1. Accepting These Terms of Use

These Terms of Use (“Terms”) are a legally binding agreement between you (“you” or “your”) and United Auto Credit Corporation d/b/a Vroom Financial Services, including all of its subsidiaries or affiliates (together, “UACC”, “we” or “our”). The Terms set forth your rights and responsibilities when you use any of the tools, features or services (collectively, the “Services”) provided through any UACC website or mobile site (together, “Sites”) or any web-based or mobile applications (“Apps”) that reference or link to these Terms.

Please read these Terms carefully. You can access the Terms and Privacy Policy any time in the footer of the Service's home page or initial screen. Your access, visitation, and/or use of the Service, including without limitation the creation of an account (“Account”), will constitute your agreement to these Terms. By using or accessing the Service, you affirm you are at least eighteen (18) years old. If you do not agree to abide by or be bound by these Terms and our Privacy Policy, please do not access, use or register for any of our Services.

2. Your Account with UACC

We may require you to open an Account by (i) providing UACC with information or (ii) using an existing social network account, such as those offered by Google, Facebook, Twitter, Amazon, Instagram and YouTube (each, a “Third Party Account”). By using the Services through a Third Party Account, you permit us to access certain information from such accounts for use by the Services. You are ultimately in control of how much information is accessible to us and may exercise such control by adjusting your privacy settings on your Third Party Account. You must provide UACCC with accurate and complete information and keep your Account updated. You may not open more than one Account; UACC reserves the right to close any duplicate accounts.

You are responsible for maintaining the confidentiality of your password and log-in details. UACC will not be responsible for any damage that is caused to you or others under your Account. Similarly, without authorization, you must not use the Account of any other person or entity.

3. Content and Information on the Services
A. Content Accessible Through the Services

The Services include our proprietary content and the licensed content of others, which may include data, text, photographs, videos, audio clips, written posts and comments, logos, button icons, data compilations, software, scripts, graphics, illustrations, interfaces, GUI and interactive features, as well as other resources (such as FAQs, articles or support services), and all related documentation, know-how, specifications, materials, designs, and the “look and feel” of the Services (collectively, the “Content”). Our Service tools may also help you submit Content, including recommendations and reviews. Any content that you submit shall be called “Submissions.”

B. Sharing Information Through the Services

Certain features of the Services may allow you to share information with others, including through your social networks or other Third Party Accounts. When Content is authorized for sharing, we will clearly identify the Content you are authorized to redistribute and the ways you may redistribute it, usually by providing a “share” button on or near the Content. If you share information from the Services with others through your Third Party Accounts, such as your social networks, you authorize UACC to share that information with the applicable Third Party Account provider. Please review the policies of any Third Party Account providers you share information with or through for additional information about how they may use your information. If you redistribute Content, you must be able to edit or delete any Content you redistribute, and you must edit or delete it promptly upon our request.

4. Rules of Use
A. Responsibility for Your Submissions

Your Submissions include content that you (i) post to interactive areas, such as Live Chat, or on our branded social media pages on third-party services, and (ii) tag us, our products, or our services in, including on your social media accounts on other services. You are entirely responsible for your Submissions. Any and all Submissions posted, viewed or accessed are at your own risk. UACC makes no express or implied warranty about the accuracy, copyright compliance, legality or any other aspect of any Submissions.

Without limiting the foregoing, you may not use the Services to submit or upload any Submissions:

  • That contain unsolicited promotion, advertising, contests, or raffles;
  • Make any commercial, advertising, promotional, or marketing use of the Service and/or Content, including without limitation the photos, images, text, music, audio, videos, podcasts, trademarks, trade names, service marks, and other brand identifiers of us, our licensors, vendors, and/or service providers obtained on or through the Service, except as permitted by the Copyright Act or other law or as expressly permitted in writing by the agreement, us, or the Service;
  • That are fabricated, false, illegal, misleading, inaccurate, offensive, or inappropriate;
  • That infringe or violate any intellectual property or other rights of UACC or any third party, or violate any law, rule, regulation, or contractual duty;
  • That include a person’s or entity’s identification documents or sensitive financial information if you do not have the requisite authority or permission;
  • That violate any other restrictions we provide to you; or
  • That are on behalf of another person, if such other person would violate any of the above restrictions.

