eCarslist.com Terms and Conditions of Use

PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THIS SITE.

The eCarslist.com website (the “Site”) is owned and operated by eCars, Inc. (or "eCars"). By using this Site, you explicitly agree to comply with and be bound by the following terms and conditions (“Terms and Conditions” or “Agreement”), and all policies, rules, and instructions, and additional terms posted on or through the Site, all of which are incorporated into this Agreement. By registering for, logging into, visiting and/or otherwise using the Site in any way, you indicate that you understand, intend to be legally bound by, and accept these Terms and Conditions. eCars may change these Terms and Conditions at any time. Your continued use of the Site following appropriate notice of such modifications will be conclusively deemed acceptance of any changes to these Terms and Conditions. At all times, you are bound by the then-current version of these Terms and Conditions and all applicable laws. Please review these Terms and Conditions periodically for changes.

Use of eCars Site Listings Generally

FOR ALL SITE-RELATED SERVICES, eCars IS NOT AN AUTOMOBILE BROKER OR DEALER AND DOES NOT SELL, EXCHANGE, BUY, OR OFFER FOR SALE, NEGOTIATE OR ATTEMPT TO NEGOTIATE, A SALE OR EXCHANGE OF AN INTEREST IN ANY VEHICLE LISTED FOR SALE ON OUR SITE. eCars does not hold or possess title for any vehicle listed for sale on our Site and eCars is not a party to any vehicle sale contract between vehicle buyers and sellers that originates on or through the Site. All buyers and sellers must be at least 18 years old to use the Site and by using the Site, you represent that you are at least 18 years old. Information about a particular vehicle is supplied by the seller, not by eCars, and the buyer is solely responsible for reading the full vehicle listing before making a commitment to buy. The price and other terms of any sale are arranged after negotiation between the buyer and the seller. eCars is not responsible for incorrect information given by buyers or sellers, including (i) information regarding vehicles, including but not limited to vehicle mileage, condition, history, or photos of vehicles, and (ii) information about the identity, reliability or suitability of a buyer or seller. AutoCheck Vehicle History reports are provided for informational purposes only from an unaffiliated third-party vehicle report provider, and eCars is not responsible for any incorrect information or mistakes. We cannot verify the information/photos that sellers supply or guarantee the vehicles they offer. When using this Site, please use common sense and good judgment. When dealing with prospective purchasers/sellers, we urge you to take the same precautions you would take if you. were purchasing/selling a car through a classified ad in the newspaper or any other private sales transaction. eCars MAKES NO GUARANTEES, WARRANTEES OR REPRESENTATIONS REGARDING ANY VEHICLES LISTED FOR SALE OR SOLD ON OUR SITE. VEHICLE SALES ARE “AS IS”. VEHICLE SALES ARE BETWEEN THE BUYER AND THE SELLER ONLY. eCars DOES NOT OWN, INSPECT, BUY, OR SELL, ANY VEHICLES LISTED FOR SALE ON OUR SITE. ANY DISPUTE ABOUT THE CONDITION OF A VEHICLE SOLD THROUGH THE SITE IS BETWEEN THE BUYER AND SELLER ONLY. eCars DOES NOT HOLD OR POSSESS TITLE FOR ANY VEHICLE LISTED FOR SALE ON OUR SITE. All applications for credit and/or lending arrangements are through one or more unaffiliated third- party providers over whom eCars has no control. Any application for credit or lending arrangement, terms, conditions, warranties, or representations associated with any application for credit or lending arrangement, is solely between you and any such third-party provider. eCars is not responsible or liable for any loss or damage incurred as the result of such application for credit or lending arrangement.

