Terms and Conditions

Last updated: October 21, 2026

Please read these terms and conditions carefully before using Our Service.

These Terms and Conditions are the general terms governing Your access to and use of the OEMPRO website and Service. If You subscribe to the Service as a Customer, a separate Customer Subscription Agreement (presented for review and electronic signature after You start a paid Subscription, typically right after payment, on the Subscription Agreement page in Your account) governs the specific terms of Your subscription, including subscription fees, cancellation, confidentiality, and data use. In the event of a direct conflict between these Terms and the Subscription Agreement as to subscription-specific matters, the Subscription Agreement controls; as to general use-of-website matters, these Terms control.

Interpretation and Definitions

Interpretation

The words whose initial letters are capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of these Terms and Conditions:

• Account means a unique account created for You to access our Service or parts of our Service.

• Company (referred to as either "the Company", "We", "Us" or "Our" in this Agreement) refers to OEMPRO, a Delaware limited liability company.

• Content refers to content such as text, images, estimate PDFs, VIN data, notes, dealer parts invoices, repair procedures, parts-invoice photos, Shop Invoices, Paint & Materials inputs, ADAS data, insurer-approved estimates, comparison results, attachments, adjuster release forms and signatures, shop verification details, invoice line items, fee presets, invoice PDFs, insurer or recipient email addresses entered when using the Recovery & Storage Invoice Builder (marketed as the Storage Invoice Builder), or other information that can be uploaded, posted, linked to, or otherwise made available through the Service by You, regardless of the form of that content.

• Country refers to: United States.

• Customer refers to a collision-repair shop, body shop, dealership service department, or similar business that subscribes to the Service, together with its authorized personnel acting on its behalf.

• Device means any device that can access the Service such as a computer, a tablet, or another internet-connected device.

• Feedback means feedback, innovations or suggestions sent by You regarding the attributes, performance or features of our Service.

• Service refers to OEMPRO, the web-based software-as-a-service platform operated by the Company that analyzes collision-repair estimates, compares estimates and dealer parts invoices, flags missed operations with reference to OEM procedures and other sources where We find them, and, where included in the Customer's plan, provides the Recovery & Storage Invoice Builder (marketed as the Storage Invoice Builder), which Customers may use to build recovery, towing, storage, and related fee invoices and, if the Customer chooses, to email those invoices to insurers or other recipients the Customer designates, together with related tools such as Compare, Full Sweep, Parts Differences, Repair Procedures, Paint & Materials calculations, parts-invoice photo reading, ADAS calibration and scan information, the adjuster inbox and release forms, and, where included, white-label reports and API access. The Service is accessed through the website at https://www.oempro.io. The Service is not distributed as a mobile application.

• Subscription and Subscriptions refer to the access to the Service offered on a recurring subscription basis by the Company.

• Subscription Agreement refers to the separate Customer Subscription Agreement each Customer e-signs when subscribing to the Service, which governs the contractual relationship between the Customer and the Company on subscription-specific matters.

• Terms and Conditions (also referred to as "Terms") mean these Terms and Conditions, which together with the Subscription Agreement (where applicable) form the entire agreement between You and the Company regarding the use of the Service.

• Uploaded Files means any files You upload to the Service, such as documents, procedures, photos, invoices, and PDFs.

• Third-party Service means any services or content (including data, information, products or services) provided by a third party that may be displayed, included, or made available through the Service, including but not limited to Our payment, email, AI-inference, hosting, and other Service Providers named in Our Privacy Policy.

• Website refers to OEMPRO, accessible from https://www.oempro.io.

• You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

Acknowledgment

These are the Terms and Conditions governing the use of this Service and the agreement that operates between You and the Company. These Terms and Conditions set out the rights and obligations of all users regarding the use of the Service.

Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users and others who access or use the Service.

By accessing or using the Service You agree to be bound by these Terms and Conditions. If You disagree with any part of these Terms and Conditions then You may not access the Service.

The Service is intended for business use by professional users at collision-repair shops and related businesses. You represent that You are at least 18 years of age and, if You are accessing the Service on behalf of a business, that You have authority to bind that business to these Terms.

Your access to and use of the Service is also conditioned on Your acceptance of and compliance with the Privacy Policy of the Company. Our Privacy Policy describes Our policies and procedures on the collection, use and disclosure of Your personal information when You use the Service and tells You about Your privacy rights and how the law protects You. Please read Our Privacy Policy carefully before using Our Service.

Subscriptions

Relationship with the Subscription Agreement

Paid access to the Service, and any free trial, is governed by the separate Customer Subscription Agreement that each Customer e-signs when starting a free trial or a paid Subscription. The provisions in this section summarize some of the core subscription terms for convenience. If a provision in this section conflicts directly with the Subscription Agreement, the Subscription Agreement controls.

