Humacar is a car sales platform. Humacar provides buyers with a variety of professional and attentive services, including 300 point auto inspections, guaranteed no accident reported inventory, no hidden commissions for buyers, a variety of financial loan services/payment methods, free transfer title service, free pick up show car service, Chinese language support, 24/7 roadside assistance.
These features are offered subject to certain restrictions, which are described further throughout this Agreement. Moreover, your use of HumaCar’s Services imposes certain obligations on you, which are described further below. HumaCar strongly encourages you to read this Agreement in its entirety.
（1） General Provisions
In addition to this Agreement, you may be subject to other agreements with HumaCar or HumaCar’s third party partners if you enter into a transaction using the Services. For instance, if you purchase a vehicle using the Services, you will also be subject to a vehicle purchase or retail installment contract with HumaCar, in addition to this Agreement. Similarly, if you obtain financing through one of HumaCar’s third party lending partners, as described more fully in “Obtaining Financing for the Purchase of a Vehicle” below, you will also be subject to various agreements between you and that third party lender.
B． Arbitration and Class Action Waiver
In accordance with the terms set forth below, you agree that disputes between you and us will be resolved by binding, individual arbitration and you waive your right to participate in a class action lawsuit or class-wide arbitration.
（2） Access and Use of the Services
In order to use and access certain Services, you will be required to register for an account with HumaCar (the “Account”). You must provide accurate information and keep your Account information updated. You shall not: (i) select or use as a username a name of another person with the intent to impersonate that person; (ii) use as a username a name subject to any rights of a person other than you without appropriate authorization; or (iii) use, as a username, a name that is otherwise offensive, vulgar or obscene. You are solely responsible for the activity that occurs on your Account, and for keeping your Account password secure. You may never use another person’s user account or registration information for the Services without permission. You must notify us immediately of any change in your eligibility to use the Services, breach of security or unauthorized use of your Account. By registering an Account using any social media platform for your login credentials, you give us permission to merge your account, and also agree for us to use and publish that information in accordance with the settings you have selected with us and with your social media. If you register an Account using your Facebook credentials, you are also subject to the terms, conditions and privacy policies of Facebook in addition to this Agreement. We are not responsible for any errors by Facebook.
A. Buying a Vehicle through HumaCar
Following registration for access and use of the Services, a prospective buyer is free to browse vehicle listings. For each vehicle offered for sale, the Service displays photographs and certain characteristics of the vehicle. The photographs displayed are not exemplars, but photos of the actual vehicle offered for sale.
Each vehicle offered for sale through the Service is certified by HumaCar pursuant to its multistep pre-purchase certification process. For each vehicle offered for sale, HumaCar displays a completed inspection report reciting the steps conducted by HumaCar in the certification process, including each of the components inspected, and the status of the vehicle with respect to each step and component.
With respect to any vehicle HumaCar sells, HumaCar will have complied with applicable state law regarding the inspection and mechanical operation of the vehicle. HumaCar will also make all disclosures required under applicable state and federal law. HumaCar will publish through the Service any third party report it has secured with respect to an individual vehicle. HumaCar disclaims any responsibility for the accuracy of any such report.
The price on a vehicle listing (the “Listing Price”) does not include taxes, title, registration, delivery fee (if any), and other applicable state fees. The final purchase price of the vehicle (the “Sale Price”) is calculated at the time you reserve the vehicle through the Service, and is determined based on the state of registration. Taxes, title and registration may vary by State and by County. In addition, should a buyer elect to make an additional purchase (e.g. a vehicle service contract), those charges will also be calculated and displayed to the buyer when he or she navigates through the vehicle reservation process.
A buyer may reserve a vehicle using the Services. By reserving a vehicle, the buyer must pay HumaCar a reservation fee (the “Reservation Fee”) by credit card. The Reservation Fee is nonrefundable, except in the following situation: the vehicle is no longer available from the seller.
The buyer and HumaCar will mutually execute appropriate sales agreement(s) memorializing the terms of the sale. A buyer can pay for the vehicle by check, credit card, bank transfer. Payment is due at the time of delivery of the vehicle. All vehicles delivered to a buyer will be either free or clear of any liens previously attached to the vehicle or the lien release process will have already commenced with prior lien holders.