UACC has no obligation to review, edit or delete Submissions, but we reserve the right to do so, for any reason or no reason, in our sole discretion. In addition, UACC may limit the size and storage spaces available for Submissions. If you provide to us the number for a mobile or other device, or we obtain the device identifier for a device you are using, you agree, represent, warrant, and guarantee that such device is registered in your name and owned by you, or that you have permission of the device owner(s) to utilize the device for such purposes.

B. Other Prohibited Conduct

You also may not do any of the following through the Services:

  • Falsely state or otherwise misrepresent yourself or your affiliation with any person or entity, or express or imply that UACC endorses you, your vehicle, or your business;
  • Use the Services in any way that is immoral, unauthorized, or illegal;
  • Use the Services in any way that is racist, sexist, inflammatory, defamatory, harassing, misleading, invasive of UACC’s or another’s privacy or publicity rights, or is otherwise offensive or objectionable;
  • Use the Services in any way or for any purpose that in our sole discretion is likely to harm UACC or any of its affiliates, agents, licensors, subsidiaries, officers, directors, shareholders, employees, contractors, sub-contractors, distributors, service providers, and/or suppliers (the “UACC Representatives”);
  • Attempt to interfere with or disrupt the ability to access the Services, the operation of the Services, or the servers or networks that host them;
  • Remove or disassociate from the Content or the Services any restrictions or signs indicating proprietary rights of UACC or its licensors, including any proprietary notices (such as ©, TM, or ®);
  • Bypass any measures UACC may use to prevent or restrict access to the Services;
  • Use any type of data mining, robots, scrapers, or other data collection methods;
  • Make available in connection with the Services any virus, worm, Trojan horse, spyware, bug, or malware;
  • Hyperlink to the Service without our written permission. If you wish to obtain permission to hyperlink, please contact;
  • Use the Services for any purpose for which they are not intended; or
  • Infringe or violate any of the provisions of these Terms or our Privacy Policy
C. Acts of Others

UACC does not control the behavior of those using the Services. In some cases, the Services allow you to interact with other users. UACC is not responsible for the acts, omissions or behavior of any individual or entity you encounter through the Services. Although we may choose to intervene or attempt to resolve a dispute, you agree that we have no obligation to do so.

5. Intellectual Property
A. UACC’s Content

The site and its entire contents, features, and functionality (including but not limited to all web pages, user interfaces, information, design, software, source code, text, displays, graphics, images, videos, and audio recordings, and the design, selection, and arrangement thereof) are owned, controlled, or licensed by UACC, and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

UACC’s trademarks include, without limitation, “United Auto Credit”, “Driven to Make a Difference”, “FOURSQUARE SYSTEM”, “Four$quare System”, “FOURSQUARE SYSTEM BY UNITED AUTO CREDIT”. All of the intellectual property rights (including, without limitation, inventions, patents and patent applications, trademarks and trademark applications, trade names, service marks, copyrightable materials, domain names and trade secrets, whether or not registered or capable of being registered) in or to the Services and the Content are owned by and/or licensed to UACC and are protected by applicable copyright and other intellectual property.

Subject to these Terms, you are granted a non-exclusive, non-commercial, non-transferable, non-sublicensable and fully revocable limited license to use our Content for the purpose of using the Services in accordance with these Terms and the Privacy Policy. All rights not expressly granted to you under these Terms or our Privacy Policy are reserved by UACC and/or its licensors.

