99 Drive, LLC TERMS OF SERVICE

Last Revised: 10 July 2023

THESE TERMS OF SERVICE ARE YOUR CONTRACT WITH

99 DRIVE, LLC.

PLEASE REVIEW CAREFULLY.

CUSTOMERS WITH DISABILITIES

FOR CUSTOMER SERVICE INQUIRIES RELATING TO CUSTOMERS WITH DISABILITIES, INCLUDING ASSISTANCE WITH THE INFORMATION INCLUDED ON OUR WEBSITE, PLEASE CALL (925) 414-3699 OR EMAIL US AT SUPPORT@99DRIVE.COM.

Welcome to 99 Drive

Welcome to 99drive.com, a website (“Site”), owned and operated by 99 Drive, LLC, a Delaware limited liability company, or one of its affiliates or subsidiaries (collectively referred to herein, as “99 Drive”, “Company”, “us”, “our” or “we”).

The terms and conditions set forth in these Terms of Service govern the services, features, activities and products available at or through the Site (collectively, “Services") and constitute a legally binding agreement respecting your use of the Site and the Services.

99 DRIVE OPERATES A WEB-BASED SERVICE THAT FACILITATES VEHICLE SALES DIRECTLY BETWEEN PRIVATE AUTOMOBILE SELLERS AND AUTOMOBILE DEALERSHIPS. OUR SERVICES ARE EXPRESSLY LIMITED TO CONNECTING AUTOMOBILE DEALERS WITH PRIVATE SELLERS. WE ARE NOT A PARTY TO ANY TRANSACTION BETWEEN DEALERS AND SELLERS THAT ORIGINATES ON OR THROUGH THE SITE.

ALL INFORMATION ABOUT ANY PARTICULAR VEHICLE OFFERED FOR SALE AT THE SITE IS SUPPLIED SOLELY BY THE SELLER. THE PRICE AND OTHER TERMS OF ANY SALE ARE SUBJECT TO DIRECT NEGOTIATION BETWEEN THE DEALER AND THE SELLER.

99 DRIVE DOES NOT VERIFY ANY INFORMATION SUPPLIED BY A SELLER OR IN ANY WAY WARRANTY VEHICLES OFFERED BY ANY SELLER. FURTHERMORE, 99 DRIVE DOES NOT IN ANY WAY GUARANTEE PAYMENT FROM THE DEALER.

1. Your Agreement

Your use of the Site, including, but not limited to, visiting and/or browsing the Site and/or using the Services, confirms your unconditional agreement to be bound by these Terms and your use is subject to your continued compliance with these Terms. If you do not agree to be bound by these Terms, you may not access or otherwise use Site and/or the Services.

All Services available at any time on this Site are subject to these Terms.

WE RESERVE THE RIGHT TO AMEND OR REVISE THESE TERMS AT ANY TIME. YOUR CONTINUED ACCESS AND USE OF THE SITE FOLLOWING THE POSTING OF ANY SUCH CHANGES WILL BE DEEMED YOUR ACCEPTANCE OF AMENDED OR REVISED TERMS.

WE MAY ALSO CHANGE THE FORMAT AND CONTENT OF THE SITE FROM TIME TO TIME, AND/OR RESTRICT ACCESS TO, SUSPEND, OR DISCONTINUE THE SITE, OR ANY PORTION THEREOF, ALL AT OUR SOLE DISCRETION.

2. Privacy

Use of your personal information submitted to the Site is governed by our Privacy Policy, which also governs and informs users of our data collection practices. We urge you to carefully review our Privacy Policy located at https://99drive.com/privacy.

3. Electronic Communications

Visiting the Site or sending emails to 99 Drive constitutes electronic communications. You consent to receive electronic communications from us, as well as from Dealers and other third parties, and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communications be in writing.

4. Children Under Thirteen

The Site and Services are intended solely for users eighteen (18) years of age and older. You represent and warrant either that you are (i) eighteen (18) years of age or older, or (ii) if you are under the age of eighteen (18), that you are at least thirteen (13) and are accessing the Site and Services with the knowledge and consent of your parent or legal guardian, who will also be deemed to have agreed to these Terms.

99 Drive does not knowingly collect, either online or offline, personal information from persons under the age of thirteen (13). If you are under eighteen (18), you may use 99drive.com only with permission of a parent or guardian.

