1. provide accurate information, including without limitation information concerning registration, posted vehicles, bids, sales, purchases and any information potentially material to a Service transaction;
2. if you are a Rite Drive Dealer, represent the vehicle with accuracy and honesty; and to list any and all damage, flaws, defects or issues concerning the vehicle in the "issue section" as part of the advertisement;
3. if you are a Rite Drive Dealer, advertise the vehicle with a buy back guarantee acknowledging that the buyer may return the vehicle at no cost (except the cost of return shipping) if the vehicle is not as advertised. If the vehicle is not as advertised, the vehicle is to be repurchased from the buyer by the Rite Drive Dealer, and all money is to be fully refunded within seven (7) days by the Rite Drive Dealer to the buyer.
4. refrain from fraudulent and/or misleading conduct, representations or other activity;
5. refrain from any activity to unfairly manipulate the Service�s pricing, bidding or sales process;
6. refrain from interfering with other user�s fair use of the Services;
7. timely pay any money due to the Rite Drive Dealer pursuant to a Service transaction;
8. timely respond to reasonable requests for information;
9. timely claim or accept delivery a vehicle you have agreed to purchase under the Service;
10. if you are a Rite Drive Dealer, you must be the only legal owner of the vehicle at the time the sale is completed, and legally capable of providing full ownership of the vehicle upon completion of the transaction;
11. refrain from allowing unauthorized persons to use or access your Rite Drive account, User Name and/or Password;
12. if you are a Rite Drive Dealer, maintain a valid, current dealership registrations and/or licenses;
13. comply with these Terms, your sales agreements, and all applicable laws and regulations.

FOR RITE DRIVE DEALERS:

Rite Drive is a community of elite dealerships across the U.S. Each Rite Drive Dealer will act efficiently and honestly with integrity. All Rite Drive Dealers will treat one another with respect. Customer service should be your number one priority as a Rite Drive Dealer. By using this Site and Services, and by agreeing to these Terms, you agree to respect each and every other dealer member of Rite Drive

When you offer a vehicle for sale through this Site, you must be prepared to sell that vehicle at the price at which, and the terms on which, you've listed it, except that prices listed by sellers on this Site may exclude sales tax, finance charges, title, license, regulatory, dealer documentary, emission testing and compliance fees, any and all of which may be added to the listed price to arrive at the final sale price of a particular vehicle.

You must have possession of the actual vehicle listed and the ability to transfer title. To list a vehicle for sale on this Site, you are required to provide certain identifying and contact information. The information must accurately identify the seller and the method of contact must permit buyers to communicate directly with the seller. You may not charge any potential buyer for information about any vehicle listed for sale on this Site, nor may you use this Site to promote, without Rite Drive�s prior written permission, any other website, product or service.

Responsibility for the information contained in each listing lies exclusively with each seller. You alone are responsible for the material you post and for the content of all email messages transmitted through this Site.

Although Rite Drive can't monitor every transaction that originates through a listing on this Site, we may, at our election and in our sole discretion, perform random quality assurance tests to confirm that those who offer vehicles for sale over this Site are able to sell the vehicles they advertise at the prices at which, and the terms on which, they advertise them. By using this Site and our Services, you agree to cooperate fully in these random quality assurance tests. If our tests reveal, or we otherwise believe or learn, that a seller is engaging in "bait and switch" or other unfair or deceptive acts or practices, we reserve the right to deny that seller use of our Site and Services.

FOR RITE DRIVE CONSUMERS:

Any vehicle that you purchase through your use of this Site or Services comes with a buy-back guarantee. Under no circumstance is a vehicle to be misrepresented at any time. Any abuse must be reported to Rite Drive immediately at the following address: abuse@ritedrive.com. To ensure consumer satisfaction, we recommend a pre-purchase inspection with all transactions.

You are restricted to use of this Site and Services in a lawful manner for lawful purposes only. You agree to comply with all applicable laws, statutes and regulations regarding use of the Services including listing, purchasing, and soliciting offers to purchase.