Among other restrictions set forth in these Terms (which we may revise or update) (i) you shall not: (a) decipher, decompile, disassemble, reverse engineer, record, “web crawl”, “scrape” or otherwise attempt to derive any content, source code or underlying ideas or algorithms of any part of the Services (including, without limitation, any application), except to the limited extent applicable statutory laws specifically and expressly prohibit such restriction; (b) modify, translate, or otherwise create derivative works of any part of the Services; or (c) copy, sell, license, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder or use the Services for the benefit of any third parties, and (ii) you are not permitted to use the UACC trademarks, copyrighted content, other intellectual property, or any third-party trademarks any part of the Services. You may use the Services, including the site, only for lawful purposes and you agree not to use the Services in any way that violates any applicable federal, state, local, or international law or regulation.

B. Your Submissions

You must own or have sufficient intellectual property rights to all Submissions that you provide through the Services, without any infringement or violation of any third-party rights or applicable laws, rules, regulations or directives. You must obtain all consents and authorizations required for the use of your Submissions. You agree that all information uploaded or submitted by you (excluding Personally Identifiable Information (defined in the Privacy Policy) and financial information) is nonconfidential and may become publicly available.

You grant UACC a perpetual, non-exclusive, royalty-free, and worldwide license to publicly display, communicate, distribute, host, publicly perform, publish, reproduce, make modifications or derivative works of, store and use any of your Submissions in connection with the Services, in any media formats and through any media channels known today and developed in the future, for the purpose of operating, marketing, and improving the Services. You also grant UACC permission to attribute you in connection with your Submissions. You hereby waive any rights of privacy or publicity in this respect.

C. Feedback

You acknowledge that any suggestions, questions, ideas, or other comments you provide to UACC (“Feedback”) shall become our sole and exclusive property without any compensation to you. We may, in our sole discretion, decide whether to use the Feedback. You hereby assign to UACC all of your right, title and interest in the Feedback, including, but not limited to, all copyrights, patent rights, trade secrets, and trademarks.

D. DMCA Policy: Notice and Takedown Procedure

UACC has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act. If you believe that any content displayed on any of the Services infringes your copyrighted work, you may send notice to UACC’s Designated Agent to Receive Notification of Claimed Infringement (“Designated Agent”) at:

United Auto Credit Corporation
Attn: General Counsel
PO Box 163049
Fort Worth, TX 76161
legaldept@uacc.net

Please include the following information in your notice:

  • A signature of a person authorized to act on behalf of the owner of the copyright;
  • Identification of works or materials being infringed;
  • Identification of the infringing material with sufficient detail so UACC can find and verify its existence;
  • Contact information about the notifying party;
  • A statement that the notifying party has a good faith belief that the material is not authorized by the copyright owner, its agent, or the law; and
  • A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.

Once we receive the notice, we may take actions in our discretion, including removing the alleged infringing material.

6. Third-Party Content, Links, and Services

The Services may include materials and information from third parties that UACC has not evaluated or reviewed. Furthermore, some of the Services may contain links to non-UACC websites, products, or services. These links are for your convenience only; the applicable sites and services are not under our control and we do not endorse or assume any responsibility for them.

In some cases, your ability to access or use the Services may depend on software, hardware or other systems or equipment provided by third-party providers who are not under our control. We cannot and do not represent that all portions of the Services can be accessed via all devices, or via all carriers or service plans, or from all geographic locations.

Your access or use of any non-UACC websites or services or reliance upon their content is at your own risk. Most of such linked sites or services provide their own legal documents, including terms of use and privacy policies, which govern their use. Please review these terms before using the related products or services.

7. Privacy

Your use of the site or Services is subject to the applicable privacy-related policies and notices of UACC’s Privacy Notice and Online Privacy Policy. To the extent permitted by applicable law, by accessing or using the site or Services, you understand and agree that UACC may collect and retain personal or other information about you or the device you use to access the Site or Services.

