I agree to receive other communications from Big Time Advertising. I agree to the outlined Vehicle Feed Hosting Service Agreement:
This Vehicle Feed Hosting Service Agreement ("Agreement") is entered into as of [Date] ("Effective Date") by and between Best Used Cars a brand and service of Big Time Advertising & Marketing LLC, a Missouri limited liability company with its principal place of business located at [Address], ("Service Provider") and [Client Name], with a principal place of business located at [Client Address], ("Client"). Collectively referred to as the "Parties."This non disclosure agreement is entered into on [Date.Submitted] between Best Used Cars on behalf of Big Time Advertising & Marketing and [Client.FirstName] [Client.LastName] (Recipient).The Owner acknowledges the Recipient may receive information regarding the Owner’s business, practices, or other properties that may be considered confidential. Therefore, the Parties are in agreement to the following terms and conditions of this agreement.SERVICES PROVIDEDThe Service Provider agrees to provide vehicle feed hosting services for the Client, which include hosting, management, and maintenance of vehicle data feeds for various digital platforms including, but not limited to, Google, Microsoft, Facebook, TikTok, and RSS Feeds. Additional services may include creative overlays, AI-generated vehicle descriptions, and secure data storage.SCOPE OF SERVICESThe Service Provider will maintain up-to-date vehicle data feeds and ensure compatibility with supported platforms.The Service Provider will utilize commercially reasonable efforts to maintain the performance and availability of hosted data. The Client acknowledges that additional services, such as creative overlays and AI-driven descriptions, are offered as enhancements. The Client warrants that all data provided is accurate, compliant with applicable laws, and does not infringe on any third-party rights. The Client grants the Service Provider a license to use, process, and manage the data for the purpose of providing the services specified in this Agreement. The Client agrees to update or correct any data discrepancies within a reasonable timeframe.DATA USAGE AND REMARKETINGThe Client acknowledges that vehicle data may be utilized by the Service Provider for remarketing purposes that directly benefit the Client, such as targeted advertising and retargeting campaigns. The Service Provider will not sell or misuse Client data for unrelated purposes without express written consent.LIMITATION OF LIABILITYThe Service Provider shall not be liable for any indirect, incidental, punitive, or consequential damages, including but not limited to lost profits, loss of data, or business interruptions.The total liability of the Service Provider for any claims arising out of or related to this Agreement shall not exceed the total amount paid by the Client for services in the preceding three (3) months.The Service Provider is not liable for data breaches, loss, or corruption due to third-party services, cyberattacks, or unforeseeable technological failures.DISCLAIMER OF WARRANTIESThe Services are provided "as is" without any warranties, express or implied, including but not limited to the warranties of merchantability, fitness for a particular purpose, and non-infringement. The Service Provider does not warrant that the Services will be uninterrupted or error-free.The Client agrees to indemnify, defend, and hold harmless the Service Provider and its officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:The Client’s use of the services provided under this Agreement.Any violation of applicable laws or third-party rights by the Client.Inaccuracies or misrepresentations within the data provided by the Client.DATA OWNERSHIP AND LICENSEThe Client retains ownership of all vehicle data provided. However, the Client grants the Service Provider a non-exclusive, royalty-free, revocable license to process and use the data for the duration of the Agreement, including for purposes related to remarketing as outlined.CONFIDENTIALITYThe Service Provider shall implement reasonable measures to protect the confidentiality of the Client's data. Both Parties agree to keep any non-public information related to the services confidential and not disclose it to any third party except as required by law or as necessary for the provision of services.TERMINATIONEither party may terminate this Agreement with [30] days' written notice. Upon termination, the Service Provider will cease all use of the Client's data and will remove the data from its servers within a reasonable timeframe unless retention is required by law or regulatory obligations.GOVERNING LAWThis Agreement shall be governed by and construed in accordance with the laws of the State of Missouri, specifically in St. Louis County, without regard to its conflict of laws principles. Neither Party shall be liable for any delay or failure in performance due to events outside its reasonable control, including but not limited to acts of God, natural disasters, war, cyberattacks, or governmental actions.AMENDMENTSNo amendment to this Agreement shall be valid unless in writing and signed by both Parties.SEVERABILITYIf any provision of this Agreement is found to be unenforceable or invalid, the remaining provisions shall continue in full force and effect.ENTIRE AGREEMENTThis Agreement constitutes the entire understanding between the Parties and supersedes all prior agreements, representations, or understandings, whether written or oral. The Recipient agrees to hold the Owner harmless in the instance of any loss, damage, theft, or injury for any reason.This is inclusive of any attorney fees, court costs, hospital fees, and loss of funds that may occur from such negligence.TermThe obligations of this Vehicle Feed Hosting agreement shall survive indefinitely including through termination or conclusion of this agreement. The Parties agree to abstain from the sale, transferring, or delegating of any provisions of this agreement to third party individuals without the prior written consent of the responding party.Any third party individuals entered into this agreement shall be bound by all the terms and conditions contained within this agreement as so. Any and all notifications related to this non disclosure agreement shall be produced in person, via courier, or via certified letter.