End User Agreement

This End User Agreement (“Agreement“) is between you, the end user, (“you“) and Streamline Auto Group, LLC (“Streamline“, “us” or “we“). By downloading, installing, accessing or using this or any other Streamline application, website and/or any accompanying software or service (individually and collectively, the “Streamline Product”) or by accepting this Agreement by electronic means, you are bound by this Agreement.

This Agreement contains provisions that exempt Streamline and other persons from liability or limits their liability, specify the forum and jurisdiction for resolution or disputes, waive the right to class actions, and other important provisions.

Streamline may amend this Agreement (i.e. change, delete or add new provisions) at any time, which amendments will become effective immediately when posted. It is your responsibility to review this Agreement before you use the Streamline Product because your use of the Streamline Product (or, if applicable, your acceptance of this Agreement by electronic means) after we make amendments to this Agreement will be deemed to be your agreement to the Agreement, as amended. This Agreement governs any upgrades or updates to the Streamline Product, unless a separate agreement accompanies the upgrade or update.

Additional notices, terms, and conditions may apply to receipt of services, participation in a particular program, training, authorized user registration to the Streamline Product or specific portions and features of the Streamline Product, all of which are made a part of this Agreement by this reference.

Although it may not be required, if you accept this Agreement via a click-through, you agree that your acceptance of this Agreement by electronic means, including an “accept” or similar button or checkbox or other electronic signature process, indicates your intent to be bound and is binding upon you and enforceable in the same manner as a handwritten signature.

1. Eligibility.Streamline provides various software services, including the Streamline Product, to certain Streamline-authorized dealerships (“Participating Dealerships“). The Participating Dealerships may allow access to the Streamline Product to their employees, representatives and customers, and to certain Streamline-authorized lending institutions (“Participating Lenders”) and their employees, in each case, as permitted under that Participating Dealership’s agreement with Streamline. By using the Streamline Product, you represent and warrant that you are authorized by a Participating Dealership to use the Streamline Product. You are only permitted to use the Streamline Product in connection with your (or, if you are an employee of a Participating Lender, that Participating Lender’s) relationship with Participating Dealership. The Streamline Product is only available to persons over the age of 18.
2. Grant of Rights.
   (a) Subject to your compliance with this Agreement, Streamline hereby grants to you a personal, limited, non-exclusive, non-transferable, non-sublicensable, revocable right to use the Streamline Product (i) if you are a customer, for your personal and noncommercial use in connection with your relationship with the applicable Participating Dealership, (ii) if you are an employee or representative of a Participating Dealership, for the internal business purposes of that Participating Dealership, or (iii) if you are an employee of a Participating Lender, for the internal business purposes of that Participating Lender in connection with their relationship with the applicable Participating Dealership. Streamline may change, suspend, or discontinue any aspect of the Streamline Product or your right to use the Streamline Product at any time.
   (b) Except for the limited license granted to you in this Agreement, Streamline, its affiliates and licensors retain all right, title and interest in the Streamline Product, including all of its content, all upgrades and updates, and all related intellectual property rights. If you provide feedback regarding the Streamline Product, Streamline will own all rights in such feedback and you irrevocably assign to Streamline, and otherwise waive, any and all rights you may have to such feedback.
   (c) Streamline may exercise whatever means it deems necessary to prevent unauthorized use of the Streamline Product, including technological barriers, IP mapping, and directly contacting your Internet Service Provider (ISP) regarding such unauthorized use.
3. User Content.
   (a) You may be able to input or upload text, data, pictures and other content (collectively, “User Content“) to or through the Streamline Product. User Content shall also include data that you authorize Streamline to collect. By so authorizing Streamline or distributing or disseminating User Content through the Streamline Product, you hereby grant to Streamline a non-exclusive, worldwide, perpetual, royalty-free, paid-up, transferable and sub-licensable right and license to use, host, transfer, display, perform, reproduce, copy, distribute and make derivative works of your User Content (and any copyrights, publicity, database and other proprietary rights therein) in connection with our provision of the Streamline Product, and/or, in anonymous form, for Streamline’s marketing and promotional purposes, in each case, in any media formats and through any media channels. Additionally, you hereby grant to Streamline, the Participating Dealer, the Participating Lenders, and each other user that is authorized to access your User Content a worldwide, perpetual, royalty-free, paid-up, transferable and sub-licensable, non-exclusive right and license to access and use such User Content in the manner contemplated by this Agreement and/or the Streamline Product. The foregoing licenses shall survive any termination of this Agreement or your use of the Streamline Product.
   (b) You are solely responsible for your User Content and the consequences of posting or publishing it. By uploading and publishing your User Content, you affirm, represent, and warrant that you are the creator and owner of or have the necessary licenses, rights, consents, and permissions to use and to authorize Streamline, the Participating Dealer, the Participating Lenders and Streamline’s users to use and distribute your User Content as necessary to exercise the licenses granted by you in this Section and in the manner contemplated by Streamline and this Agreement.
   (c) Streamline will not use or otherwise process any User Content for the purpose of serving as a factor in establishing any consumer’s eligibility for any the purposes stated in Section 603(d)(1)(A)-(B) or Section 604 of the Federal Fair Credit Reporting Act, as may be amended or superseded.
4. Prohibited Conduct. You will not:
   (a) copy or distribute the Streamline Product;
   (b) assign, sublicense, rent, timeshare, loan, lease or otherwise transfer the Streamline Product;
   (c) allow any third party to use or copy the Streamline Product, directly or indirectly;
   (d) post or transmit through the Streamline Product any material that (i) is unlawful, threatening, abusive, defamatory, vulgar, obscene, profane or otherwise objectionable, as reasonably determined by Streamline; (ii) violates or infringes the rights of others, including intellectual property, moral rights, privacy and publicity rights, (iv) that gives rise to civil or criminal liability; (v) is an advertisement or solicitation; (vi) is inaccurate, false or misleading; (vii) contains any viruses or other malicious code, file, or program; or (viii) depicts or encourages violence, or make any threats to commit violent acts;
   (e) reverse engineer, decompile, disassemble, modify or create works derivative of the Streamline Product;
   (f) remove any proprietary notices (e.g., copyright and trademark notices) from the Streamline Product;
   (g) use the Streamline Product beyond its intended use; or
   (h) use the Streamline Product in violation of any law.