8. Potential Disruption of Service

Access to the site may from time to time be unavailable, delayed, limited or slowed due to, among other things:

  • Hardware failure, failures of computers (including your own computer), servers, networks, telecommunication lines and connections, and other electronic and mechanical equipment.
  • Software failure, bugs, errors, viruses, configuration problems, incompatibility of systems, utilities or applications, the operation of firewalls or screening programs, unreadable codes, or irregularities within particular documents or other content.
  • Overload of system capacities.
  • Damage caused by severe weather, earthquakes, wars, insurrection, riots, civil commotion, act of God, accident, fire, water damage, explosion, mechanical breakdown or natural disasters.
  • Interruption (whether partial or total) of power supplies or other utility of service.
  • Strike or other stoppage (whether partial or total) of labor.
  • Governmental or regulatory restrictions, exchange rulings, court or tribunal orders or other human intervention.
  • Any other cause (whether similar or dissimilar to any of the foregoing) whatsoever beyond the control of UACC.
9. Termination

If you do not comply with the Terms or Privacy Policy, UACC may suspend or terminate your Account or otherwise block or restrict your access to the Services. Additionally, UACC may refuse to provide the Services for any reason or no reason, at any time. If, for any reason, you no longer consent to the Terms or Privacy Policy, please stop using the Services and this will be your sole remedy in such circumstances.

Upon termination by you or UACC:

  • You will cease any further use of the Services;
  • All rights granted to you under the Terms and Privacy Policy will automatically terminate; and
  • Certain data (e.g., Content, Submissions) may be retained or deleted at UACCs sole discretion consistent with any applicable laws, rules or regulations.

The ownership provisions, licenses of Submissions and Feedback, DMCA policy, Disclaimer of Warranties, Limitation of Liability, Indemnification, Governing Law and Jurisdiction, and General sections of these Terms will survive termination. Other provisions of the Terms that by their nature would survive termination shall so survive.

10. Disclaimer of Warranties

TO THE EXTENT LEGALLY PERMISSIBLE, ANY AND ALL OF THE SERVICES AND CONTENT ARE PROVIDED “AS-IS”. UACC AND THE UACC REPRESENTATIVES DISCLAIM ALL WARRANTIES OF ANY KIND REGARDING THE USE OF ANY AND ALL SERVICES, INCLUDING, WITHOUT LIMITATION, ANY AND ALL: (I) WARRANTIES REGARDING THE OPERATION, ACCURACY, RELIABILITY, COMPLETENESS, QUALITY OR SUITABILITY OR THE INFORMATION OR CONTENT DISPLAYED ON OR THROUGH THEM; (II) WARRANTIES OF TITLE OR NON-INFRINGEMENT; AND (III) IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE SERVICES AND THE CONTENT OR THE SUBMISSIONS, AND THOSE ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. YOU EXPRESSLY AGREE THAT USE OF THE SERVICES, CONTENT, AND SUBMISSIONS ARE AT YOUR SOLE RISK. UACC AND THE UACC REPRESENTATIVES AND OUR THIRD-PARTY SERVICE PROVIDERS DO NOT REPRESENT OR WARRANT THAT THE CONTENT OR SUBMISSIONS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE.

IN ADDITION, IN NO EVENT SHALL UACC OR ITS REPRESENTATIVES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENCES TO YOU OR OTHERS THAT MAY RESULT FROM TECHNICAL PROBLEMS OR ERRORS OR FOR ANY DECISION MADE OR ACTION TAKEN BY YOU OR ANY OTHER PARTY IN CONNECTION WITH THE SERVICES.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSIONS OR LIMITATIONS SET FORTH ABOVE, IN WHICH CASE, THE FULL EXTENT OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY.

11. Limitation of Liability

TO THE EXTENT PERMITTED BY LAW, IN NO EVENT WILL UACC OR THE UACC REPRESENTATIVES BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR: (1) INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY, OR PUNITIVE DAMAGES, UNDER ANY LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, BY TORT, NEGLIGENCE, CONTRACT, OR OTHER), ARISING FROM OR CONNECTED TO THE SERVICES, TERMS, CONTENT OR PRIVACY POLICY; (2) ANY COSTS OF PROCURING ANY SUBSTITUTE GOODS, TECHNOLOGY, OR SERVICES; OR (3) ANY DAMAGES WHATSOEVER THAT IN THE AGGREGATE EXCEED THE GREATER OF (A) THE AMOUNT ACTUALLY PAID BY YOU (IF ANY) TO VROOM FOR USE OF THE APPLICABLE SERVICES IN THE IMMEDIATELY PREVIOUS TWELVE (12) MONTH PERIOD OR (B) US $1,000.00.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSIONS OR LIMITATIONS SET FORTH ABOVE, IN WHICH CASE, THE FULL EXTENT OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY.

