirming our call scheduled for tomorrow at 11:00 AM. Msg frequency varies. Msg & data rates may apply. Reply HELP for help or STOP to opt out."

3. Message Frequency

Message frequency may vary depending on communication type, such as up to 3 SMS messages per week for meeting appointments.

4. Potential Fees for SMS Messaging

Standard message and data rates may apply depending on carrier pricing plans and whether messages are sent domestically or internationally.

5. Opt-In Method

You may opt in to SMS messages verbally during conversation or by submitting online forms.

6. Opt-Out Method

You can opt out at any time by replying "STOP" to any SMS message or contacting Autocorp directly to request removal.

7. Help

Reply "HELP" to any SMS for assistance, or contact Autocorp directly.

8. Additional Options

You can choose not to check the SMS consent box on Autocorp forms if you do not wish to receive SMS messages.

9. Standard Messaging Disclosures

Message and data rates may apply. Opt out at any time by texting "STOP." For assistance, text "HELP" or visit privacy and terms pages. Message frequency may vary.