Under no circumstances shall you: (a) send unsolicited commercial email (spam) to any email address provided on this Site, or list, post or transmit any unsolicited advertising or promotional materials or other forms of solicitation to any user of this Site or Services; (b) interfere or attempt to interfere with the proper functioning of this Site or Services, or interfere or attempt to interfere with other parties' use of this Site or Services; (c) list, post, or transmit any information that contains any viruses, Trojan horses, worms, time bombs, cancel bots or other computer programs or files that are designed to damage, destroy, interrupt or intercept any system, data, or personal information; (d) send any objectionable material to any email address provided on this Site, or to any user of this Site or Services; or (e) use this Site or Services in any manner inconsistent with all applicable local, state, and federal rules and laws. (Objectionable material includes any material that contains information which: (i) is false, libelous or defamatory; pornographic; sexually explicit; vulgar; obscene; harassing; hateful; abusive; threatening; or racially, ethnically or sexually objectionable; (ii) constitutes a breach of any person's privacy or publicity rights; (iii) violates any third party's intellectual property rights of any kind, including copyright, patent, trademark or trade secret; or (iv) violates or encourages others to violate any international, federal, state or local law.)

Further, under no circumstances shall you: (f) register under a false name or use an invalid or unauthorized credit card; (g) represent yourself under a false name, or impersonate any other user, Rite Drive employee, officer, or any other person; (h) use another user�s password(s); (i) list, post, or transmit any item, link or material that infringes a third-party such as contractual rights, copyright, trademark, patent, trade secret or other proprietary rights (including rights to publicity or privacy); (j) list, post, or transmit any item that is counterfeited, illegal, stolen, or fraudulent; or (k) list, post, or transmit any information that reasonably could be construed as constituting evidence of, or an element of, collusion, monopolization, predatory conduct or pricing, a refusal to deal, below-cost sales, price squeezing or any other violations of any Federal, state, or international law prohibiting antitrust or anti-competitive activities or unfair trade practices.

FOR RITE DRIVE DEALERS:

We want potential buyers visiting this Site and using the Services to feel comfortable sharing their email addresses (and other personal information) with those listing vehicles for sale on our Site. By listing a vehicle for sale on this Site, you agree to use the email addresses (and other personal information) of those responding to your listing only for purposes of communicating with them about the potential sale of that vehicle. By using the Services and this Site, you agree not to use information concerning other users of this Site, or the vehicles they've listed or searched for on this Site (including listing information, user names, email addresses, telephone numbers, and/or other information), for any purpose other than to explore the potential purchase or sale of a listed vehicle.

Rite Drive respects your privacy. Rite Drive will treat any information it collects from you in accordance with its Privacy Policy, which is incorporated herein by reference. You are asked to read the Privacy Policy before you use this Site. If you are unwilling to accept the terms and conditions of the Privacy Policy, please do not use the Site.

Rite drive may change these Terms at any time. Your continued use of this Site following the posting of any changes to the Terms shall be deemed your acceptance of those changes. If you object to any provision of these Terms or any subsequent changes to these Terms, please do not use this Site.

Rite Drive reserves the right to modify or terminate these Terms or your access to this Site (or portions thereof) or Services, temporarily or permanently, with or without notice to you, and is not obligated to maintain or update this Site. In the event your access to this Site (or portions thereof) or Services is modified or terminated, you agree that neither Rite Drive nor any of its attorneys, employees, officer or agents shall be liable to you or any third party.

YOU ACKNOWLEDGE THAT YOUR USE OF THIS SITE AND SERVICES IS AT YOUR OWN RISK. Rite Drive simply provides a venue for Sellers and Buyers. Rite Drive is not involved in the actual transactions between Sellers and Buyers, and is not the agent of, and has no authority for either for any purpose. The relationship between you and Rite Drive is that of user and services provider, and as such, neither party is, nor may either party represent itself as, an employee, agent, partner, franchisee or joint venturer of the other. This Agreement is not authority for you to act for Rite Drive in any way.