Use of Private Sale Services

eCars includes a vehicle listing and information service on the private listing portion of the site, sometimes referred to as the "Private Listing Platform", that brings together private buyers and sellers. The information on vehicles provided through the Private Listing Platform is supplied by the seller or other third parties; eCars is not responsible for the accuracy of such information. eCars provides the Private Listing Platform services and the Site and all information and materials without conditions, representations or warranties of any kind, either expressed or implied. eCars is not a party to any transaction between Private Listing Platform vehicle buyers and sellers. Vehicle prices do not include additional fees such as government fees and taxes, title and registration fees, licensing and plate fees, finance charges, dealer document preparation fees, and emission testing. You may pay a fee for access to certain eCars services related to the Private Listing Platform. All such fees are payable in advance of the provision of any such service are nonrefundable. We may change these fees at any time in our sole discretion. You shall be solely responsible for the payment of any taxes applicable to its payment for and/or use of such services, other than taxes on eCars’ income. Your obligation to pay the fees is unconditional and not dependent on level of promotion, number of ad impressions or exposures, sales, leads, or inspection outcomes. With respect to the Featured listing services offered on the Private Listing Platform, you acknowledge that your vehicle will only be eligible for promotion as a featured listing if (i) it receives a FAIR, GOOD, or GREAT eCars Deal Rating or does not receive an eCars Deal Rating, and (ii) your listing contains a valid VIN. Following payment, you will receive such services for the period of time specified at the time of purchase unless your listing is removed by you for any reason or by eCars due to an issue with your listing. As a Private Listing Platform seller you represent and warrant: (i) that you are not a motor vehicle dealer or broker, or acting in the capacity as an owner, employee or representative of a dealer or broker, (ii) that all information submitted to eCars about a particular vehicle and your contact information are accurate and true. In addition, you agree to approve listing descriptions as complete and accurate before publication, (iii) that all relevant vehicle information is included in the listing submission, (iv) that you are prepared to sell the listed vehicle at the price at which it is listed, (v) that you have possession of the actual vehicle listed and the proper authority to transfer title.

Dealer Use of Restricted Services

If you are a car dealer listing vehicles using eCars’ Restricted listing services, you and your dealership’s access to and use of the Restricted services is subject to the Dealer Services Agreement.

Use of Chat Rooms, Bulletin Boards and Other Interactive Areas

The Site may contain discussion forums, bulletin boards, review services or other forums in which you or third parties may post reviews of automobiles and automotive related services or other content, messages, materials or other items on the Site ("Interactive Areas"). If eCars provides such Interactive Areas, you are solely responsible for your use of such Interactive Areas and use them at your own risk. No action should be taken based upon any of the information contained in the Interactive Areas. You should seek independent professional advice from a person who is licensed and/or knowledgeable in the applicable automotive area before acting upon any opinion, advice, or information contained on the Site. All statements, information and other content submitted by users are solely the opinions of users, and not of eCars. By posting or distributing any message, data, information, text, music, sound, photos, images, graphics, code, marks, logos or other content ("Content") to or through the Site, unless we indicate otherwise, you (a) grant eCars and its affiliates and sublicensees a nonexclusive, royalty-free, perpetual, worldwide, transferable, irrevocable and fully sublicensable right to use, post, store, reproduce, modify, adapt, edit, translate, distribute, transmit, publish, create derivative works from and publicly display, telecommunicate and perform such Content throughout the world in any media, now known or hereafter devised; (b) grant eCars and its affiliates and sublicensees the right to use the name that you submit in connection with such Content, if they choose in their absolute discretion; and (c) represent and warrant that (i) you own and/or control all of the rights to the Content that you post or otherwise distribute, or you otherwise have the lawful right to post and distribute such Content to or through the Site, and to grant the licenses granted herein; (ii) such Content is accurate and not misleading; and (iii) use and posting or other transmission of such Content does not violate these Terms and Conditions and will not violate any rights of or cause injury to any person or entity. You further grant eCars the right to pursue at law any person or entity that violates your or eCars' rights in the Content or breaches of these Terms and Conditions. eCars takes no responsibility and assumes no liability for any Content posted, stored or uploaded by you or any third party, or for any loss or damage thereto or in connection therewith, nor is eCars liable for any mistakes, inaccuracies, infringements, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter. As a provider of interactive services, eCars is not liable for any statements, representations or Content provided by its users in any public forum, personal home page or any Interactive Area. Although eCars has no obligation to screen, edit or monitor any of the Content posted to or distributed through any Interactive Area, eCars reserves the right, and has absolute discretion, to remove, screen or edit without notice any Content posted or stored on the Site at any time and for any reason and without liability to you or any third party, and you are solely responsible for creating backup copies of and replacing any Content you post or store on the Site at your sole cost and expense. Any use of the Interactive Areas or other portions of the Site in violation of the foregoing violates these Terms and Conditions and may result in, among other things, termination or suspension of your rights to use the Interactive Areas and/or the Site. In order to cooperate with legitimate governmental requests, subpoenas or court orders, to protect eCars’ systems and customers, or to ensure the integrity and operation of eCars business and systems, eCars may access and disclose any information it considers necessary or appropriate, including, without limitation, user profile information (i.e. name, email address, etc.), IP addressing and traffic information, usage history, and posted Content. eCars’ right to disclose any such information, as applicable, shall be pursuant to the terms of eCars’ Privacy Policy. Please see eCars’ Privacy Policy for the terms of eCars’ personal data collection and use practices with respect to the Site. By using this Site, you consent to eCars’ collection and use of personal data as set forth in eCars’ Privacy Policy.

