VINLINK
TERMS AND CONDITIONS
THIS LEGAL AGREEMENT (THIS "AGREEMENT") BETWEEN YOU AND ESP DATA
SOLUTIONS, INC. GOVERNS YOUR ACCESS AND USE OF THE VINLINK SERVICE
PACKAGE THAT YOU HAVE SELECTED FOR PURCHASE (THE "SERVICE").
This Service is available via websites www.vinlink.com, ws.vinlink.com, service.vinlink.com
(the "Online Sites" or the "VinLink service"). By proceeding to access or use the Service
after seeing these Terms and Conditions, you agree to be bound by
this Agreement.
PERSONAL AND NONCOMMERCIAL USE LIMITATION: PROHIBITED
USES
B2B Service is the VinLink service providing programmable access
directly to HTTP Service and Web Service (SOAP and REST) for a
purpose of decoding and extracting decoded data through a
third-party program. The VinLiNK Batch decoding service also
belongs to B2C service. Interactive access to decoding process
utilizing www.vinlink.com
interactive GUI designed to decode a single VIN at the time and
providing results on the VinLink web page or downloadable pdf
file.
You purchase the VinLink Service on behalf of an entity such as
a corporation or limited liability company, "you" means the entity,
and you are bound to these terms and conditions in your capacity as
a representative or agent of the entity. Otherwise, you are bound
to these terms and conditions in your personal capacity.
By using the B2C Service, you may access and use the Service solely
for your own internal business purposes. You may not sell,
re-license, duplicate, create derivative works from, frame in
another Web page or use on any other Web site, the information you
obtain from the Service, nor may you allow any third party to do
so.
By using the B2B Service, you may access and use the Service for
internal business purposes and/or for external
commercialization.
By using VinLink B2B services YOU are required to add language to
your advertising that Your VIN Solution supplier is VinLink.
Furthermore, you would be required to add "Powered by VinLink" on
the page where users enter the VIN for decoding. ESP Data will
provide the necessary artwork for the VIN decode page so as to
assure that all disclosures were properly displayed.
When requested, you agree to provide true, accurate and complete user information. You shall not access or attempt to access password protected, secure or non-public areas of the Sites without ESP DATA SOLUTIONS, INC.'s prior written permission. When accessing or using the Service, you will comply with all privacy laws.
PROPRIETARY MATERIAL
All information included in the Service (as well as the
organization and layout of the Sites) (collectively the
"Proprietary Material") are owned or licensed by ESP DATA
SOLUTIONS, INC. No reproduction, distribution, or transmission to
another person or entity of the Proprietary Material is permitted
without the prior written permission of ESP DATA SOLUTIONS,
INC.
ESP Data Solutions Inc. and other logos, product and service names used on or in connection with the Service are owned by or licensed to ESP DATA SOLUTIONS, INC. or its affiliates (the "Marks"). B2B Customers who make the information included in the Service available to third parties shall include, in all websites, marketing materials and other modes of advertising, that the information is supplied by VinLink. In furtherance and not in limitation of the foregoing, each such B2B Customer shall add the phrase, "POWERED BY VINLINK" to the web page on which external users enter Vehicle Identification Numbers for decoding. In order to assure the consistency of this attribution, ESP DATA SOLUTIONS, INC. shall provide the appropriate artwork for the webpage, as well as specific instructions regarding placement and maintenance. Without the prior written permission of ESP DATA SOLUTIONS, INC., or its appropriate affiliates, you agree not to otherwise display or use in any manner, the Marks.
Customer agrees that it will not itself, or through any affiliate, agent or other third party: (a) sell, rent, lease, license, sublicense, pledge, or encumber the service, the documentation, or any part thereof to any third party except as provided herein; (b) assign, distribute, transfer, furnish or otherwise disclose or make available the service, the documentation, or any part thereof to any third party, except as provided herein; (c) modify, add to, decompile, disassemble, or reverse engineer the service, or the VIN data in whole or in part except as provided herein; (d) write or develop any derivative service or any other service program based upon the service or any confidential information except as provided herein; (e) allow the service to be used under a Service Bureau Arrangement except as provided herein; or (f) Use the Service after the Term of this agreement. Notwithstanding the foregoing, the parties acknowledge and agree that nothing in this agreement precludes customer from selling, transferring, disclosing, modifying, compiling or making derivative works of any data or information derived or resulting from Customers use of the service as permitted hereunder, provided, however, that customer shall not, and shall not permit its affiliates or personnel to (i) use the licensed Service to download ESP's data in bulk for the purpose developing a vehicle identification number decoding database substantially similar to that available through the service, (ii) use the licensed Service to download ESP's data for the purpose of populating the decoding databases, or (iii) use the service provided for the purpose of developing a vehicle identification number decoding database, it being acknowledged, however, the customer and its affiliates own and are developing vehicle identification number decoding databases through the use of other sources.