5. Access to the Site/Your Account

It is your responsibility to ensure that your computer equipment (computer, laptop, netbook, tablet or other mobile device) is compatible with and meets all the necessary technical specifications to enable you to access and use the Site and/or the Services.


Furthermore, you are solely responsible for the accuracy of all registration details you provide. If you choose, or you are provided with, a log-on ID (such as a username and password or other identifier) as part of our security procedures, you agree to treat such information as confidential and not to reveal such information, or any portion thereof, to anyone else.


You are responsible for all activities that occur under your log-on ID and agree to immediately notify us of any unauthorized use or other security breach of which you become aware. In furtherance hereof and without limitation, you agree not to assign or otherwise transfer your account to any other person or entity.


We reserve the right to disable any log-on ID, at any time, if, in our sole opinion, you have failed to comply with any of the provisions of these Terms or if any details you provide for the purposes of registering as a user prove to be false.


You acknowledge and agree that 99 Drive is not responsible for third party access to your account, whether such access results from theft or misappropriation of your account or otherwise.

We reserve the right to refuse or cancel service, terminate accounts, or remove or edit content in our sole discretion. Furthermore, we may, from time to time, restrict access to certain features, parts or content of the Site, or the entire Site and/or the Services, to users who have registered with us.


6. Use

You may use the Site only in accordance with these Terms. In furtherance hereof and without limitation, you agree that you will only use the Site for lawful purposes (complying with all applicable laws and regulations), in a responsible manner, and not in a way that might (i) damage, disable, overburden, or impair the Site, (ii) interfere with any other party's use and enjoyment of the Site, and/or (iii) damage our name or reputation or that of any of our affiliates. You further agree that you will not (i) “scrape” content or store content of the Site on a server or other storage device connected to a network or create an electronic database by systematically downloading and storing all of the content of the Site; (ii) remove or change any content of the Site or attempt to circumvent security or interfere with the proper working of the Site or the servers on which it is hosted; or (iii) create links to the Site from any other website.

7. Listing Your Vehicle

                                                                                                         

Selling a vehicle on 99drive.com is only available to private parties. By using 99drive.com to sell your vehicle as a private seller, you represent that you are at least 18 years of age, that you are not a motor vehicle dealer, that you are not listing a vehicle for sale in your capacity as an owner, employee or representative of a dealer, and that neither you nor anyone acting on your behalf will list more than five (5) vehicles for sale simultaneously.

In order for you to offer a vehicle for sale through our Instant Offer service, you must (i) be prepared to sell your vehicle if you agree with the dealer on price, (ii) have physical possession of the actual vehicle listed, and (iii) have the legal right and ability to transfer title.

To list a vehicle for sale on the Site, sellers are required to provide certain identifying and contact information, which information must accurately identify the seller and the method of contact must permit Registered Dealers, defined below, to communicate directly with the seller.

The seller agrees that Company, Registered Dealers, and associated service providers may contact you regarding your vehicle or other products and services that may be of interest to you. During vehicle submission, you are required to provide a valid mobile phone number. Once the mobile number is verified, you consent to receive calls or texts whether manually or automatically dialed, from Company and/or Registered Dealers. In the event that other third parties contact you without your permission, please bring them to our attention by using our contact form.

As a seller on 99 Drive, you may not charge any Dealer or other potential buyer for information about any vehicle listed for sale on the Site, nor may you use the Site to promote any other website, product or service.

Any seller who wishes to list more than five (5) vehicles simultaneously on the Site, and any commercial dealer wishing to list any vehicle, must obtain the prior written permission of 99 Drive, exerciserable by 99 Drive in its sole discretion, in each instance.

Each seller is solely responsible for the information contained in each listing. You, as a seller, are solely responsible for the material you post, including listing information and photos of your vehicle, as well as for the content of all email messages you transmit through the Site. By listing a vehicle for sale on 99drive.com, you agree to use the email addresses of those responding to your listing only to communicate with them about the potential sale of that vehicle and for no other purpose.

PLEASE MAKING SURE THAT THE INFORMATION YOU SUPPLY IS ACCURATE AND THAT, IN ALL RESPECTS, YOU TREAT OTHER USERS OF 99DRIVE.COM FAIRLY AND HONORABLY.

99 DRIVE DOES NOT MONITOR TRANSACTIONS BETWEEN SELLERS AND REGISTERED DEALERS. AS A SELLER, YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH REGISTERED DEALERS AND IN THE EVENT OF ANY ISSUES WITH A REGISTERED DEALER, YOU SHOULD CONSULT YOUR OWN ADVISERS AS TO HOW TO PROCEED.