In addition to its other rights and remedies under this Agreement, Streamline may refer any suspected any activity that violates this Section (and any User Content) to the Participating Dealership, the Participating Lenders and appropriate law enforcement authorities.

5. Account Security.You may be required to register as an authorized user for access to the Streamline Product, which may require a user name, a password and verification factors (collectively, “Authorized User Credentials“), and/or use of multi-factor authentication (MFA) and/or single sign-on (SSO). You may also have to provide certain registration information, all of which must be accurate and updated. You are not allowed to share or give your Authorized User Credentials to anyone else. You are responsible for maintaining the confidentiality of your password and verification factors. You agree not to use another person’s Authorized User Credentials or select Authorized User Credentials: (a) with the intent to impersonate another person; (b) subject to the rights of another person without authorization; (c) in violation of the intellectual property rights of another person; or (d) that Streamline, in its sole discretion, deems inappropriate or offensive or discriminates on the basis of race, color, sex, language, religion, political or other opinion, national or social origin, property, birth or other status. You have no ownership or other property interest in your account and/or user name, and all rights in and to your user name and account are and will forever be owned by and inure to the benefit of Streamline. Streamline will not be liable for any loss or damage arising from your failure to comply with these obligations. Streamline may delete or change Authorized User Credentials (with notice) at any time and for any reason. You may be liable for the losses incurred by Streamline or others due to any unauthorized use of your Streamline Product account.
6. Third-Party Content.The Streamline Product may include links or references to other information, content, resources, applications, tools, products, web sites or services (collectively, “Third-Party Content“) solely as a convenience to you and other users. The inclusion of links or references to Third-Party Content does not represent an endorsement or approval by Streamline with respect to any such Third-Party Content, or the providers thereof. Streamline is not responsible for the availability of any Third-Party Content. Streamline expressly disclaims responsibility for the Third-Party Content, including any products and services provided by, available through, or advertised on the Third-Party Content. In addition, your dealings with any Third-Party Content found on or through the Streamline Product are solely between you and the applicable third party. Access and use of Third-Party Content is solely at your own risk.
7. Termination and Suspension.Streamline may immediately terminate this Agreement or suspend your right to use the Streamline Product at any time without cause or notice.
8. Disclaimers; No Warranties.TO THE MAXIMUM EXTENT PERMITTED BY LAW, STREAMLINE, AND ITS AFFILIATES, PARTICIPATING DEALERSHIPS, PARTICIPATING LENDERS, PARTNERS, REPRESENTATIVES, THIRD-PARTY PROVIDERS, LICENSORS AND SUPPLIERS (COLLECTIVELY, “AFFILIATES”) DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. NOTHING, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM STREAMLINE OR THROUGH THE STREAMLINE PRODUCT WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. YOUR USE OF THE STREAMLINE PRODUCT IS AT YOUR SOLE RISK, AND NONE OF STREAMLINE NOR ANY OF ITS AFFILIATES IS RESPONSIBLE OR