YOUR ACCOUNT
If you use a Site, you are responsible for maintaining the
confidentiality of your account and password and for restricting
access to your computer, and you agree to accept responsibility for
all activities that occur under your account or password. Upon the
termination of this Agreement, you will (i) cease using the Sites,
the Service and any Proprietary Material, and (ii) destroy all
copies of your account information, password and Proprietary
Material.
NO UNLAWFUL OR PROHIBITED USE; [INDEMNITY]
You warrant to ESP DATA SOLUTIONS, INC. that you will not use the
Service for any purpose that is unlawful or prohibited by these
terms. If you violate any of these terms, your permission to use
the Service automatically terminates. You agree to indemnify and
hold ESP DATA SOLUTIONS, INC. and its directors, officers,
employees, affiliates and agents harmless with respect to any
claims arising out of your breach of this Agreement or your use of
the Service.
You may not, without the prior written permission of ESP DATA
SOLUTIONS, INC., use any computer code, data mining service,
"robot", "bot", "spider", "scraper" or other automatic device, or
program, algorithm or methodology having similar processes or
functionality, or any manual process, to monitor or copy any part
of a Site or any Proprietary Material.
TERMINATION OF AGREEMENT
This Agreement may be terminated immediately by ESP DATA SOLUTIONS,
INC. if you fail to pay the amount that you agreed to pay for the
Service. It may also be terminated if you cease to use the Service
with no intention of resuming use. Such cessation of use shall be
deemed to have occurred if you do not access or use the Service
for [12] consecutive months.
PAYMENTS
You agree that you will pay for the Service package that you
purchase. You are responsible for the timely payment of all amounts
due in connection with the Service. All purchases are final and
non-refundable. Prices for the various Service packages may change
at any time, and we do not offer price protection or refunds in the
event of a price reduction or promotional offering. Your total
price will include the price of the Service plus any applicable
sales tax. We will charge sales tax only in states where we
understand that we are obligated by law to do so, and we reserve
the right to commence collecting sales tax on the price of the
Service if we determine that it is necessary to do so in order to
comply with applicable state law.
Account funds are valid for (12) months from the time of purchase. Customers will be notified via email 30 days before funds expire. If you purchase an additional prepaid package before the 30 days expire, the new prepaid package will be added to your existing package, and all funds will be valid for 12 months from the date of purchasing the additional package.
REFUND POLICY
The products available for purchase on our web site are either
downloadable, deliverable via email, usable via a web service,
fully-functional, and try-before-you-buy. Before deciding to
license our products we provide either sample code, sample data,
and live real time access (VinLink.) for testing and analysis.
Please use these options to make sure that the software and data
meets your needs before purchasing a license. None of our software
requires registration to enable its primary functionality.
If you purchase one of our products, after your payment has cleared
you will receive an email with the download information. Once this
information is emailed to you, no refunds will be given. All sales
will be final. We have this policy since it would be impossible for
you to return your registered version of our software or data.
During your testing / analysis period, our support staff are
available to assist in installation and configuration via email
ticket or telephone. We strongly recommend that all customers
download, install, and test the trial version of any product prior
to making a purchase.
ACCEPTANCE OF THIS REFUND POLICY
It is your responsibility to familiarize yourself with this refund
policy. By placing an order for any of our products, you indicate
that you have read this refund policy and that you agree with and
fully accept the terms of this refund policy.
If you do not agree with or fully accept the terms of this refund
policy, we ask that you do not place an order with us.
Please contact us should you have any questions regarding our
refund policy.
DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SITES, THE
SERVICE AND THE PROPRIETARY MATERIAL IS AT YOUR SOLE RISK. THE
SITE, THE SERVICE AND THE PROPRIETARY MATERIAL IS PROVIDED ON AN
"AS AVAILABLE" BASIS, AND THE SERVICE AND THE PROPRIETARY MATERIAL
ARE PROVIDED ON AN "AS IS" BASIS. ESP DATA SOLUTIONS, INC.
EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR
IMPLIED, PERTAINING TO THE SITES, THE SERVICE OR THE PROPRIETARY
MATERIAL, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NON-INFRINGEMENT. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE
EXCLUSION OF IMPLIED WARRANTIES, THE ABOVE EXCLUSION OF IMPLIED
WARRANTIES MAY NOT APPLY TO YOU.
ANY PROPRIETARY MATERIAL OBTAINED THROUGH THE USE OF THE SERVICE IS
OBTAINED AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY
RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA
THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT ESP DATA SOLUTIONS, INC.
SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL,
CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING BUT NOT
LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR
OTHER INTANGIBLE LOSSES (EVEN IF ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE A
SITE OR THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE
SERVICES, SHOULD SUCH SERVICES BECOME NECESSARY FOR ANY REASON
DURING THE TERM OF THIS AGREEMENT; OR (III) ANY OTHER MATTER
RELATING TO THE SITES OR THE SERVICE. BECAUSE SOME JURISDICTIONS DO
NOT ALLOW SOME OR ALL OF THE LIMITATIONS OF LIABILITY SET FORTH
ABOVE, IN SUCH JURISDICTIONS ESP DATA SOLUTIONS, INC.'S LIABILITY
SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
LINKS TO THIRD PARTY SITES
The Sites may contain hyperlinks to web sites operated by parties
other than ESP DATA SOLUTIONS, INC. Such hyperlinks are provided
for your reference only. ESP DATA SOLUTIONS, INC. does not control
such web sites, and is not responsible for their content. Inclusion
of hyperlinks by ESP DATA SOLUTIONS, INC. to such web sites does
not imply any endorsement of the material on such web sites or any
association with their operators, and your access to and use of
such sites, including information, material, products and services
therein, is solely at your own risk. Furthermore, because the ESP
DATA SOLUTIONS, INC. privacy policy is applicable only when you are
on our Site, once linked to another web site, you should read that
site's privacy policy before disclosing any personal
information.
USE OF SUBMISSIONS
You grant us the right to use, reproduce, modify, distribute, and
display any material you supply or communicate to the Sites for the
stated purposes of this Agreement and to authorize others to do
so.
CHANGES TO SITE
Use of the Service requires Internet access. ESP DATA SOLUTIONS,
INC. may make improvements or changes in the Proprietary Material
or other information, services, products, and other materials
available through the Sites. ESP DATA SOLUTIONS, INC. may modify
this Agreement at any time, and such modifications shall be
effective immediately upon posting of the modifications to the
Sites. Accordingly, you agree to review the Sites periodically to
ensure that you are aware of any modifications to this Agreement,
and your continued access or use of the Service shall be deemed
your acceptance of the modified Agreement.
PRIVACY POLICY
At ESP DATA SOLUTIONS, INC. ("ESP DATA SOLUTIONS, INC." or "We"),
user privacy is an important concern. We are committed to privacy
and security, and to providing the best possible user experience
for our users. We also strive to protect the personal and
confidential information of those who use our Service.
MISCELLANEOUS
This Agreement, as it may be modified from time to time in the
manner permitted herein, constitutes the entire agreement of the
parties with respect to its subject matter, and supersedes any and
all previous agreements, discussions or negotiations, written or
oral, between you and ESP DATA SOLUTIONS, INC. This Agreement and
the resolution of any dispute related to this Agreement shall be
governed by and construed in accordance with the laws of the
Commonwealth of Massachusetts, without giving effect to any
principles of conflicts of law. Failure by ESP DATA SOLUTIONS, INC.
to insist upon strict enforcement of any provision of this
Agreement shall not be construed as a waiver of any provision or
right. You agree that regardless of any statute or law to the
contrary, any claim or cause of action arising out of or related to
use of the Service, the Sites or this Agreement must be filed
within one (1) year after such claim or cause of action arose or be
forever barred. Any legal action or proceeding between ESP DATA
SOLUTIONS, INC. and you related to this Agreement shall be brought
exclusively in a federal or state court of competent jurisdiction
sitting in the Commonwealth of Massachusetts. If any of these terms
shall be deemed invalid, void, or for any reason unenforceable,
that term shall be deemed severable and shall not affect the
validity and enforceability of any remaining term. The failure to
enforce any provision in this Agreement shall not constitute a
waiver of the right of enforcement or the waiver of any other
provision.
(c) Copyright 2022 ESP Data Solutions Inc. All rights reserved.