Prohibited Activities

By using this Site, you expressly agree not to use, reproduce, modify, adapt, edit, translate, publicly display, telecommunicate or perform, post, upload to, transmit, distribute, store, create derivative works from or otherwise publish throughout the World, in any media, now known or hereafter devised, on or through the Site any of the following: 1. Content that is unlawful, untrue, libelous, defamatory, slanderous, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable or inappropriate; 2. Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, foreign, national or international law, including, without limitation, the regulations of the U.S. Securities and Exchange Commission, the Canadian Securities Commission or any rules of a securities exchange such as the New York Stock Exchange, the American Stock Exchange, the NASDAQ Stock Market or the Toronto Stock Exchange; 3. Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party (including rights of privacy and publicity); 4. Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity; 5. Unsolicited promotions, political campaigning, advertising or solicitations; 6. Private or personally identifiable information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers; 7. Viruses, corrupted data or other harmful, disruptive or destructive files; 8. Content that is unrelated to the purpose of the area of the Site in which such Content is posted; 9. Content submitted using the Site’s vehicle listing lead forms or other lead submission functionality for any purpose other than genuine consumer inquiries relating to the vehicle listed, including (a) to promote products or services, (b) to inquire about or conduct dealer-to-dealer or other wholesale vehicle transactions, or (c) for any other business/commercial purpose; or 10. Content that, in the sole judgment of eCars, contravenes the above, is otherwise objectionable or inappropriate, or which restricts or inhibits any other person from using or enjoying the Site, or which may expose eCars or its affiliates or its users to any harm or liability of any type. You further agree that you will not attempt or do any of the following: 1. Interfere with or disrupt the Site or our computer systems, servers, or networks; 2. Attempt to gain unauthorized access to any part of the Site, to accounts that belong to other users, or to computer systems or networks connected to the Site; or 3. Engage in any systematic extraction of data or data fields, including, without limitation, email addresses, by use of any automated mechanism, such as web robots, crawlers, or spiders (except in strict conformance with the Robots Exclusion Protocol) or otherwise.

Rights to User Content

Content submitted by users will be considered non-confidential and eCars is under no obligation to treat such Content as confidential or proprietary information. Without limiting the foregoing, eCars reserves the right to use the Content as it deems appropriate, including, without limitation, posting, reproducing, adapting, translating, publicly displaying, telecommunicating or performing, uploading to, transmitting, distributing, storing, creating derivative works from, publishing, deleting, editing, modifying, rejecting, or refusing to post it. eCars is under no obligation to offer you or make any payment for Content that you submit or its use as contemplated herein or for your permission or license to edit, delete or otherwise modify Content once it has been submitted to eCars. eCars shall have no duty to attribute authorship of Content to you, and shall not be obligated to enforce any form of attribution by third parties. If it is determined that you retain moral rights (including rights of attribution or integrity) in the Content, you hereby declare that (a) you do not require that any personally identifying information be used in connection with the Content, or any derivative works of or upgrades or updates thereto; (b) you have no objection to the publication, use, modification, deletion and exploitation of the Content by eCars or its licensees or sublicensees, successors and assigns; (c) you forever irrevocably waive in favor of eCars and its successors, assigns, officers, employees, affiliates, agents and sublicensees, and agree not to claim or assert any entitlement to, any and all moral rights you may have as an author throughout the World in any of the Content; and (d) you forever release eCars, and its licensees, successors and assigns, from any claims that you could otherwise assert against eCars by virtue of any such moral rights.