LIABLE FOR YOUR ACTIONS RELATED THERETO OR FOR ANY DECISIONS YOU MAKE BASED THEREON. THE STREAMLINE PRODUCT AND ANY DATA, INFORMATION, THIRD-PARTY SOFTWARE, CONTENT, USER CONTENT, COMMERCIAL CONTENT, THIRD-PARTY CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE STREAMLINE PRODUCT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE”, “WITH ALL FAULTS” BASIS AND WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND EITHER EXPRESS OR IMPLIED. STREAMLINE AND ITS AFFILIATES DO NOT WARRANT THAT THE DATA, CONTENT, USER CONTENT, COMMERCIAL CONTENT, FUNCTIONS, OR ANY OTHER INFORMATION OFFERED ON OR THROUGH THE STREAMLINE PRODUCT OR ANY THIRD-PARTY CONTENT WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED. STREAMLINE AND ITS AFFILIATES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE STREAMLINE PRODUCT OR ANY THIRD-PARTY CONTENT IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, GUARANTEEING ANY OUTCOME, OR OTHERWISE. NOTHING, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM STREAMLINE OR THROUGH THE STREAMLINE PRODUCT WILL CONSTITUTE FINANCIAL, LEGAL OR OTHER ADVICE. NONE OF STREAMLINE NOR ANY OF ITS AFFILIATES IS RESPONSIBLE OR LIABLE FOR ANY INTERNET, NETWORK, CONNECTIVITY, COMMUNICATIONS OR OTHER ISSUES THAT IMPACT YOUR ABILITY TO ACCESS AND/OR USE THE STREAMLINE PRODUCT.
9. Limitation of Liability and Damages.TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL STREAMLINE OR ITS AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, SPECIAL, GENERAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, AGGRAVATED OR INDIRECT DAMAGES (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE), WHICH INCLUDE, WITHOUT LIMITATION, DAMAGES FOR PERSONAL INJURY, LOST PROFITS, LOST DATA AND BUSINESS INTERRUPTION, ARISING OUT OF THE USE OR INABILITY TO USE THE STREAMLINE PRODUCT, OR ANY USER CONTENT, THIRD-PARTY CONTENT, OR OTHER ONLINE OR OFFLINE INTERACTION FACILITATED THROUGH USE OF THE STREAMLINE PRODUCT, EVEN IF STREAMLINE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, THE ENTIRE LIABILITY OF STREAMLINE AND ITS AFFILIATES UNDER THIS AGREEMENT FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) IS LIMITED TO THE AMOUNT PAID BY YOU, IF ANY, FOR THE STREAMLINE PRODUCT OR $100, WHICHEVER IS GREATER.
10. Indemnification.You will indemnify, defend and hold Streamline and its Affiliates and its and their respective directors, officers, employees and agents harmless from any claims, losses, damages, liabilities and expenses (including reasonable attorney’s fees and costs) arising out of or relating to your use or misuse of the Streamline Product, your User Content, or any violation by you of this Agreement. Streamline reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Streamline, and you agree to cooperate with Streamline’s defense of these claims. Streamline will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
11. Copyright and Digital Millennium Copyright Act.Streamline is committed to complying with copyright and related laws, and requires all users of the Streamline Product to comply with these laws. Accordingly, you may not store any material or content or use or disseminate any material or content though the Streamline Product in any manner that constitutes an infringement of third-party intellectual property rights, including rights granted by copyright law. Owners of copyrighted works who believe that their rights under copyright law have been infringed may take advantage of certain provisions of the Digital Millennium Copyright Act of 1998 (the “DMCA”) to report alleged infringements. You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights.