For your convenience, we offer a variety of links to other websites that we don't control or operate where you can obtain automotive related products and services, including insurance, warranties, financing and inspection services. We cannot (and do not) guarantee the prices, terms, quality, reliability or performance of the products or services advertised or provided by these vendors. Rite Drive is not responsible for the products or services these vendors advertise or provide. If you choose to purchase an inspection through such a third-party website, you should note that an inspection is not a warranty. Although inspections are often of significant value in the purchase of a pre-owned car, an inspection is never a guarantee that the inspected car is free from defects or that the inspectors have identified all existing defects. Before you purchase inspection services, you should confirm with the inspector the location at which the inspection will be conducted, the scope and price of the inspection, and any other information you consider important to your decision. You are responsible for coordinating and arranging for the inspection. YOU RELEASE RITE DRIVE, ITS EMPLOYEES, AGENTS, DIRECTORS, OFFICERS, REPRESENTATIVES, LICENSEES AND AFFILIATES, AND EACH OF THEIR SUCCESSORS AND ASSIGNS, FROM ANY AND ALL DAMAGES THAT YOU MAY INCUR, AND AGREE NOT TO ASSERT ANY CLAIMS AGAINST THEM, ARISING FROM YOUR PURCHASE OR USE OF THIRD-PARTY SUPPLIED PRODUCTS AND SERVICES. For your convenience, we offer links to websites operated by car dealerships that list their cars on our Site. We are not responsible for any of the content that appears on these sites, including, without limitation, promotional contests and sweepstakes offers. We do not co-sponsor, operate, endorse or guarantee any advertiser sweepstakes or contest offer that may be promoted from time to time on our Site, or that may be accessible through a link from our Site, and you RELEASE RITE DRIVE, ITS EMPLOYEES, AGENTS, DIRECTORS, OFFICERS, REPRESENTATIVES, LICENSEES AND AFFILIATES, AND EACH OF THEIR SUCCESSORS AND ASSIGNES, FROM ANY AND ALL DAMAGES THAT YOU MAY INCUR, AND AGREE NOT TO ASSERT ANY CLAIMS AGAINST THEM, ARISING FROM YOUR ENTRY, PARTICIPATION OR ACCEPTANCE OF ANY PRIZE IN ANY SUCH SWEEPSTAKES OR CONTEST OFFER.

All rights and interests in this Site, its technology, its trademarks, its service marks, software, copyrights and other know how related to the Service (collectively, "IP rights") is the sole property of Rite Drive. Under no circumstances shall you claim any ownership rights to the Site, or to Rite Drive�s IP rights.

Any unauthorized reproduction, publication, further distribution or public exhibition of the materials, information and/or software provided by Rite Drive to you, in whole or in part, is strictly prohibited.

By submitting any content to this Site, you are permanently granting Rite Drive and its affiliates, successors and licensees all rights to the material, including a nonexclusive, world-wide, royalty-free, perpetual, irrevocable, and fully sub-licensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, sell, distribute, and display such content throughout the world in any media without compensation to you, and to maintain the material in an archive. You further grant to Rite Drive and its affiliates and successors the perpetual right to use your name, image and likeness in connection with such content, if they choose, without compensation to you.

By submitting material to Rite Drive in association with the Service, you represent that you are the owner of that material, or that you otherwise have the rights to submit, use and/or copy that material.

IF YOU RELY ON THIS SITE OR ANY INFORMATION, PRODUCT OR SERVICE AVAILABLE THROUGH THIS 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 OVER THIS SITE. THIS SITE AND SERVICES ARE PROVIDED TO YOU ON AN "AS IS", "WITH ALL FAULTS", "AS AVAILABLE BASIS". EXCEPT TO THE EXTENT THAT SUCH DISCLAIMERS ARE EXPRESSLY PROHIBITED BY LAW, RITE DRIVE MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION: THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, ACCURACY, TITLE, NO ENUCMBRANCES, LIENS, AND NON-INFRINGEMENT; THAT THE SITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE OR OPERATE ERROR FREE; THE INFORMATION, CONTENT, MATERIALS OR PRODUCTS INCLUDED ON THE SITE WILL BE ACCURATELY REPRESENTED BY SELLERS, LAWFUL TO SELL, OR THAT SELLERS OR BUYERS WILL PERFORM AS PROMISED; ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; AND ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY IN TORT, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF RITE DRIVE.

UNDER NO CIRCUMSTANCES WILL RITE DRIVE OR ITS OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AFFILIATES, AGENTS OR LICENSORS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DAMAGES OTHER THAN DIRECT DAMAGES, ARISING OUT OF YOUR USE OF OR INABILITY TO USE THIS SITE OR ANY PRODUCT OR SERVICE LINKED TO FROM OR ADVERTISED OR PROMOTED ON THIS SITE. IN NO EVENT SHALL RITE DRIVE BE LIABLE TO YOU FOR CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR OTHER DAMAGES OF ANY KIND (INCLUDING LOST REVENUES OR PROFITS, LOSS OF BUSINESS OR LOSS OF DATA), EVEN IF RITE DRIVE IS ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SOME OF THESE LIMITATIONS MAY NOT APPLY TO YOU. YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS RITE DRIVE, ITS EMPLOYEES, AGENTS, DIRECTORS, OFFICERS, REPRESENTATIVES, LICENSEES, AND AFFILIATED COMPANIES AGAINST ANY AND ALL CLAIMS, OF WHATEVER NATURE, THAT ARISE OUT OF YOUR USE OF THIS SITE OR THE SERVICES.