8. For Dealers: Buying Vehicles

Dealers who are interested in connecting with sellers will be required to qualify and register with 99 Drive, which qualification and registration will include execution by the dealer of that “Dealer Agreement” provided by 99 Drive. (Dealers who have qualified and registered with 99 Drive are referred to herein as “Registered Dealers”.)

The services provided by 99 Drive are limited solely to connecting Registered Dealers with private party sellers.

All Dealers acknowledge and agree that the prices listed by sellers on the Site do not include taxes, finance charges, title, license, regulatory, dealer documentary, emission testing, and compliance fees.

Registered Dealers are responsible for confirming, directly with the seller, all information deemed relevant by the Registered Dealer respecting the subject vehicle, prior to any purchase of the vehicle by the Registered Dealer.

99 DRIVE IS NOT RESPONSIBLE FOR, AND DOES NOT GUARANTEE ANY INFORMATION REGARDING ANY VEHICLES LISTED ON THE SITE BY ANY SELLER OR OTHERWISE. DEALERS ARE SOLELY RESPONSIBLE TO THOROUGHLY INVESTIGATE ALL SELLER VEHICLES PROVIDED BY 99 DRIVE.

9. Links to Third Party Sites/Third Party Services

The Site may contain links to other websites ("Linked Sites"). The Linked Sites are not under the control of 99 Drive and 99 Drive is not responsible for the content of any Linked Site, including, without limitation, any link contained in a Linked Site, or any changes or updates to a Linked Site. 99 Drive is providing these Linked Sites to you only as a convenience and the inclusion of any Linked Site on the Site does not imply any endorsement by 99 Drive of the Linked Site or any association with its operators.

In addition, certain services may be made available via the Site which are delivered by third party sites and organizations. By using any product, service or functionality originating from the 99drive.com domain, you hereby consent to the sharing by 99 Drive of any such information and data with any third party with whom 99 Drive has a contractual relationship to provide the requested product, service or functionality on behalf of 99drive.com users and customers.

10. Intellectual Property

This Site and its content ("Content") are copyrighted and such copyrights are owned by 99 Drive.

All intellectual property rights in any content on the Site (“Intellectual Property”), including, without limitation, all text, graphics, software, images, photographs and other images, videos, sound, trademarks and logos, are owned by 99 Drive or our licensors. No Intellectual Property included in the Site or the Services is intended, nor shall be construed, to confer in or upon you any rights in, to or under any Intellectual Property and/or Content. Except as expressly set out here, nothing in these Terms gives you any rights in respect of any Intellectual Property and you acknowledge that you do not acquire any ownership or other rights by utilizing the Site and/or the Services. In furtherance hereof, and without limitation of the foregoing, you agree that you will not use, reproduce, distribute or display any Intellectual Property.

You are granted a non-exclusive, non-transferable, revocable license to access and use the Site strictly in accordance with these Terms. All Content and Intellectual Property is the sole property of 99 Drive or its licensors and is protected by copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such Content and will not make any changes thereto.

You further agree that you will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the Content and/or the Intellectual Property, in whole or in part. Neither the Content nor the Intellectual Property is for resale. Your use of the Site does not entitle you to make any unauthorized use of any Content and/or the Intellectual Property, and in particular, you will not delete or alter any proprietary rights or attribution notices in any Content. By your use of the Site, you agree that you will use the Content solely for your personal use and will make no other use of the Content without the express written permission of 99 Drive and the copyright owner. We do not grant you any licenses, express or implied, to the Intellectual Property, or any portion thereof, except as expressly authorized by these Terms.

11. Use of Communication Services

The Site may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, "Communication Services"). You agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service.

By way of example, and not as a limitation, you agree that when using a Communication Service, you will not defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents; upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer; advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages; conduct or forward surveys, contests, pyramid schemes or chain letters; download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner; falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded; restrict or inhibit any other user from using and enjoying the Communication Services; violate any code of conduct or other guidelines which may be applicable for any particular Communication Service; harvest or otherwise collect information about others, including e-mail addresses, without their consent; violate any applicable laws or regulations.

99 Drive has no obligation to monitor the Communication Services. However, 99 Drive reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. 99 Drive reserves the right to terminate your access to any or all of the Communication Services at any time, without notice, for any reason whatsoever.