Grant of License; Use Of The Site

eCars grants to you a personal, revocable, nonexclusive, non-transferable license to view, download, and print limited portions of the Site Content available in the public areas of the Site subject to the following conditions: (i) you may only do so on an occasional basis for your own personal and non-commercial use; (ii) you may not modify the Site Content; (iii) any displays or printouts of Site Content must be marked "© 2023, eCars, Inc., All rights reserved."; (iv) you may not remove or modify any copyright, trademark, or other proprietary notices that have been placed in/on the Site Content by eCars; and (v) you may not reproduce, modify, adapt, translate, edit, upload to, transmit, store, further post, mirror, frame, “deep link,” “scrape,” data mine, prepare derivative works from, sell or distribute or publicly display, perform or telecommunicate Site Content, except as provided herein. Except as expressly permitted above, copying, transmission, reproduction, public display, performance or telecommunication, reproduction, republication, modification, adaptation, translation, editing, storing, transmitting, creation of derivative works, posting, or redistribution of the Site Content or any portion thereof is strictly prohibited without the prior written permission of eCars. You may not use Site Content in any manner that suggests the affiliation, sponsorship, endorsement or association with or by eCars with or of you or any third-party entity, person, product or service unless express written permission has been given by eCars in advance. You represent and warrant that your use of Site Content will be consistent with this license and will not infringe or violate the rights of any other party or breach any contract or legal duty to any other parties, or violate any applicable law. Any unauthorized use of the Site or the Site Content will terminate the permission granted by this Agreement and may violate applicable laws, including copyright law, trademark laws, and commercial regulations and statutes. Without limiting the foregoing, you represent and warrant that you are not listed on any government list of prohibited or restricted parties or on any sanctions, debarment or exclusion list or located in (or a national of) a country that is subject to a U.S. government embargo or that has been designated by the U.S. government as a "terrorist supporting" country.

Ownership And Intellectual Property

Except as otherwise indicated, all copyright rights and other intellectual property rights in this Site and its contents, including any and all messages, data, information, text, music, sound, photos, images, graphics, code, marks, logos, audio and video, footage, animations, podcasts, analyses, studies, reports, downloads, and other content contained herein ("Site Content") is owned by or licensed to eCars, Inc., and protected by law, including copyright, database, trade secret, and trademark laws of the United States and all applicable jurisdictions, as well as other applicable state, national, and international laws and regulations. The Site Content is Copyright 2023, eCars, Inc., all rights reserved. eCars also owns copyright rights in the Site Content as a collective work and/or compilation, and in any and all databases accessible on or through the Site. eCars, the eCars Logo, and all other marks displayed on this site (the "Trademarks") are registered and/or common law trademarks of eCars and/or various third parties. Except as expressly stated herein, nothing contained on this Site may be construed as granting, by implication, estoppel, or otherwise, any grant, license or right to use any Site Content or Trademarks without the prior written permission of eCars or such other party that may own the Trademarks or any licensed copyrights. You agree not to directly or indirectly: attempt to register, challenge or contest the validity or theeCars’ (or its licensor’s, as applicable) ownership of, such copyrights, Trademarks or any other eCars’ intellectual property, or assist any third party in doing so..

Warranty Disclaimer

eCars, INC. MAKES NO CONDITION, REPRESENTATION OR WARRANTY OF ANY KIND REGARDING THE SUITABILITY OF THE SITE CONTENT, OR ANY PORTION THEREOF, FOR ANY PURPOSE. THE SITE, ALL SITE CONTENT, AND ALL OTHER CONTENT AVAILABLE ON OR THROUGH THE SITE ARE PROVIDED ON AN "AS IS," “AS AVAILABLE” BASIS, AND eCars, INC. EXPRESSLY DISCLAIMS ANY AND ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES OF MERCHANTABILITY OR FITNESS FOR PARTICULAR USE, INCLUDING ALL IMPLIED WARRANTIES IN CONNECTION WITH THE FOREGOING. eCars, INC. ALSO EXPRESSLY DISCLAIMS ANY CONDITION, WARRANTY OR REPRESENTATION AS TO THE ACCURACY, RESULTS, TIMELINESS, COMPLETENESS, NON-INFRINGEMENT, OR PROPRIETARY CHARACTER OF THE SITE, ALL SITE CONTENT, AND ALL OTHER CONTENT AVAILABLE ON OR THROUGH THE SITE. eCars DOES NOT GUARANTEE THAT THE SITE WILL BE ERROR FREE, OR CONTINUOUSLY AVAILABLE, OR THAT THE SITE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU WAIVE AND COVENANT NOT TO ASSERT ANY CLAIMS OR ALLEGATIONS OF ANY NATURE WHATSOEVER ARISING FROM OR RELATING TO YOUR USE OF THE SITE, INCLUDING, WITHOUT LIMITATION, ALL CLAIMS AND ALLEGATIONS RELATING TO THE ALLEGED INFRINGEMENT OF PROPRIETARY RIGHTS, THE ALLEGED INACCURACY OF SITE CONTENT, YOUR INABILITY TO ACCESS THE SITE AT ANY GIVEN TIME, OR ALLEGATIONS THAT eCars, INC. HAS OR SHOULD INDEMNIFY, DEFEND, OR HOLD YOU HARMLESS FROM ANY CLAIM OR ALLEGATION ARISING FROM YOUR USE OR OTHER EXPLOITATION OF THE SITE.