RITE DRIVE IS NOT INVOLVED IN ANY TRANSACTIONS BETWEEN BUYERS AND SELLERS. RITE DRIVE CANNOT (AND DOES NOT) WARRANTY OR GUARANTEE OR BE RESPONSIBLE FOR ANY BREACH BY THE SELLER OR BUYER OF ANY SALES AGREEMENT RESULTING FROM THE USE OF THIS SITE OR THE SERVICES. IF A DISPUTE ARISES BETWEEN YOU, EACH OF YOU IRREVOCABLY AND UNCONDITIONALLY RELEASES RITE DRIVE (AND ITS EMPLOYEES, AGENTS, EMPLOYEES, DIRECTORS, OFFICERS, REPRESENTATIVES, LICENSEES, AND AFFILIATED COMPANIES) FROM ALL CLAIMS, LOSSES, DEMANDS, LIABILITIES, DAMAGES (INCLUDING BOTH ACTUAL AND CONSEQUENTIAL), COSTS OR EXPENSES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THIS SITE OR THE SERVICES. YOU SPECIFICALLY WAIVE ANY RIGHTS YOU MAY HAVE UNDER ANY APPLICABLE FEDERAL OR STATE LAW WHICH PROVIDE THAT A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE PERSON DOES NOT KNOW OR SUSPECT TO EXIST IN HIS/HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN WOULD HAVE MATERIALLY AFFECTED THE DECISION TO ENTER INTO THE AGREEMENT.

Because Rite Drive simply facilitates wholesale vehicle transactions between authorized Sellers and Buyers, UNLESS EXPRESSLY AGREED OTHERWISE IN WRITING, RITE DRIVE DOES NOT AND CANNOT VERIFY, EVALUATE, WARRANT OR GUARANTEE (EXPRESS, IMPLIED OR OTHERWISE): (A) THE ACCURACY OF THE CONTENT POSTED BY THE SELLER OR THE INFORMATION PROVIDED TO THE BUYER BY THE SELLER; (B) THE ACCURACY OF THE INFORMATION PROVIDED TO THE SELLER BY THE BUYER; (C) THE CONDITION, PERFORMANCE, CHARACTERISTICS OR ATTRIBUTES OF THE VEHICLES LISTED ON THE SITE; (D) THE CONTRACTUAL PERFORMANCE, ATTRIBUTES AND/OR RELIABILITY OF THE USERS OF THIS SITE AND SERVICES; AND/OR (E) THE BUYER�S/SELLER�S PERFORMANCE OF OBLIGATIONS OF CONTRACTS FORMED BY USE OF THIS SITE AND SERVICE.

You agree to defend, indemnify and hold harmless Rite Drive, its subsidiaries, affiliates, officers, directors, agents, employees, and licensees, and their respective successors and assigns, from all losses, costs, liabilities, damages, claims, and expenses of every kind and description, including reasonable attorney�s fees, made by any third party due to or arising out of your use of this Site or the Services; your breach of these Terms; or your violation of any law or the rights of a third party.

To obtain access to certain Rite Drive Services, you must register with Rite Drive. As part of the registration process, you will select a User Name and a Password. You agree that the information you supply during that registration process will be accurate and complete and that you will not register under the name of, nor attempt to enter the service under the name of, another person. We reserve the right to disallow use of user name that we deem offensive or inappropriate. You will be responsible for preserving the confidentiality of your Password and for all actions of persons accessing this Site through any Username/Password assigned to you. You will notify Rite Drive�s Customer Service Manager customerservice@ritedrive.com of any known or suspected unauthorized use of your account.

FOR RITE DRIVE DEALERS: All Rite Drive Dealers must be currently licensed automobile dealers. ALL TRANSACTIONS MUST BE BY AND BETWEEN LICENSED VEHICLE DEALERS. THERE ARE NO TRANSACTIONS ALLOWED BY OR BETWEEN CONSUMERS.