（3） Obtaining Financing for the Purchase of a Vehicle
HumaCar makes financing available to buyer through HumaCar’s relationships with various local credit unions. Buyers seeking financing can select that option as they navigate through the on-line reservation process. Buyers are then asked to fill out a form on which they choose the length of loan and down payment, and also to provide information relevant to a lender’s decision on whether and how much credit to extend, including social security and driver’s license numbers, employment status, monthly income, home ownership and mortgage payment. HumaCar provides that information to up to four potential lenders. If a lender is chosen by buyer and buyer is approved for a loan, then at the time is vehicle is delivered to the buyer, HumaCar will get the buyer’s signatures on all paperwork required by the lender. The loan is then administered by the lender or its agent directly with the buyer.
（4） User Generated Content
A. Prohibited Actions.
You are solely response for your communications on and your use of the Services. You agree not to do any of the following: (A) post or transmit any libelous, defamatory, indecent, obscene, fraudulent, deceptive, abusive or pornographic message, data, image, content or program; (B) post or transmit any message, data, image, content or program that would violate any property rights of others; (C) use the Services to threaten, harass, or otherwise violate the legal rights (including rights of privacy and publicity) of others; (D) upload or download files that contain software, marks, logos, data, images, content or other material protected by intellectual property laws, rights of privacy or publicity, or any other applicable law, unless you own or control the rights to such files or material or have received all necessary consents; (E) upload files that contain a virus or corrupted data; (F) falsify the source or origin of software or other material contained in a file that you upload to the Services; (G) falsely purport to be an employee or agent of HumaCar; (H) act, in your use of the Services, in a manner that is contrary to applicable law or regulation; (I) circumvent, disable or otherwise interfere with security-related features of the Services or features that prevent or restrict use or copying of any content or enforce limitations on use of the Services or the content.
（5） Accuracy of Website Information.
HumaCar designed its website to meet your used car purchase needs by providing you with accurate and up-to-date information about HumaCar’s inventory. Despite our best efforts, however, it is inevitable that some inaccuracies may be present. Additionally, photographs of automobiles found on the HumaCar website are photographs of the actual vehicles; however, their color and general appearance may appear differently based on your monitor and color settings. Subject to applicable state or federal law, HumaCar will not be responsible for errors found on this website, including but not limited to pricing errors or an incorrect statement of accessories on a particular vehicle.
Subject to applicable state or federal law, HumaCar reserves the right to change product pricing without notice.
（6） Ownership and Proprietary Rights.
All information contained in this website, unless otherwise stated, is owned solely and exclusively by HumaCar. You acknowledge and agree that all contents and materials available on this website are protected by copyrights, trademarks, service marks, patents, trade secrets, and/or other proprietary or intellectual property rights and laws. By permitting you to access and use this website, HumaCar has not granted you a license of any kind to use this information for any purpose (including, but not limited to, commercial purposes) without the express written consent of HumaCar; however, vehicle information may be printed for your non-commercial, personal use only. You may not otherwise amend, copy, create derivative works from, reverse engineer, display, distribute, edit, license, modify, reproduce, rent, sell, and/or transmit any part of this website. You may not use any meta tags or any other “hidden text” utilizing HumaCar’s name or trademarks without the express written consent of HumaCar. In addition, deep linking, direct linking, framing, page-jacking, spoofing, hacking, data-mining and using a robot, spider, or automated device of any kind to monitor or copy our website is strictly prohibited.
（7） Intellectual Property.
HumaCar and its logo areregistered trademarks or service marks of HumaCar, Inc. Any unauthorized use, replication, or other violations of trademark law will be prosecuted to the maximum extent possible. All other trademarks not owned by HumaCar or its subsidiaries that appear on this site are property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by HumaCar.
（8） Warranty Disclaimer.
Except as otherwise required by applicable law, HumaCar makes no representations about the suitability of the information and related graphics contained in this website for any purpose whatsoever. All information provided on our website is provided “as is,” with all faults and without warranties of any kind either express or implied. HumaCar disclaims all warranties, express and implied, including, without limitation, those of merchantability, fitness for a particular purpose, title and non-infringement and any warranties arising from course of performance, course of dealing, or usage in trade. HumaCar shall not be liable for any indirect, special, consequential, incidental, or punitive damages, including, without limitation, lost profits or revenues, costs of replacement of goods, loss or damage to data arising out of the use or inability to use the HumaCar website, or for damage resulting from the use of or reliance on the information contained herein. Some states do not allow limitations on how long an implied warranty lasts or exclusion or limitations on relief such as incidental or consequential damages, so the above limitations may not apply to you.