Limitation of Liability

YOU USE THE SITE AT YOUR OWN RISK AND NEITHER eCars, INC., ITS AFFILIATES AND SUBLICENSEE NOR THE PARTIES WHO PROVIDE INFORMATION AND MATERIAL FOR PUBLICATION WITHIN THE SITE CONTENT SHALL BE LIABLE FOR ANY DAMAGES OF ANY SORT ARISING FROM YOUR USE OF OR INABILITY TO USE THE SITE OR ANY PRODUCT OR SERVICE LINKED TO OR FROM OR ADVERTISED OR PROMOTED ON THE SITE, INCLUDING, WITHOUT LIMITATION, CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR OTHER DAMAGES OF ANY KIND (INCLUDING LOST REVENUES OR PROFITS, LOSS OF BUSINESS, AND LOSS OF DATA), EVEN IF WE ARE ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. TO THE EXTENT PERMITTED BY LAW, eCars ALSO DISCLAIMS LIABILITY FOR ANY DIRECT DAMAGES BASED ON YOUR ACCESS OR USE OF THE SITE AND THE SITE CONTENT. IF eCars IS FOUND TO BE LIABLE UNDER THIS AGREEMENT, INCLUDING FOR DIRECT OR ANY TYPE OF DAMAGES, OUR AGGREGATE LIABILITY TO YOU OR TO ANY THIRD PARTY IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES PAID BY YOU IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY; OR (B) $100. YOU AGREE TO INDEMNIFY eCars AND ITS OWNERS, SHAREHOLDERS, SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, PARTNERS, AND LICENSORS, AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, AND HOLD ALL OF THE FOREGOING HARMLESS, FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITY AND EXPENSES, INCLUDING ATTORNEYS FEES, ARISING FROM OR RELATED IN ANY WAY TO YOUR USE OF THE SITE OR ANY BREACH OF THESE TERMS AND CONDITIONS.

Limitation of Liability

Exclusions and Limitations

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES, OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU. eCars DOES NOT MAKE ANY REPRESENTATION OR WARRANTY THAT YOU WILL BE ABLE TO SELL OR TRADE YOUR VEHICLE, OBTAIN AN ACCEPTABLE PRICE FOR YOUR VEHICLE, RECEIVE ANY INQUIRIES OR SOLICITATIONS FROM POTENTIAL PARTICIPATING DEALERS, OR RECEIVE ANY TRUE CASH ESTIMATE RELATING TO, OR TRUE CASH OFFER FOR, YOUR VEHICLE. IN THE EVENT THAT ANY CLAIMS OR DISPUTES ARISE OUT OF AN ACTUAL OR POTENTIAL TRANSACTION FOR YOUR VEHICLE, YOU AGREE TO LOOK SOLELY TO THE PARTICIPATING DEALER FOR YOUR REMEDY AND NOT TO eCars, ITS PARTNERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES.

Indemnification

You will indemnify, defend and hold harmless eCars and its subsidiaries, affiliates, partners, officers, directors, employees, and agents (collectively, “eCars Entities”) from all claims, whether actual or alleged (collectively, “Indemnified Claims”), that arise out of or in connection with a breach of these Terms of Service, use of the Services, including any content you submit, post, transmit, modify or otherwise make available through the Services, and/or any violation of law and/or the rights of any third party. You are solely responsible for defending any Indemnified Claim against a eCars Entity, subject to such eCars Entity’s right to participate with counsel of its own choosing, at its own expense, and for payment of all judgments, settlements, damages, losses, liabilities, costs, and expenses, including reasonable attorneys’ fees, resulting from all Indemnified Claims against a eCars Entity, provided that you will not agree to any settlement that imposes any obligation or liability on a eCars Entity without its prior express written consent.

Notice

eCars may provide you with notices by email, regular mail, SMS, MMS, text message, postings on the Services/website, or other reasonable means now known or hereafter developed. You acknowledge and agree that eCars will have no liability associated with or arising from your failure to maintain and supply eCars with accurate contact information about yourself, including your failure to receive important information and updates about the Services or this website.