99 Drive reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in 99 Drive's sole discretion.

99 Drive does not control or endorse the content, messages or information found in any Communication Service and 99 Drive specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service.

Employees of 99 Drive and hosts of the Site are not authorized 99 Drive spokespersons and their views do not necessarily reflect those of 99 Drive.

Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you upload the materials.

12. Materials Provided to 99drive.com or Posted on Any 99 Drive Web Page

99 Drive does not claim ownership of the materials you provide to 99drive.com (including feedback and suggestions) or which you post, upload, input or submit to any 99 Drive Site or our associated services (collectively "Submissions"). However, by posting, uploading, inputting, providing or submitting your Submission, you are automatically granting 99 Drive, our affiliated companies and sublicensees permission to use your Submission in connection with the operation of their businesses, including, without limitation, the rights to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission and to publish your name in connection with your Submission.

No compensation will be paid with respect to the use of your Submission. Furthermore, 99 Drive is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in 99 Drive's sole discretion.

By posting, uploading, inputting, providing or submitting your Submission, you warrant and represent that you own or otherwise control all of the rights to your Submission, including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.

13. International Users

The Service is controlled, operated and administered by 99 Drive from our offices within the USA. If you access the Site from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use the Content in any country or in any manner prohibited by any applicable laws, restrictions or regulations.

14. Risk

Your use of the Site and/or the Services is at your sole risk. We neither make nor give any representation or warranty as to the accuracy, completeness, currency, correctness, reliability, integrity, quality, fitness for purpose or originality of any Content and, to the fullest extent permitted by law, all implied warranties, conditions, representations or other similar terms of any kind are hereby excluded. We accept no liability for any loss or damage of any kind incurred as a result of you or anyone else using the Site and/or the Services or relying on any of its Content.

99 Drive does not guarantee that the Site and/or any Content will be free from viruses and/or other code that may have contaminating or destructive elements. It is your responsibility to implement appropriate Internet security safeguards (including anti-virus and other security checks) to satisfy your particular requirements as to the safety and reliability of the Site, the Services and the Content.

15. Disclaimer

The Site and/or Services may be unavailable from time to time for various reasons, including due to maintenance or malfunction of computer equipment. 99 Drive assumes no responsibility for any delays, interruptions, errors, defects, omissions, or deletions arising from or related to the communications line failure, operation or transmission, or alteration of, or theft or destruction or unauthorized access to, user communications, nor are we responsible for any technical or non-technical malfunction or other problems of any hosting services, computer systems, servers or providers, telephone networks or telephone services, computer or mobile phone equipment, software, failure of e-mail on account of technical problems or traffic congestion on the Internet or in connection with the Site and/or the Services, including injury or damage to your or to any other person's computer, mobile phone, or other hardware or software, related to or resulting from using the Site and/or the Services. In addition, the Internet may be subject to breaches of security. 99 Drive is not responsible for any resulting damage to any user's computer from any such security breach, or from any virus, bugs, tampering, unauthorized intervention, fraud, error, omission, interruption, deletion, defect, delay in operation or transmission, computer line failure or any other technical or other malfunction.

You should also be aware that email submissions over the Internet may not be secure, and you should consider this before submitting any information to anyone, including 99 Drive, over the Internet.

99 Drive makes no representation or warranty whatsoever regarding the completeness, accuracy, currency or adequacy of any information, facts, views, opinions, statements or recommendations contained on the Site. Reference to any product, process, publication or service of any third party by trade name, domain name, trademark, service mark, logo, manufacturer or otherwise does not constitute or imply its endorsement or recommendation by 99 Drive.