（10） Dispute Resolution/Jurisdiction/Agreement to Arbitrate.
A. In General.
Certain portions of this section are deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act.
B. First – Try to Resolve Disputes and Excluded Disputes.
If any controversy, allegation, or claim arises out of or relates to the Services, the content available through the Services, or this Agreement (collectively, “Dispute”), then you and we agree to send a written notice to the other providing a reasonable description of the Dispute, along with a proposed resolution of it. Our notice to you will be sent to you based on the most recent contact information that you provide us. But if you have failed to provide us with this information or if such information is not current or accurate, then we have no obligation under this section. Your notice to us must be sent to: email@example.com. For a period of 60 days from the date of receipt of notice from the other party, HumaCar and you will engage in a good faith dialogue in order to attempt to resolve the Dispute, though nothing will require either you or HumaCar to resolve the Dispute on terms with respect to which you and HumaCar, in each party’s sole discretion, are not comfortable.
C. Forums for Alternative Dispute Resolution.
If we cannot resolve a Dispute as set forth in above within 60 days of receipt of the notice (or, where no notice address exists for you, after such Dispute arises), then either you or we may submit the Dispute to formal arbitration in accordance with this section.
Upon expiration of the applicable 60-day period and to the fullest extent permitted by applicable law, a Dispute will be resolved solely by binding arbitration in accordance with the then current Commercial Arbitration Rules of American Arbitration Association (“AAA”). If the Dispute has a claimed value of not more than $250,000, then the arbitration will be heard and determined by a single neutral arbitrator who is a retired judge or a lawyer with not less than 10 years’ experience as a practicing member of the bar in the substantive practice area related to the Dispute, who will administer the proceedings in accordance with the AAA’s Supplementary Procedures for Consumer Related Disputes. If the Dispute has a claimed value of more than $250,000, or if HumaCar elects in its sole discretion to bear the costs of arbitration in excess of those that would occur for a proceeding before a single neutral arbitrator, then arbitration will be heard and determined by a three member panel, with one member to be selected by each party and the third (who will be chair of the panel) selected by the two party appointed members or by the AAA in accordance with the Commercial Arbitration Rules. The arbitrator or arbitration panel, as the case may be, will apply applicable law and provisions of this Agreement, will determine any Dispute according to the applicable law and facts based upon the record and no other basis, and will issue a reasoned award.
You can obtain AAA and JAMS procedures, rules, and fee information as follows:
D. Nature, Limitations, and Location of Alternative Dispute Resolution.
In arbitration, as with a court, the arbitrator must honor the terms of this Agreement and can award the prevailing party damages and other relief (including attorneys’ fees). However, with arbitration (i) there is no judge or jury, (ii) the arbitration proceedings and arbitration outcome are subject to certain confidentiality rules, and (iii) judicial review of the arbitration outcome is limited. All parties to the arbitration will have the right, at their own expense, to be represented by an attorney or other advocate of their choosing. If an in-person arbitration hearing is required, then it will be conducted in Los Angeles, California; but if the applicable arbitration rules or laws require the arbitration to be conducted in the “metropolitan statistical area” (as defined by the U.S. Census Bureau) where you are a resident at the time the Dispute is submitted to arbitration, HumaCar shall have the right to elect to proceed to arbitration in such location. You and we will pay the administrative and arbitrator’s fees and other costs in accordance with the applicable arbitration rules; but if applicable arbitration rules or laws require HumaCar to pay a greater portion or all of such fees and costs in order for this section to be enforceable, then HumaCar will have the right to elect to pay the fees and costs and proceed to arbitration. Discovery will be permitted pursuant to the applicable arbitration rules. The arbitrator’s decision must consist of a written statement stating the disposition of each claim of the Dispute, and must provide a statement of the essential findings and conclusions on which the decision and any award (if any) is based. Judgment on the arbitration decision and award (if any) may be entered in or by any court that has jurisdiction over the parties pursuant to Section 9 of the Federal Arbitration Act.