Links To Other Sites

The Site contains links to third-party web sites. The linked sites are not under the control of eCars, and eCars is not responsible for the contents of any linked site. eCars provides these links as a convenience, and a link does not imply endorsement of, sponsorship of, or affiliation with the linked site by eCars. Linked sites are owned and operated by independent retailers or service providers, and therefore, eCars cannot ensure that you will be satisfied with their products, services, or business practices. You should make whatever investigation you feel necessary or appropriate, including reviewing their terms of use and privacy policies, before proceeding with any transaction with any of these third parties.

Telephonic Communications with eCars, eCars Dealers and Third Party

You acknowledge that telephone calls to or from eCars, eCars Dealers, and/or third party partners (“eCars Parties”) may be monitored and recorded and you agree to such monitoring and recording. If you select the “text only” option when submitting your telephone number to an eCars Certified Dealer, your number will be hidden from the dealer. eCars will have access to your text communications with the dealer using our services to help resolve any disputes, enforce rules to respect your privacy, and better tailor our services to you. You verify that any contact information provided to eCars Parties, including, but not limited to, your name, mailing address, email address, your residential telephone number, and/or your mobile telephone number, is true and accurate. You verify that you are the current subscriber or owner of any telephone number that you provide. You are strictly prohibited from providing a phone number that is not your own. If we discover that any information provided in connection with your account registration is false or inaccurate, we may suspend or terminate your account at any time. Should any of your contact information change, including ownership of your telephone number(s), you agree to immediately notify us by texting STOP to any text message or calling us, in accordance with the instructions below. You agree to indemnify, defend and hold the eCars Parties harmless from and against any and all claims, losses, liability, costs and expenses (including reasonable attorneys’ fees), including, but not limited to, claims under the Federal Telephone Consumer Protection Act or its state law equivalent, and including claims arising from your voluntary provision of contact information (including a telephone number) that is not your own, your failure to notify us of any changes to your contact information, including telephone number, and/or from your violation of any federal, state or local law, regulation or ordinance. We shall have the exclusive right to choose counsel, at your expense, to defend any such claims. You acknowledge that by voluntarily providing your telephone number(s) to eCars Parties, you expressly agree to receive prerecorded voice messages and/or autodialed calls or text messagesrelated to pricing and offers, vehicle financing and loans, your account, any transaction, and/or your relationship with eCars Parties. This does not mean that all calls or text messages to you will be sent through automated means. You also agree to be contacted at email and mailing addresses provided by you. Consent to receive automated marketing calls/texts is not a condition of any purchase, lease, financing or loan. Calls or text messages may be sent by eCars Parties even if your telephone number is registered on any state or federal Do Not Call list. You acknowledge that we may add to or withdraw dealers, lenders, or third party partners from our participating partner list at any time, and you consent to be contacted, as explained above, by these dealers, lenders or third party partners notwithstanding the date of the start of your relationship with eCars. Your consent to be contacted applies to participating dealers, lenders or third party partners that may have existed at the start of your relationship with eCars and that may thereafter be added to eCars’s participating partner list. You acknowledge that you may incur a charge for calls or text messages by your telephone carrier and that eCars Parties are not responsible for these charges. Your consent to receive automated calls and texts is completely voluntary. You may opt-out of automated calls or text messages at any time. To opt-out of text messages, reply STOP to any text message you receive or follow other opt-out instructions included with the text message. You acknowledge and agree that you may receive a text message confirming your opt-out. We may use different shortcodes or phone numbers for different purposes to better serve you. Texting STOP to one shortcode or phone number does not effectuate a stop request for all shortcodes or phone numbers to which you are subscribed. If you would like to stop messages from multiple shortcodes or phone numbers, text STOP to each shortcode or each phone number to which you would like to unsubscribe. To opt-out of automated telephone calls from eCars (but not text messages), call (888)-eCars. It is your sole responsibility to notify us if you no longer want to receive automated calls or text messages. To opt-out of receiving automated telephone calls or texts from participating dealers, lenders, or third party partners, please contact the dealer, lender or third party partner directly. We are not responsible for unwanted contact from third parties. You waive any rights to bring claims for unauthorized or undesired calls or text messages by failing to opt out immediately or by failing to follow these instructions. Please allow up to thirty (30) days to process any opt-out request. Please note that if you opt out of automated calls, eCars Parties reserve their right to make non-automated calls to you relating to your account, any transaction, or their relationship with you. Your obligations under this Section shall survive termination of these Terms of Service. You are responsible for obtaining and maintaining all telephone devices and other equipment and software, and all internet service provider, mobile service, and other services needed to receive calls and text messages. Text messaging may only be available with select carriers with compatible handsets.

