Auto Data Direct, Inc. Terms of Use for Businesses Processing Electronic Letters

ACCEPTANCE OF TERMS

Welcome to Auto Data Direct, Inc.’s (ADD) service for sending electronic letters to the United States Postal Service (USPS) (letter service referred to as DirectPost-Office, DPO or Service). ADD provides its service, subject to the following Terms of Use (“TOU”), which may be updated from time to time without notice. The most current version of the TOU may be reviewed at any time at: http://www.add123.com/directpostterms.

ADD provides its clients with access to a collection of resources, including form completion and electronic letter tools through its online network. Unless explicitly stated otherwise, any new feature that augments or enhances the current Service, including the release of new ADD programs, shall be subject to the TOU. Acceptance of this TOU is required prior to obtaining access to the DPO service.

DESCRIPTION OF SERVICE

DPO service consists of proprietary programming and databases as well as proprietary programming and databases of “associate entities” such as the Florida Department of Highway Safety and Motor Vehicles (DHSMV), Texas Department of Transportation, Georgia Department of Revenue, US Certified Letters, LLC (USCL), United Systems of Arkansas (USA), the United States Postal Service (USPS) and others. DPO’s system provides online tools to create letters and transmit them electronically to a third party vendor that prints the letters and delivers them to the USPS for delivery to the letter recipient.

DPO is available to a number of industries and may be subject to specific limitations or business logic specific to that industry. For specific information on these industries and processes please contact ADD directly at info@add123.com.

DPO Users understand and agree that the service is provided “AS-IS” and that neither ADD, nor its associate entities assume responsibility for business or consequential damages caused directly or indirectly by use of the system including but not limited to deletion, mis-delivery delay or errors by the United States Postal Service, failure to store any User communications or timeliness of the data.

The User is responsible for obtaining access to the Service as a qualified ADD customer in good standing. Access to DPO’s services may involve third party fees (such as Internet service provider or airtime charges). The User is responsible for these fees and in addition, must provide and be responsible for all equipment necessary to access DPO’s services.

The User understands that a fee for each letter submitted by ADD for delivery by the USPS will be charged to the User’s pre-paid account and will include both ADD and USPS fees. It will be the responsibility of ADD to pay postage to the USPS for each letter submitted.

The User is responsible for maintaining sufficient funds in the “pre-paid” account to pay for all letters electronically submitted via ADD. If there is a shortage of funds in the User’s account, then DPO’s system will not process any letter electronically. Account balance information is available on the website at time of use. Accounts which have not been accessed for a period of more than six (6) months shall be subject to a $15.00 per month maintenance fee. This fee shall be deducted from any funds remaining in the pre-paid account. Following the depletion of these funds, the account will be deactivated. Simply logging into the account within the six (6) month period will keep the account active. ADD offers automated payment (AutoPay) services if authorized by the User.

Rates for service, including a monthly and/or annual fee, are subject to change and shall be set forth in the schedule of rates and provided in writing by ADD.

ADD will maintain an on-line archive of each letter transaction for a period of 18 months after which time ADD will maintain an off-line record for a period of 5 years.

This agreement is subject to any restrictions, limitations or conditions enacted by State Legislatures or State Motor Vehicle Agencies, which may affect any or all terms or provisions of this agreement in any manner. The User understands that ADD must comply with legally valid subpoenas.

This agreement is not assignable by the User either in whole or in part without the express written consent of ADD.

ADD may at its sole discretion and without notice to the User, (a) suspend its performance under this TOU and the User’s access to and use of the service or (b) terminate the User’s access to and use of the service.

Failure to comply with the provisions of this TOU may result in termination and suspension or cancellation of all password access. SHARING OF USERNAMES AND PASSWORDS IS STRICTLY PROHIBITED. Each Company may have an unlimited number of authorized users.

ADD IS NOT RESPONSIBLE FOR USPS ERRORS

A portion of the service will involve the USPS service, ADD is not responsible for the USPS and/or mail carriers errors, omissions or failures to perform, including mis-delivery, failure to obtain signatures, sorting or tracking errors. ADD will report data from the USPS website but does not warrant the information as accurate but only that the information is an accurate presentation of USPS website.

ELECTION TO DESELECT/DELETE LETTERS

Software revisions allow a User to deselect letters that may have duplicate or almost duplicate addresses. Use of this tool is at the Users own risk. ADD does not warrant that use of this feature does not defeat compliance with applicable state statute notification requirements or the requirements of a tax collector or motor vehicle department for issuing titles.