12. Indemnification

You agree to defend, indemnify, and hold harmless UACC (and all of its direct and indirect subsidiaries and affiliates) and each of their respective directors, officers, employees, agents, successors, and assigns from and against all losses, liabilities, damages, claims and expenses, including attorneys' fees, arising out of, relating to, or resulting from your violation of these Terms or misuse of the Service, social media pages or the site, including such violation or misuses conducted by your employee or agent.

UACC reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification by you, which will not excuse your indemnity obligations and in which event you will fully cooperate with UACC in asserting any available defense. You agree not to settle any matter subject to an indemnification by you without first obtaining UACC’s prior express written approval.

13. Severability

In the event any of the terms or provisions of these Terms shall be held to be unenforceable, the remaining terms and provisions shall be unimpaired, and the unenforceable term or provision shall be replaced by such enforceable term or provision as comes closest to the intention underlying the unenforceable term or provision.

14. Changes to the Services or Terms

UACC reserves the right to modify its Terms and Services at any time without prior notice. All change to these Terms will be effective upon posting of such updated Terms on the Sites, and your continued access or use of the Services after the date of any change to these Terms, will constitute acceptance to be bound by those changes.

UACC reserves the right to stop, temporarily or permanently, the operation of any and all Services without notice, on a general or specific basis, at any time. All information (ours or yours) made available on the applicable Service may be removed or deleted, and you are required to make your own copy of any information you submit to UACC. UACC will not be liable to you or to any third party for any changes, suspension, or discontinuance of the Service(s) or any malfunctions that may occur in connection thereto.

15. U.S. Government Matters

The Services are subject to the trade laws and regulations of the United States and other countries, including the Export Administration Regulations (EAR, 15 CFR Part 730 et seq.) and the sanctions programs administered by the Office of Foreign Assets Control (OFAC, 31 CFR Part 500). You will not import, export, re-export, transfer or otherwise use the Services in violation of these laws and regulations, including by engaging in any unauthorized dealing involving (i) a U.S. embargoed country; (ii) a party included on any restricted person list, such as the OFAC Specially Designated Nationals List, or the Commerce Department’s Denied Persons List or Entity List; or (iii) the design, development, manufacture, or production of nuclear, missile, or chemical or biological weapons. By using the Services, you represent and warrant that you are not located in any such country or on any such list. You will not engage in activity that would cause us to be in violation of these laws and regulations, and will indemnify Vroom for any fines, penalties or other liabilities incurred by us for your failure to comply with this provision.

16. General
  1. These Terms constitute the entire agreement between you and UACC regarding your use of any and all of the Services as detailed herein, and supersedes any prior agreements between you and Vroom relating to such use.
  2. These Terms are governed by the laws of the State of California, without regard to its conflicts of law rules, and the United States of America.
  3. These Terms do not, and shall not be construed to create any relationship, partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between you and UACC.
  4. Any heading, caption, section title or summaries contained in these Terms is inserted only as a matter of convenience and shall not affect their interpretation. Any use of “including” “for example” or “such as” in these Terms shall be read as being followed by “without limitation” where appropriate.
  5. The failure of either party to exercise or enforce any right or provision of these Terms or any prior version of these Terms shall not constitute a waiver of such right or provision in that or any other instance. If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be amended as possible to comply with the applicable law. This shall not affect the validity and enforceability of any remaining provisions.
  6. We may assign any right or obligation under the Terms without restriction, but you may do so only after receiving our express written consent. Any amendment to the Terms must be done in writing and signed by UACC and you.

Last Updated: April 29, 2022

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