DISPUTE RESOLUTION – MANDATORY ARBITRATION AND CLASS ACTION WAIVER

1.Binding Arbitration Except as specifically stated herein, any dispute or claim between you and eCars arising out of, or relating in any way to, the Terms and Conditions, the Site, content, or your use of the Site or the Interactive Areas (“Disputes”) shall be resolved exclusively by final, binding arbitration; except that you may bring a qualifying claim over a Dispute in a small claims court in Sussex County, Delaware. By virtue of this Arbitration Agreement (defined below), you and eCars is each giving up the right to go to court and have a Dispute heard by a judge or jury (except as otherwise set forth in this “DISPUTE RESOLUTION – MANDATORY ARBITRATION AND CLASS ACTION WAIVER” Section). The provisions of this “DISPUTE RESOLUTION – MANDATORY ARBITRATION AND CLASS ACTION WAIVER” Section shall constitute your and eCars’ written agreement to arbitrate Disputes under the Federal Arbitration Act (“Arbitration Agreement”). Any modification to this Arbitration Agreement, to be effective, must be in writing and signed by you and eCars. The arbitration will be administered by the American Arbitration Association (“AAA”) and conducted before a single arbitrator pursuant to its rules, including the AAA’s Supplementary Procedures for Consumer-Related Disputes, available at http://www.adr.org or by calling 800-778-7879. The arbitrator will apply and be bound by this Agreement, apply applicable law and the facts, and issue a reasoned decision or award. To begin an arbitration proceeding, you must comply with the limitations provision set forth in subsection 5 below of this DISPUTE RESOLUTION – MANDATORY ARBITRATION AND CLASS ACTION WAIVER” Section and submit the Dispute by utilizing the forms available at http://www.adr.org, and simultaneously sending a copy of the completed form to the following address: Attn: Chief Executive Officer, eCars, Inc., 16192 Coastal Highway, Lewes, Delaware 19958. Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules. The arbitration will be conducted based upon written submissions unless you request and/or the arbitrator determines that a telephone or in-person hearing is necessary. If the arbitrator grants the request or determines an in-person hearing is necessary, the hearing will proceed in Lewes, Delaware, unless the arbitrator determines or we agree that the matter should proceed in the county in which you reside (which county must be in the continental United States of America). 2. No Class Action Matters We each agree that we shall bring any Dispute against the other in our respective individual capacities and not as a plaintiff or class member in any purported class, consolidated or representative proceeding or as an association. In addition, we each agree that Disputes shall be arbitrated only on an individual basis and not in a class, consolidated or representative action. The arbitrator shall not have the power to vary these provisions. 3. Choice of Law and Forum; No Jury Trial If for any reason a Dispute proceeds in court: (a) you agree that any such Dispute may only be instituted in a state or federal court of competent subject matter jurisdiction located in Sussex County, Delaware; (b) you and eCars irrevocably consent and submit to the exclusive personal jurisdiction and venue of such courts for resolution of such Disputes, stipulate to the fairness and convenience of such courts and covenant not to assert any objection to proceeding in such courts; (c) you and eCars agree that the Federal Arbitration Act, the AAA rules, applicable federal law and the laws of the State of Delaware, without regard to principles of conflicts of law, will govern this Agreement and any Disputes; and (d) you and eCars agree to waive any right to a trial by jury. 4. Injunctive Relief Notwithstanding anything to the contrary in this Agreement, either party may bring suit in court seeking an injunction or other equitable relief arising out of or relating to the infringement of a party’s intellectual property or any conduct that violates the ”Ownership And Intellectual Property” section of the Terms of Use(“Your Conduct”). 5. Time Limitations If either of us wants to assert a Dispute against the other, the party with a Dispute must institute arbitration within one (1) year from the date the Dispute arose. Absent commencing the arbitration within one (1) year from the date the Dispute arose, the Dispute(s) will be forever barred. 6. Severability If any part of this “DISPUTE RESOLUTION – MANDATORY ARBITRATION AND CLASS ACTION WAIVER” Section is ruled to be unenforceable, then the balance of this “DISPUTE RESOLUTION – MANDATORY ARBITRATION AND CLASS ACTION WAIVER” Section shall remain in full effect and construed and enforced as if the portion ruled unenforceable were not contained herein.