16. Indemnification

BY USING THE SITE AND/OR THE SERVICES, YOU AGREE TO INDEMNIFY, DEFEND AND HOLD 99 DRIVE AND ITS PARENT, AFFILIATES, SUBSIDIARIES, LICENSORS AND ASSIGNS, AND EACH OF THEIR RESPECTIVE MANAGERS, MEMBERS, EMPLOYEES, OWNERS, OFFICERS AND DIRECTORS HARMLESS FROM AND AGAINST ANY THIRD PARTY CLAIMS, DEMANDS, CAUSES OF ACTION, JUDGMENTS, DAMAGES, LOSSES, LIABILITIES, AND ALL COSTS AND EXPENSES, INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES, ARISING OUT OF OR RELATING TO YOUR BREACH OF THESE TERMS, YOUR VIOLATION OF THESE TERMS OR ANY LAW, YOUR USE OF THE SITE AND/OR THE SERVICES, INFORMATION OR MATERIAL POSTED OR TRANSMITTED THROUGH YOUR COMPUTER, MOBILE DEVICE OR ACCOUNT, EVEN IF NOT SUBMITTED BY YOU, THAT INFRINGES ANY COPYRIGHT, TRADEMARK, TRADE SECRET, TRADE DRESS, PATENT, PUBLICITY, PRIVACY OR OTHER RIGHT OF ANY PERSON OR DEFAMES ANY PERSON, ANY MISREPRESENTATION MADE BY YOU, AND/OR 99 DRIVE’S USE OF YOUR INFORMATION. YOU WILL COOPERATE AS FULLY AND AS REASONABLY REQUIRED IN 99 DRIVE’S DEFENSE OF ANY CLAIM OF ANY THIRD PARTY ARISING UNDER THESE TERMS. 99 DRIVE RESERVES THE RIGHT, AT ITS OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU AND YOU SHALL NOT IN ANY EVENT SETTLE ANY SUCH MATTER WITHOUT THE WRITTEN CONSENT OF 99 DRIVE.

17. Arbitration

In the event the parties are not able to resolve any dispute between them arising out of or concerning the Site, the Services, and/or these Terms or any provisions hereof, whether in contract, tort, or otherwise at law or in equity, for damages or any other relief, then such dispute shall be resolved only by final and binding arbitration pursuant to the Federal Arbitration Act, conducted in San Francisco, California as further provided below. The arbitrator's award shall be final, and judgment may be entered upon it in any court having jurisdiction. In the event that any legal or equitable action, proceeding or arbitration arises out of or concerns these Terms, the prevailing party shall be entitled to recover its costs and reasonable attorney's fees. The parties agree to arbitrate all disputes and claims in regards to these Terms or any disputes arising as a result of these Terms, whether directly or indirectly, including tort claims that are a result of these Terms. The parties agree that the Federal Arbitration Act governs the interpretation and enforcement of this provision. The entire dispute, including the scope and enforceability of this arbitration provision shall be determined by the arbitrator. This arbitration provision shall survive any termination of these Terms.

18. Class Action Waiver

Any arbitration under these Terms will take place on an individual basis. Class arbitrations and class/representative/collective actions are not permitted.

THE PARTIES AGREE THAT A PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN EACH'S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PUTATIVE CLASS, COLLECTIVE AND/ OR REPRESENTATIVE PROCEEDING, SUCH AS IN THE FORM OF A PRIVATE ATTORNEY GENERAL ACTION AGAINST THE OTHER. Further, unless both you and 99 Drive agree otherwise, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.

19. Waiver of Jury Trial

You expressly and knowingly WAIVE THE RIGHT TO TRIAL BY JURY. This means that if for any reason the arbitration agreement contained in Section 19 of these Terms is not enforced or is found inapplicable, our claims against each other will be resolved by a judge rather than a jury.

To the fullest extent permissible by governing law, we each hereby waive our respective right to a jury trial of any claim or cause of action based on or arising out of the Site, the Services and/or these Terms. You acknowledge and agree that that 99 Drive is relying on this waiver in allowing you to utilize the Site and/or the Services and that will continue to rely on this waiver in their future dealings with you.

You hereby represent and warrant that you have knowingly and voluntarily waived your jury trial rights following consultation with legal counsel.

You agree that this paragraph constitutes a written consent to waiver of trial by jury within the meaning of California Code of Civil Procedure Section 631(d)(2) and hereby authorize us to file these Terms with the clerk or judge of any court of competent jurisdiction as a written consent to waiver of jury trial.

20. Liability Disclaimer

THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. 99 DRIVE, LLC AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE SITE AT ANY TIME.

99 DRIVE, LLC AND/OR ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED "AS IS", WITHOUT WARRANTY OR CONDITION OF ANY KIND. 99 DRIVE, LLC AND ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL 99 DRIVE, LLC AND/OR ITS MANAGERS, MEMBERS, EMPLOYEES, AGENTS AMD/OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF 99 DRIVE, LLC OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE AND/OR SERVICES, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE AND/OR SERVICES.

