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BDC.ai Terms & Conditions

Last Updated: 02.17.2025

Introduction

These Terms and Conditions (“Agreement”) govern the use of services provided by BDC.ai, a product of Dealmatic LLC (“BDC.ai”, “we”, “us”, “our”). By purchasing, accessing, or using our services, you confirm that you have read, understand, and accept this Agreement. If you are using the Services on behalf of an entity, you confirm that you have the authority to bind that entity to these Terms.

BDC.ai reserves the right to update these Terms at any time. The latest version will always be available at: [Insert URL]. Any questions regarding these Terms should be directed to legal@bdc.ai.

1. License & Usage

BDC.ai grants the Customer a limited, non-exclusive, non-transferable, and non-sublicensable right to access and use our services strictly for internal business purposes.

2. License Restrictions

Customers may not: -Resell any content created using the Services. -Share login credentials with unauthorized users. -Modify, copy, distribute, or reverse-engineer the Services. -Use bots, scripts, or automated software to access or manipulate the Services. -Circumvent security or authentication measures. -Use the Services to engage in fraudulent, misleading, or illegal activities.

BDC.ai reserves the right to audit usage to ensure compliance.

3. Service Commitments

BDC.ai will provide: -Service availability as outlined in the applicable Service Level Agreement (SLA). -Technical support during business hours. -Updates and modifications to the platform as needed, with or without prior notice.

4. Customer Responsibilities

Customers agree to: -Use the Services only for business purposes. -Maintain security over account credentials. -Ensure all provided data complies with applicable laws. -Use the Services only for vehicles they own and operate. -Take full responsibility for all activity occurring under their accounts.

5. Customer Data

-Customer retains ownership of their data but grants BDC.ai a limited license to use such data for service delivery. -BDC.ai is not responsible for reviewing, filtering, or removing customer data. -Customers must ensure that any data submitted does not violate third-party rights or applicable laws.

6. Implementation Services

If applicable, BDC.ai will provide implementation assistance for a defined period. Customers must cooperate to ensure timely execution. Any delays caused by the Customer may result in additional fees.

7. Fees & Payment

-Fees are outlined in the Order Form and must be paid in accordance with the agreed terms. -Late payments may incur interest charges of 1.5% per month or the maximum amount permitted by law. -All applicable taxes are the responsibility of the Customer. -Failure to make timely payments may result in suspension or termination of Services.

8. Third-Party Integrations

-Customers are responsible for obtaining permissions for BDC.ai to access third-party data sources. -BDC.ai is not liable for third-party services, changes in third-party policies, or data accuracy.

9. Term & Termination

-This Agreement remains in effect unless terminated per the terms stated in the Order Form. -Either party may terminate for material breach if not remedied within 30 days of notice. -Upon termination, access to Services will be revoked, and Customer must cease all use of BDC.ai Services immediately. -Certain provisions, such as Confidentiality, Intellectual Property, and Limitation of Liability, shall survive termination.

10. Confidentiality

Both parties agree to protect each other’s confidential information and not disclose it to third parties unless required by law. This includes but is not limited to trade secrets, proprietary algorithms, and non-public business data.

11. Intellectual Property

-BDC.ai owns all proprietary rights to the platform, including algorithms, code, and underlying technology. -Customers may not use BDC.ai trademarks without prior approval. -Any feedback, ideas, or suggestions submitted by Customers become the property of BDC.ai.

12. Warranties & Disclaimers

BDC.ai provides the Services “as is” and disclaims all implied warranties, including merchantability and fitness for a particular purpose. No guarantees are made regarding uptime, performance, or the suitability of the Services for any specific business need.

13. Data Protection

-BDC.ai will comply with applicable data protection laws. -Customers must not upload sensitive personal data (e.g., medical, financial data) into the system. -Customers are responsible for ensuring that their data collection complies with all relevant regulations.

14. Indemnification

Customers agree to indemnify, defend, and hold harmless BDC.ai against claims arising from misuse of the Services, including but not limited to intellectual property infringement, regulatory violations, or breaches of third-party agreements.

15. Limitation of Liability

BDC.ai’s liability for any claim shall not exceed the total amount paid by the Customer in the 12 months preceding the claim. BDC.ai is not responsible for indirect, incidental, or consequential damages, including loss of profits, business interruption, or data loss.

16. Governing Law & Dispute Resolution

This Agreement shall be governed by the laws of Michigan, USA. Any disputes shall be resolved through binding arbitration in Oakland County, Michigan. Customers waive the right to participate in class-action lawsuits.

17. Amendments & Notices

-BDC.ai may amend these Terms at any time with notice to the Customer. -Notices under this Agreement shall be sent via email or certified mail. -Customers must ensure their contact information remains up to date.

18. Force Majeure

BDC.ai is not liable for service interruptions due to causes beyond its control, such as natural disasters, labor strikes, cyberattacks, or network failures.

19. Entire Agreement

This Agreement represents the entire understanding between BDC.ai and the Customer, superseding all prior agreements.

For any inquiries regarding these Terms, please contact legal@bdc.ai.