E. Limited Time to File Claims.
To the fullest extent permitted by applicable law, if you or we want to assert a Dispute against the other, then you or we must commence it (by delivery of written notice as set forth above, where feasible) within one (1) year after the Dispute arises – or it will be forever barred.
F. Injunctive Relief.
The foregoing provisions of this section will not apply to any legal action taken by HumaCar to seek an injunction or other equitable relief in connection with any loss, cost, or damage (or any potential loss, cost, or damage) relating to the Services, the content available through the Services, your User Submissions and/or HumaCar’s intellectual property rights, HumaCar’s operations, and/or HumaCar’s products or services.
G. No Class Action Matters.
You and we expressly agree that any Dispute is personal to us, and any such Dispute shall only be resolved by an individual arbitration. Neither party agrees to class arbitration, or an arbitration where a person brings a Dispute as a representative of any other person or persons. Neither you nor we agree that a Dispute can be brought as a class or representative action outside of arbitration, or on behalf of any other person or persons.
H. Federal and State Courts.
Except to the extent that arbitration is required above, any action or proceeding relating to any Dispute may only be instituted in state court in Los Angeles County, California or federal court in Los Angeles, California, if otherwise proper. Accordingly, you and HumaCar consent to the exclusive personal jurisdiction and venue of such courts for such matters.
I. Applicable Law.
This Agreement will be governed by and construed in accordance with, and any Dispute and Excluded Dispute will be resolved in accordance with, the laws of the State of California, without regard to its conflict of law provisions.
（11） Usage and Ownership of Customer Information.
（12） Violations of the Agreement.
In the event you violate or attempt to violate any part of this Agreement, HumaCar reserves the right to terminate your access to this website immediately, at our sole discretion, with or without notice of any kind. We also reserve the right to involve and cooperate with law enforcement agencies, and to pursue a civil lawsuit in accordance with the section above or criminal prosecution for any and all alleged or actual illegal activities involving this website.
You agree to indemnify, defend, and hold harmless HumaCar from and against any and all claims, proceedings, damages, injuries, losses, costs, and expenses (including reasonable attorney’s fees), arising out of or relating to your use of this website that leads to any claim against us by a third-party, regardless of the nature of the cause of action or claim.
（14） Severability and Integration.
In the event any part of this Agreement is found to be unenforceable, the remainder shall continue in full force and effect. You understand and agree that this Agreement, including all documents incorporated herein by reference, represents the entire agreement governing your use of this website, the mobile app, or the Services.
Our employees are not authorized to vary the terms of this Agreement. This Agreement may be modified only (A) by obtaining our written consent in a notarized agreement signed by an officer of HumaCar; or (B) as set forth in the next paragraph.
You agree that we may modify the terms of this Agreement from time to time, and that your right to access the Services is conditioned on an ongoing basis with your compliance with the then-current version of this Agreement. We will notify you of any material revisions or modifications to this Agreement by: (1) posting a notice on the Humacar.com website for thirty (30) days following any revisions or modifications to this Agreement and/or by posting a notice on Humacar.com the first time that you visit humacar.com following such revisions or modifications; or (2) through a direct communication to you by email, if you have provided an email address to us. You will be deemed to have agreed to the new terms and conditions if you continue to access the Services after having been notified of such revisions or modifications by email or, if you have not been notified by email, after the passage of thirty (30) days from the time the revised terms and conditions are first posted on Humacar.com (whichever is sooner). If you do not provide us with a valid email address to send you information concerning revisions or modifications to this Agreement, then you agree that you will not receive notice by email. If you change email accounts, it will be your responsibility to notify us of a new valid email address in order to receive email notice. We assume no responsibility for your failure to actually receive notice. It is your responsibility to review this page for possible modifications.
（16） Website Material and Information.
This site includes material and information collected from and provided by third parties that we may not have evaluated or reviewed. Unless specifically stated otherwise, we make no guarantees regarding the accuracy, completeness, timeliness, or reliability of any of the materials or information on this website, and you should not rely on it without independent verification. Please bring to our attention any materials or information that you believe to be inaccurate by forwarding to firstname.lastname@example.org both the information you believe to be inaccurate, and the basis for that belief.
（17） Links to Third Party Websites.
（18） Reservation of Rights.
Any and all rights not expressly granted to you in this Agreement are hereby reserved by HumaCar.