IF YOU RELY ON THE SITE OR ANY INFORMATION, PRODUCT, OR SERVICE AVAILABLE THROUGH THE SITE, YOU DO SO AT YOUR OWN RISK. YOU UNDERSTAND THAT THERE MAY BE DELAYS, OMISSIONS, INTERRUPTIONS, INACCURACIES, AND/OR OTHER PROBLEMS WITH THE INFORMATION, PRODUCTS, AND SERVICES PUBLISHED ON OR PROMOTED THROUGH THE SITE. 99 DRIVE AND ITS AFFILIATES, AGENTS, AND LICENSORS CANNOT AND DO NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENTNESS, NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF THE INFORMATION OR SERVICES AVAILABLE THROUGH THE SITE (OR ANY INFORMATION, GOODS, OR SERVICES THAT ARE REFERRED TO, ADVERTISED OR PROMOTED ON, OR SOLD THROUGH THE SITE). NOR DO WE OR THEY GUARANTEE THAT THE SITE OR THE SERVICES WILL BE ERROR FREE, OR CONTINUOUSLY AVAILABLE, OR THAT THE SITE OR THE SERVICES WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. 99 DRIVE AND ITS MANAGERS, MEMBERS, AGENTS, EMPLOYEES, AFFILIATES, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR ANY CLAIMS, ACTIONS, OR JUDGMENTS ARISING OUT OF OR RELATED TO ANY CONTENT POSTED TO THE SITE BY YOU OR ANY THIRD PARTY.

UNDER NO CIRCUMSTANCES WILL 99 DRIVE OR ITS AFFILIATES, AGENTS, OR LICENSORS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DAMAGES ARISING OUT OF YOUR USE OF THE SITE, THE SERVICES, 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. YOU AGREE THAT THE LIABILITY OF 99 DRIVE AND ITS AFFILIATES, AGENTS, AND LICENSORS, IF ANY, ARISING OUT OF ANY KIND OF LEGAL CLAIM ARISING OUT OF OR OTHERWISE RELATING THE SITE OR THE SERVICES WILL NOT EXCEED THE AMOUNT YOU PAID, IF ANY, FOR THE USE OF THE SITE OR THE SERVICES OUT OF WHICH SUCH LIABILITY ALLEGEDLY ARISES. WITHOUT LIMITING THE GENERALITY OF THE PRECEDING SENTENCE, YOU AGREE THAT WE ARE NOT RESPONSIBLE OR LIABLE TO YOU OR ANYONE ELSE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE, TORTIOUS, OR ILLEGAL CONDUCT BY YOU OR ANY OTHER PARTY OR ANY INFRINGEMENT OF YOUR OR ANOTHER’S RIGHTS ARISING FROM OR IN CONNECTION WITH THE SITE.

21. Release

TO THE FULLEST EXTENT ALLOWABLE UNDER GOVERNING LAW, YOU AGREE THAT 99 DRIVE AND ITS MANAGERS, MEMBERS, EMPLOYEES, AGENTS, AFFILIATES, SUBSIDIARIES, LICENSORS AND ASSIGNS, AND EACH OF THEIR RESPECTIVE OWNERS, EMPLOYEES, OFFICERS AND DIRECTORS (COLLECTIVELY, THE “RELEASED PARTIES”) ARE NOT LIABLE TO YOU OR ANY THIRD PARTY FOR DAMAGES OF ANY KIND, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING OUT OF OR RESULTING IN ANY WAY FROM OR IN CONNECTION WITH (i) THE SITE , (ii) THE SERVICES, AND/OR (iii) ANY ERRORS OR OMISSIONS IN THE TECHNICAL OPERATION OF THE SITE AND/OR SERVICES, EVEN IF 99 DRIVE OR OTHER RELEASED PARTY IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, THEFT OR DESTRUCTION OF, OR UNAUTHORIZED ACCESS TO THE SERVICES (COLLECTIVELY, THE “RELEASED MATTERS”). NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, 99 DRIVE’S AND/OR ANY OTHER RELEASED PARTIES LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO ONE THOUSAND DOLLARS ($1000) AND IS STRICTLY LIMITED TO LOSSES THAT WERE REASONABLY FORESEEABLE. LOSSES ARE FORESEEABLE WHERE THEY COULD BE CONTEMPLATED BY YOU AND US AT THE TIME YOU UTILIZE THE SITE AND/OR THE SERVICES. 