Subscription period

The Service or some parts of the Service are available only with a paid Subscription. Billing is monthly. Plans are available on a month-to-month basis or on a yearly commitment (twelve months billed monthly at the commitment rate), as described in the Subscription Agreement and the Cancellation & Refund Policy. Overage charges, where applicable, are billed as described in the Subscription Agreement, including during a free trial.

At the end of each monthly billing period, Your Subscription will automatically renew under the same conditions unless You cancel it or the Company cancels it.

Free trial

Where the Company offers a free trial, it lasts fourteen (14) days and is available on monthly and yearly-commitment plans at the price published on the Company's pricing page. Each shop may receive a free trial only once, ever. A valid credit or debit card is required to register for the trial, and the Company may decline any payment method it does not accept. Your registration is complete once You sign Your Subscription Agreement, give Your consent, pass the card check and signup checks, and book Your follow-up call. The trial starts when the Company accepts Your registration, usually right away, and the first charge is made fourteen (14) days after the trial starts. During the trial, whatever plan You choose, You get all Pro plan features and the number of estimates included with Your plan. The trial is free of the monthly fee, but it can produce charges: each estimate You use beyond Your plan's included number is charged at Your plan's published overage rate, plus applicable taxes, immediately when used, even during the trial, and those charges are not refunded, including if You cancel. During the trial You may upgrade to a higher plan, by signing that plan's Subscription Agreement, but You may not downgrade. An upgrade keeps the same trial end date and first charge date, gives You the new plan's included estimates at once, and the new plan's published price is charged on the first charge date. Unless You cancel before 11:59 p.m. Eastern Time on the last day of the trial, Your trial automatically becomes a paid Subscription, and the Company will charge Your payment method the published price of Your plan, plus applicable taxes, and then bill monthly as described above. For a yearly-commitment plan, the commitment starts on the day of that first charge. The first charge amount and the rule for the trial end date and first charge date are stated at checkout and in Your Subscription Agreement, and the Company emails the exact dates in a confirmation when You complete Your registration, and a reminder at least three (3) days before the first charge. Cancelling the trial uses up Your one free trial for good: You cannot resume or restart it, even within the original fourteen (14) days, and You may return only as a paid subscriber at the then-current published price, billed from day one, under a new Subscription Agreement. This also applies to any new account for the same shop. Cancelling during the trial ends Your access immediately, with no first charge and no Early Termination Payoff on any plan, but overage already charged during the trial is not refunded. As part of registering, You must book a follow-up call, meant for about nine (9) to twelve (12) days after the trial starts. You may reschedule it at any time. Booking, rescheduling, missing, or attending the call never affects the trial period, the first charge date, or any charge, and attending is optional.

To register for a free trial, You must pass the Company's signup checks. When You enter Your card, Our payment processor places a small temporary authorization of no more than $1 to verify it and voids it right away. It is not a charge, but it may briefly show on Your statement as pending. Your registration cannot be completed if the card cannot be verified. The Company also runs a bot check (provided by Cloudflare) on the signup and card forms, limits signup and card attempts, does not accept disposable or temporary email addresses, and asks for Your business phone number, which it uses to identify Your shop, including to check for repeat free trials. The Privacy Policy explains how this information is used.

The Company may refuse to complete a free-trial registration at signup, or end a trial already started (these checks may be run or finished after the trial has started), if it reasonably believes, in its sole discretion, that the trial is a repeat for the same shop, business, owner, or location. That decision may be based on signals that may include payment card information (such as a card fingerprint from Our payment processor), contact details (such as email address and telephone number), address, business identifiers (such as EIN and business and owner names), and device or IP address data. If the Company ends a trial for this reason, Your access ends immediately, no further charge is made, and no Early Termination Payoff applies on any plan (You can still sign in to view Your billing history; overage already charged is not refunded unless the Company reverses its decision). The trial does not turn into a paid Subscription; You may start one only by choosing it yourself. If You believe a denial or an ended trial is a mistake, contact support@oempro.io.

Subscription cancellations

You may cancel Your Subscription at any time, including during a free trial, online through the Subscription page in Your account at oempro.io/subscription. If You cancel during a free trial, Your access to the Service ends immediately and no first charge is made, but overage already charged during the trial is not refunded. You can still sign in to view Your billing history. If You cancel a paid Subscription, You will continue to have access to the Service until the end of Your current paid billing period, and then Your access stops. You will not be charged again. Unless otherwise required by law or expressly stated in the Subscription Agreement, You will not receive a refund for the fees You already paid, including the first charge after a free trial ends. For yearly-commitment plans, cancelling before the end of the commitment makes the Early Termination Payoff due, and the cancellation takes effect only once that payoff has been charged and the charge confirmed. You then keep access through the end of the commitment. If the payoff charge fails, the cancellation does not take effect, and access to the Service is suspended under the failed-payment rules below (You can still sign in to view Your billing and pay). If an accelerated balance under the Subscription Agreement is paid, access is restored through the end of the commitment. Early cancellation, the Early Termination Payoff, and the rules that apply at the end of the commitment are described in the Subscription Agreement and the Cancellation & Refund Policy.