All persons using the Services through your account must be your authorized employees or agents conducting business for you. You will only conduct business for yourself through your account, and you will not allow others to conduct their business through your Account. All persons using your account must have authority to bind you and/or your company to contracts.

User accounts are not assignable and cannot ever be transferred to another entity. If you allow anyone to use your account, you are ultimately responsible for their account activity.

Once accepted by Rite Drive, you will receive an email notification from Rite Drive confirming that your account has been enabled. The User Name and Password you selected will then provide access to the Services through the login section of the home page.

You are responsible for maintaining the confidentiality and security of your User Name and Password. You will ensure that you exit from your account at the end of each session. You are fully responsible for all activities that occur under your account, including without limitation the following activities: vehicle postings; offers to sell; bids to purchase; acceptance of offers; sales; and purchases.

Rite Drive cannot and will not be liable for any loss or damage arising from your failure to comply with your security and use obligations. You agree to immediately notify Rite Drive verbally and in writing, of any unauthorized use of your Login, Password or account, or of any other breach of security. In the event that you notify Rite Drive verbally and in writing of any such unauthorized use, you shall still be responsible for all activity on your account, except for activity which occurs after proper notification is acknowledged by Rite Drive. Within a reasonable time after receiving written notice of any such unauthorized use of your account, Rite Drive will disable the account.

FOR RITE DRIVE DEALERS:

You agree that your User Name and Password will only be used by or disclosed to authorized employees/agents qualified to do business on your behalf as an automobile dealer/wholesaler.

You agree that it is the responsibility of the buyer (Rite Drive Consumer) and Seller (Rite Drive Dealer) to determine whether any taxes (including, without limitation, sales, use, or luxury taxes) apply to the transactions and to collect, report and remit the correct tax to the appropriate tax authority. You also agree that Rite Drive is not obligated to determine whether taxes (including, without limitation, sales, use, or luxury taxes) apply and is not responsible to collect, remit or report any such taxes arising from any transaction.

Any dispute arising out of or in connection with these Terms or your use of this Site or Services shall be resolved by arbitration before three neutral arbitrators administered by the American Arbitration Association in Naples, Florida, in accordance with its then-current Commercial Arbitration Rules. Absent agreement as to who will serve as the arbitrators, Rite Drive will select one arbitrator; you will select the second; and both arbitrators will select the third.

You further consent to the exclusive jurisdiction of the courts of the State of Florida or of any Federal Court located within the State of Florida for any action (i) to compel arbitration, (ii) to enforce the arbitrators' award, or (iii) for temporary or preliminary equitable remedies sought by Rite Drive, or its attorneys, agents or employees. Each party will bear its own costs and attorney�s fees in respect to any such dispute.

If any provision of these Terms is found by a court or arbitrator to be invalid or unenforceable, the parties agree that the court or arbitrator should give effect to the parties' intentions by adopting a similar provision which is valid and enforceable, and the other provisions of the Terms shall remain in effect. Rite Drive's failure to act with respect to a breach by any person using the Site or Services does not constitute a waiver of its right to act with respect to subsequent or similar breaches. These Terms shall be governed by and construed in accordance with the laws of the State of Florida without regard to its choice of law provisions. In the event of any conflict between foreign laws, rules and regulations and those of the United States, the laws, rules and regulations of the United States shall govern. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms. You consent to the personal and subject matter jurisdiction by the state and federal courts located in Florida. These Terms, the Privacy Policy, and any other policies or procedures that may be posted from time to time by the Rite Drive on this Site, and any modifications to the foregoing, constitute the entire agreement between the parties with regard to the subject matter in these Terms and supersede all prior understandings and agreements, whether written or oral, as to such subject matter.

You agree that any claim or cause of action arising out of your use of this Site, the Services on this Site, or these Terms must be filed within one year after such claim or cause of action arose or it shall thereafter be barred, notwithstanding any statute of limitations or other law to the contrary. Within this one-year period, any failure by Rite Drive to enforce or exercise any provision of these Terms or related right shall not constitute a waiver of that right or provision.

You acknowledge that you have read and understood these Terms. You further acknowledge that these Terms shall have the same force and effect as a signed agreement.

If you have any questions regarding these Terms or this Site, please contact the Site Administrator by telephone, snail mail, or email at the addresses or number provided below.