BY USING THE SITE AND/OR THE SERVICES AND THEREBY AGREEING TO THESE TERMS, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS:

“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”

22. Modification/Termination

Our employees are not authorized to vary the terms of these Terms. These Terms may be modified only (A) by obtaining our written consent in a notarized agreement signed by a Manager and/or officer of 99 Drive; or (B) as set forth in the next paragraph.

You agree that we may modify the terms of these Terms from time to time, and that your right to access the Site and the Services is conditioned on an ongoing basis with your compliance with the then-current version of these Terms. We will notify you of any material revisions or modifications to these Terms by: (1) posting a notice on the Site for thirty (30) days following any revisions or modifications to these Terms and/or by posting a notice on the Site the first time that you visit the Site following such revisions or modifications; or (2) through a direct communication to you by email, if you have provided an email address to us. If you have not already done so, please register the appropriate email address at http://99drive.com. You will be deemed to have agreed to the new terms and conditions if you continue to access the Site and/or 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 the Site (whichever is sooner). If you do not provide us with a valid email address to send you information concerning revisions or modifications to these Terms, 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.

99 Drive reserves the right, in its sole discretion, to terminate your access to the Site and the Services or any portion thereof at any time, without notice.

23. Changes to Terms

99 Drive reserves the right, in its sole discretion, to change these Terms. The most current version of the Terms will supersede all previous versions.

24. Reservation of Rights

Any and all rights not expressly granted to you in these Terms are hereby reserved by 99 Drive.

25. Miscellaneous

You may not transfer or assign any or all of your rights or obligations which may arise under these Terms. Subject to the preceding sentence, these Terms are binding upon each of our respective heirs, devisees, executors, personal representatives, administrators, successors and assigns. No waiver of any provision of these Terms and/or your rights or obligations shall be effective, except pursuant to a written instrument signed by 99 Drive and any such waiver shall be effective only in the specific instance and for the specific purpose stated in such writing. To the maximum extent permitted by law, these Terms are governed by the laws of the State of California and to the extent required, you hereby consent to the exclusive jurisdiction and venue of courts in California in all disputes arising out of or relating to the use of the Site and/or Services. Use of the Site and/or Services is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this Section.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and 99 Drive as a result of these Terms or use of the Site. 99 Drive's performance of these Terms is subject to existing laws and legal process, and nothing contained in these Terms is in derogation of 99 Drive's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by 99 Drive with respect to such use. If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

The laws of the State of California, without regard to the conflicts of laws principles thereof, will apply to all matters relating to this Website, the Services and/or the purchase of Products. Each of us agrees and hereby submits to the exclusive personal jurisdiction and venue of the State and Federal Courts of California located in San Francisco with respect to any claim arising out of, under and/or in connection with such matters and/or any transactions with 99 Drive. You agree that personal jurisdiction over you may be effected by service of process by registered or certified mail at the most recent address provided by you to 99 Drive and that when so made, shall be as served personally upon you within the State of California. If any provision of these Terms is determined by any court or arbitrator of competent jurisdiction to be invalid, illegal or unenforceable in any respect, such provision will be enforced to the maximum extent possible given the intent of the parties hereto. If such clause or provision cannot be so enforced, such provision shall be stricken from these Terms and the remainder of these Terms will be enforced as if such invalid, illegal or unenforceable clause or provision had (to the extent not enforceable) never been contained in these Terms. A printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that these Terms and all related documents be written in English.

26. Statute of Limitations

You agree that any claim, demand, or cause of action arising out of or related to the Service or your access or visit to the Site or these Terms (“Claim”) must be filed by you within one (1) year after such Claim arises. If you fail to file such Claim within such one year period, you agree that your Claim will be forever barred.

27. Severability and Integration

In the event any part of these Terms are found to be unenforceable, the remainder shall continue in full force and effect. You understand and agree that these Terms and the Privacy Policy represents the entire agreement governing your use of the Site and/or the Services.

28. Governing Law.

This Agreement shall be governed by, and interpreted in accordance with, the laws of the State of California.

29. Entire Agreement.

These Terms, including all information incorporated herein by reference, together with the Company’s Privacy Policy, available at the Site, sets forth all (and is intended by all parties to be an integration of all) of the representations, promises, agreements and understandings among the parties hereto with respect to the Site, the Services, the Content and the Intellectual Property and all matters related thereto. Without in any way limiting the foregoing, these Terms supersede any and all prior or contemporaneous oral or written communications and/or agreements between the parties hereto, all of which are merged herein.



29. Contact Us

99 Drive welcomes your questions or comments regarding the Terms: