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Terms & Conditions

Effective: July 12, 2024

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These Terms govern your use of the 360auto.ai websites, software, and artificial-intelligence services (collectively the “Services”). By creating an account, signing an Order Form, or otherwise using the Services, you agree to these Terms, the Master Terms & Conditions for AI Services (PDF) (the “Master Terms”), and the Data Use Addendum. If there is any conflict, the hierarchy is:

  1. A signed Order Form or Subscription Agreement;

  2. The Master Terms (including its attached addenda);

  3. These website Terms.
     

Who “we” and “you” are

  • “360auto.ai,” “we,” “us” – 360auto.ai, a Florida corporation headquartered in Jupiter, Florida.

  • “Client,” “you,” “your” – the company or organization that opens an account or signs an Order Form, plus anyone it authorizes to use the Services.
     

The Services are business-to-business only. You must be at least 18 years old and authorized to bind your organization to these Terms.


Account & Access

You must provide accurate registration information, protect your credentials, and ensure that all use complies with these Terms and the Acceptable Use Rules below. You are responsible for all activity that occurs under your account.

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Using Our Services

We provide cloud-hosted AI-powered solutions, dashboards, data connectors, and related professional services as described in each Order Form. We may update or improve features automatically.
 

Fees, Invoicing & Auto-Renew

  • Fees: Subscription, set-up, and usage-based fees are listed on your Order Form and in Exhibit B of the Master Terms.

  • Invoices: Issued on the 1st of each month; Net 30. Late balances accrue at 1.5% per month.

  • Auto-Renew: Unless stated otherwise, subscriptions run 12-month terms and renew automatically for successive 12-month periods unless either party gives 60 days’ written notice before the end of the current term.

  • Price Changes: We may adjust fees once per year with 30 days’ notice by email. New rates apply at renewal. If you object, you may cancel that add-on or subscription before renewal.
     

Your Content & Data License

  • Ownership: You retain all rights in the data, audio, text, or other content you submit (“Client Data”).

  • License to Us: You grant us a non-exclusive, worldwide license to host, process, analyze, and otherwise use Client Data solely to (i) deliver and secure the Services, and (ii) train, test, and refine our AI models. This license lasts during the Agreement and for 30 days thereafter to wind down.

  • Deletion: We will delete or return Client Data within 30 days of a written request or termination, except where law requires retention.

  • Security: We encrypt all data in transit and at rest and are pursuing SOC 2 Type 2 and ISO 27001/43001 certifications.

  • Quality Warning: AI output may be inaccurate or incomplete; you are responsible for reviewing it before relying on it.
     

Acceptable Use Rules

You agree not to:

  • Violate any law (e.g., TCPA, CAN-SPAM, GDPR, CCPA).

  • Upload infringing, obscene, hateful, or unlawful content.

  • Probe, scan, reverse-engineer, or overload the Services, or bypass rate limits.

  • Use the Services or output to build or train competing AI models.

  • Misrepresent AI-generated output as solely human-generated.

We may suspend or terminate accounts that violate these rules after providing notice and, where feasible, a reasonable opportunity to cure.
 

Third-Party Services

Our Services may interoperate with third-party platforms (e.g., Twilio, DealerVault). Their terms apply to any third-party output; we are not responsible for them.
 

Feedback

Any suggestions or feedback you provide may be used by us without compensation. You grant us a perpetual, royalty-free license for that purpose.
 

Warranties & Disclaimers

We warrant that we will deliver the Services in a professional, workmanlike manner. Except as expressly stated, the Services and all output are provided “as is.” We disclaim all other warranties, including merchantability, fitness for a particular purpose, and non-infringement.
 

Limitation of Liability

  • Neither party is liable for indirect or consequential damages.

  • Except for breaches of confidentiality or indemnity obligations, liability is capped at the fees paid under the Agreement in the 12 months preceding the claim.

  • For confidentiality or IP infringement claims, liability is capped at three (3) times those fees.
     

Indemnities

  • Provider → Client: We indemnify you for third-party claims that the Services infringe IP rights.

  • Client → Provider: You indemnify us for claims arising from misuse of Services or breach of these Terms.

  • Mutual: Each party indemnifies the other for claims resulting from gross negligence, fraud, or willful misconduct.
     

Termination & Suspension

Either party may terminate for material breach not cured within 30 days of written notice. All unpaid fees become due upon termination. We may suspend Services immediately if required by law or to prevent substantial harm; we will notify you and restore services once resolved.
 

Changes to Terms or Services

We may update these Terms to reflect legal, security, or business changes.

  • Material changes: Take effect 30 days after notice by email or in-product message.

  • Other changes: Effective upon posting. Continued use after effective date = acceptance.
     

Export & Sanctions Compliance

You may not use the Services in embargoed countries or for prohibited end uses under U.S. law. You represent that neither you nor your users are on any U.S. sanctions list.
 

Governing Law & Dispute Resolution

  • Mediation: Required before arbitration/litigation.

  • Arbitration: Binding under AAA Commercial Arbitration Rules in Wilmington, Delaware (video or document hearings permitted).

  • Class-Action Waiver: Disputes must be individual; no class or representative actions.

  • Small-Claims: Either party may bring qualifying claims in New York County, NY.

  • Governing Law: New York law governs, excluding conflict-of-law rules.
     

Miscellaneous

  • Assignment: You may not assign these Terms without our consent. We may assign to an affiliate or successor.

  • Severability: If one part is unenforceable, the rest remains effective.

  • No Waiver: Failure to enforce rights is not a waiver of future enforcement.

  • Entire Agreement: These Terms, the Master Terms, Data-Use Addendum, and any signed Order Form make up the full agreement, superseding earlier ones.


     

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