Applicable Law and Jurisdiction

The Site (excluding links to third-party sites) is owned and controlled by eCars, and operated by eCars from its offices in and around Lewes, Delaware. While eCars has made no effort to publish the Site elsewhere, because this Site is published on the World Wide Web it is accessible in all fifty states of the United States, Canada and in other countries. Each of these places has laws that may differ from those of Delaware and from each other. You and eCars both benefit from establishing a predictable legal environment in which to publish, access and use this Site. Therefore, by publishing, accessing, and/or using the Site, you and eCars explicitly agree that all disputes, claims, or other matters arising from or relating to your use of this Site will be governed by the laws of the State of Delaware, without regard to its conflicts of law principles. You agree that all claims you may have against eCars arising from or relating to the operation or use of this Site will be heard and resolved according to the Section below captioned “Dispute Resolution – Mandatory Arbitration and Class Acton Waiver.” If you chose to access this Site from locations other than Lewes, Delaware, you will be responsible for compliance with all local laws of such other jurisdiction.

Assumption of Risk

You use the Internet solely at your own risk and subject to all applicable local, state, national, and international laws and regulations. Although eCars has endeavored to create a secure and reliable Site, the confidentiality of any communication or material transmitted to/from this Site over the Internet cannot be guaranteed. Accordingly, eCars is not responsible for the security of any information transmitted via the Internet, the accuracy of the information contained on the Site, or for the consequences of any reliance on such information. eCars shall have no liability for interruptions or omissions in Internet, network or hosting services. You assume the sole and complete risk of using this Site.

Modifications to the Site

eCars may change, restrict access to, suspend, or discontinue any aspect of the eCarslist.com service or the Site at any time, including availability of any feature, database, or content. eCars may also impose limits on certain features and services or restrict your access to all or parts of the eCarslist.com web site without notice or liability. eCars may remove any review from the Site if eCars determines, in its sole discretion, that the review may be false or fraudulent. eCars may exclude or remove vehicle prices from the Site if eCars determines, in its sole discretion, that the prices violate Guidelines for Dealer Pricing and Marketing, which are accessible to vehicle dealers at eCars dealer pricing policy. eCars may exclude or remove from the Site embedded contact information in (i) a dealer’s description of a vehicle and/or (ii) images, often known as "Watermarking," if eCars determines in its sole discretion that such information is embedded with the intent of circumventing the eCars lead routing process. eCars reserves the right (but assumes no obligation) to delete, move, condense or edit any content on the Site that comes to eCars' attention and that eCars considers unacceptable or inappropriate, whether for legal or other reasons.

Termination

You agree that we may, under some circumstances and without prior individual notice to you, terminate your use of and access to any of the parts of the Site to which we restrict access, for example, by requiring registration. Some of the reasons for such termination may include, but are not limited to, (a) a breach or violation or suspected breach or violation of these Terms and Conditions or other incorporated terms or guidelines, (b) a request by law enforcement or another government agency, (c) our decision to discontinue or change all or part of the Site, (d) technical or security issues, and (e) fraudulent or illegal activities. All terminations will be made in our sole discretion and you agree that we will

Miscellaneous

This agreement may not be assigned by you without the prior written consent of eCars. Any attempted assignment that does not comply with these Terms and Conditions shall be null and void. eCars may assign these Terms and Conditions, in whole or in part, to any third-party in its sole discretion. These terms and Conditions shall inure to the benefit of and be binding upon the parties hereto, and their permitted successors, permitted assigns, heirs, and legal and personal representatives. If any provisions of this agreement are held to be invalid or unenforceable by an arbitrator or a court of competent jurisdiction, any such provision(s) shall be enforced to the maximum extent permissible so as to effect the intent of the parties and shall not affect the validity or enforceability of any other provisions herein, and the remainder of this Agreement shall continue in full force and effect. Any waiver of any provision herein, to be effective, must be in writing signed by an authorized officer of eCars, and shall not constitute a waiver of any other provision herein or a continuing waiver of any future breaches of the same provision.

Entire Agreement/Reservation of Rights

These Terms and Conditions and eCars’ Privacy Policy represent the entire agreement between you and eCars with respect to your access to or use of any material available on or through the Site, and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written between you and eCars with respect to same. Any rights not expressly granted under this Agreement are reserved.

eCarslist.com Terms and Conditions of Use