Streamline will terminate the use privileges of any user who repeatedly infringes the copyright rights of others upon receipt of proper notification to Streamline by the copyright owner or the copyright owner’s legal agent. If you feel that a posted message is objectionable or infringing, we encourage you to contact us immediately. Upon our receipt of a proper notice of claimed infringement under the DMCA, we will respond expeditiously to remove, or disable access to, the material claimed to be infringing and will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content in issue. Streamline’s designated agent (i.e., the proper party) to whom you should address such notice is listed below. If you believe that your work has been copied and posted using the Streamline Product in a way that constitutes copyright infringement, please provide our designated agent with the following information:
(a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
(b) a description of the copyrighted work or other intellectual property that you claim has been infringed;
(c) a description of where the material that you claim is infringing is located to permit us to locate the material;
(d) your address, telephone number, and email address;
(e) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and
(f) a statement by you, made under penalty of perjury, that the information contained in your report is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
Notice of claims of copyright infringement should be sent to our agent at info@streamline.auto with the subject line DMCA. Address your correspondence to: DMCA Officer.

12. Third-Party Beneficiary.Streamline’s Affiliates (and each of our and their respective successors and assigns) will be considered third-party beneficiaries of this Agreement and will be entitled to bring a direct action against you in the event of breach of any applicable provisions of this Agreement. In addition, if you access the Streamline Product using an Android, Apple iOS, or Microsoft Windows-powered device, or the Amazon cloud interface, then Google, Inc. (“Google“), Apple Inc. (“Apple“), Microsoft Corporation (“Microsoft“), and Amazon Digital Services, Inc. (“Amazon“), respectively, shall be a third-party beneficiary to this Agreement. However, these third-party beneficiaries are not a party to this Agreement, and are not responsible for the provision or support of the Streamline Product.
13. Network.If you access the Streamline Product via a mobile device, your network provider’s messaging, data and other rates, terms and fees may apply when you access and use the Streamline Product.
14. Privacy Policy.Your use of the Streamline Product constitutes acceptance of our Privacy Policy, available at [INSERT HYPERLINK TO POLICY].
15. General.This Agreement will be governed by and construed in accordance with the laws of the State of New York, without giving effect to any principles of conflicts of law. The parties agree that the federal and state courts residing in Erie County, New York will have exclusive jurisdiction over this Agreement. You will not consolidate or seek class treatment for any claim with respect to the Streamline Product and you will not join any purported class action involving the Streamline Product. Recognizing and acknowledging that any breach of the provisions of Sections 2 or 4 will cause irreparable damage for which other remedies may be inadequate, in addition to monetary damages and any other remedies available at law or in equity, Streamline will have the right to petition for such equitable relief as may be necessary to prevent such a breach or threatened breach without having to post a bond or prove actual damages. This Agreement will not be governed by the 1980 U.N. Convention on Contracts for the International Sale of Goods. This Agreement constitutes the entire understanding and agreement between Streamline and you with respect to the transactions contemplated in this Agreement and supersedes all prior or contemporaneous oral or written communications with respect to the subject matter of this Agreement, all of which are merged in this Agreement. You may not assign this Agreement without our prior written consent. Any attempted assignment in violation of this Agreement will be invalid. This Agreement is binding upon and inures to the benefit of each party’s respective successors and permitted assigns. The heading references herein are for convenience purposes only, do not constitute a part of this Agreement, and will not be deemed to limit or affect any of the provisions hereof. For purposes of this Agreement, (i) the words “include,” “includes,” and “including” are deemed to be followed by the words “without limitation”; (ii) the word “or” is not exclusive; (iii) the words “herein,” “hereof,” “hereby,” “hereto,” and “hereunder” refer to this Agreement as a whole; and (iv) words denoting the singular have a comparable meaning when used in the plural, and vice-versa. You may not modify, amend or alter in any way this Agreement but we may amend it as provided in this Agreement. In the event any provision of this Agreement is found invalid or unenforceable pursuant to judicial decree, the remainder of this Agreement will remain valid and enforceable according to its terms. Any failure by Streamline to enforce any provision of this Agreement will not operate as a waiver of that provision or any subsequent breach of that provision. No waiver by Streamline will be effective unless in writing and duly executed by Streamline. The disclaimers and limitations of liability and any other terms that by their nature are intended to survive will survive any termination or expiration of this Agreement. IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT IN THE EVENT ANY REMEDY HEREUNDER IS DETERMINED TO HAVE FAILED OF ITS ESSENTIAL PURPOSE, ALL LIMITATIONS OF LIABILITY AND EXCLUSIONS OF DAMAGES WILL REMAIN IN EFFECT.
16. Notices.  You agree to receive electronically all communications, agreements, documents, notices and disclosures that we provide in connection with this Agreement, your account and your use of the Streamline Product. Notices may include email, in-app messages and in-website chat communications.
17. Contact.Any questions, complaints or claims regarding the Streamline Product should be directed to: info@streamline.auto