PROHIBITION ON MODIFYING DOCUMENTS

User will not modify or falsify motor vehicle records, letters created in DPO or any of the services and products provided by ADD. Modification or falsification including the deletion of bar codes, alteration of address or addressee or altering VIN numbers on letters and of any ADD service or product is strictly prohibited and will result in termination of the account. User will be subject to any and all municipal, county, state and federal laws and investigations relating to the alterations.

INDEMNITY

The User agrees to indemnify and hold ADD and its subsidiaries, affiliates, officers, agents, associate entities and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of: the User’s use or misuse of the system or the data provided, the content submitted, posted, transmitted or made available through DPO by the User; the User’s connection to DPO; the User’s violation of the TOU, or the User’s violation of any rights of another.

NO RESALE OF SERVICE

The User agrees not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of ADD, use of ADD, or access to ADD.

ADD’S PROPRIETARY RIGHTS

The User acknowledges and agrees that the DPO service and any necessary software used in connection with DPO (“Software”) is a trade secret and contains proprietary and confidential information that is protected by applicable intellectual property and other laws. Except as expressly authorized by ADD, the User agrees not to modify, rent, lease, loan, sell, reverse engineer, distribute or create derivative works based on the DPO automated letter tool process or the Software, in whole or in part.

ADD grants the User a personal, non-transferable and non-exclusive right and license to use the object code of its Software; provided that the User does not (and does not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. The User agrees not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to DPO. The User agrees not to access DPO by any means other than through the interface that is provided by ADD for use in accessing DPO.

DISCLAIMER OF WARRANTIES

THE USER EXPRESSLY UNDERSTANDS AND AGREES THAT:

1. USE OF DPO IS AT THE USER'S SOLE RISK. DPO'S SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. ADD EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
2. ADD MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET THE USER'S REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY THE USER THROUGH THE SERVICE WILL MEET EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
3. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT THE USER'S OWN DISCRETION AND RISK AND THE USER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO THEIR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
4. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY THE USER FROM ADD OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOU.

LIMITATION OF LIABILITY

THE USER EXPRESSLY UNDERSTANDS AND AGREES THAT ADD SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES,INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ADD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF THE USER’S TRANSMISSION OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE;OR (V) ANY OTHER MATTER RELATING TO THE SERVICE.

ARBITRATION

THE PARTIES HEREBY AGREE, IN CONSIDERATION OF THE FORGOING AND AS A CONDITION OF ACCEPTING SERVICE, THAT ANY CLAIM OR DISPUTE (INCLUDING THOSE BASED ON CONTRACT, NEGLIGENCE, TORT OR STATUTE) AMONGST THE PARTIES INCLUDING, BUT NOT LIMITED TO ANY THIRD PARTY CLAIM AND OR CLAIM FOR INDEMNITY OF CONTRIBUTION, ARISING OUT OF OR RELATED TO THIS AGREEMENT AND/OR THE SERVICES PROVIDED BY AUTO DATA DIRECT, INC. UNDER THIS AGREEMENT, SHALL BE RESOLVED BY BINDING ARBITRATION IN ACCORDANCE WITH THE RULES AND REGULATIONS OF THE AMERICAN ARBITRATION ASSOCIATION, ACCELERATED PROCEDURES. VENUE SHALL BE EXCLUSIVELY IN LEON COUNTY FLORIDA. EACH PARTY SHALL BEAR THEIR OWN COSTS (INCLUDING ARBITRATION COSTS) AND ATTORNEY’S FEES.

NOTICE

Notice to the User may be made either by email or regular mail. Auto Data Direct, Inc. may also provide notices of changes to the TOU or other matters by displaying notices or links to notices on Auto Data Direct, Inc.

CONTACT INFORMATION

Auto Data Direct, Inc. may be contacted in the following manner:

By mail:

GENERAL INFORMATION

This TOU constitutes the entire agreement between the User and ADD and governs the use of the DPO service; superseding any prior agreements between the User and ADD. The User may also be subject to additional terms and conditions that may apply when utilizing affiliate services, third-party content or third-party software. The TOU and the relationship between the User and ADD shall be governed by the laws of the State of Florida without regard to its conflict of law provisions. The User and DPO agree to submit to the personal and exclusive jurisdiction of the courts located within the State of Florida. The failure of ADD to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOU remain in full force and effect. The User agrees 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 or the TOU must be filed within three (3) years after such claim or cause of action arose or be forever barred.

User shall be responsible to pay all applicable sales and use taxes, if any.