Billing

You shall provide the Company with accurate and complete billing information including full name, business name, address, state, zip code, telephone number, and valid payment method information.

Should automatic billing fail to occur for any reason, the Company may issue an electronic invoice indicating that You must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice. Unless Your signed Subscription Agreement provides otherwise, if any payment fails, including the first charge after a free trial, access to the Service is suspended immediately, with no grace period. Our payment processor may retry the charge, and access is restored as soon as the balance is paid. If the retries do not succeed, access stays suspended until You pay the balance. While access is suspended, You cannot upload anything to or otherwise use the Service, but You can still sign in to view Your account, subscription, invoices, and billing history, update Your payment method, and pay. Suspension does not cancel Your Subscription or end a yearly commitment, and amounts due remain due, as described in the Subscription Agreement.

All billing is handled by Our third-party payment processor, Stripe. The Company does not store full payment card numbers. The Service is not sold through any mobile-application marketplace.

Fee Changes

The Company may change Subscription fees on at least thirty (30) days' written notice, as provided in the Subscription Agreement. A change does not apply to a locked rate during a yearly commitment. Any Subscription fee change will become effective at the end of the then-current Subscription period.

The Company will provide You with that notice of any change in Subscription fees to give You an opportunity to terminate Your Subscription before such change becomes effective.

Your continued use of the Service after the Subscription fee change comes into effect constitutes Your agreement to pay the modified Subscription fee amount.

Refunds

Except when required by law or as expressly set forth in the Subscription Agreement, paid Subscription fees are non-refundable.

Certain refund requests for Subscriptions may be considered by the Company on a case-by-case basis and granted at the sole discretion of the Company.

Referral Program

We may offer a referral program that allows an existing Customer to refer other collision repair businesses to the Service. Participation as a referrer is limited to Customers with an active, paid Subscription in good standing. Accounts using any free tier or trial, accounts with no current paid Subscription, and accounts whose Subscription is past due, suspended, expired, or cancelled are not eligible to refer other businesses or to earn referral rewards.

Referral rewards are issued solely as account credit toward the referring Customer's OEMPRO Subscription. They have no cash value, are not redeemable for cash, and are not transferable. A referral qualifies for a reward only after the referred business starts a paid Subscription, completes its first successful payment, and remains an active paying Customer through any holding period We specify. We may withhold, reduce, reverse, or void a referral reward in the event of a refund, chargeback, cancellation, duplicate or ineligible account, self-referral, fraud, or abuse.

If a referred business's qualifying payment is refunded or charged back, in whole or in part, the related referral is voided and any reward already issued as account credit is reversed, up to the amount of referral credit then remaining on the referring Customer's account. We do not reclaim referral credit that has already been applied to a paid invoice beyond that remaining balance. A referral that has been voided does not become eligible again if the referred business later subscribes again.

At any time and without notice, We reserve the right to modify, suspend, or discontinue the referral program, change the reward amount or the eligibility rules, or disqualify any participant We reasonably believe has violated these Terms or engaged in abuse.

User Accounts

When You create an account with Us, You must provide Us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of Your account on Our Service.

You are responsible for safeguarding the password that You use to access the Service and for any activities or actions under Your password, whether Your password is with Our Service or a third-party authentication provider (such as Google OAuth).

You agree not to disclose Your password to any third party. You must notify Us immediately upon becoming aware of any breach of security or unauthorized use of Your account.

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than You without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.

Content and Acceptable Use

Your Content

Your Content. The Service lets You upload and submit Content, including Uploaded Files. You are responsible for Your Content, including whether it is legal, accurate, and appropriate.

Your promise about files you upload. Each time You upload a file or submit other Content, You represent and warrant that (a) You own it or have all rights, licenses, and permissions needed to upload it to the Service and to grant the Company the rights in this section, including for files created by third parties such as manufacturers, information providers, insurers, or vendors; (b) uploading and using it as described in these Terms does not break any license, subscription terms, or other agreement that applies to it; and (c) You have given any notices and obtained any consents needed for personal information in it.

We don't own Your Content. As between You and the Company, You keep whatever ownership You have in Your Content. The Company does not claim ownership of files You upload.

Not shown to other shops. The Company does not show or share files You upload with other Customers in a form that identifies You, Your shop, or Your customers. Where the Service shows labor-rate or similar benchmarks, it shows only aggregated figures based on at least five (5) shops.

We may store everything. The Company may store any and all Content, files, and data uploaded to, created in, or generated by the Service, in any feature, whether now offered or added later. Features named in these Terms are examples only and do not limit this right.

License You give us. By uploading or submitting Content, You grant the Company a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, non-exclusive, transferable, and sublicensable license to host, store, copy, process, transmit, display, analyze, modify, create derivative works of, and otherwise use and exploit Your Content (including all Uploaded Files) for any lawful purpose, including (i) providing, operating, securing, and supporting the Service; and (ii) training, developing, testing, validating, and improving the Company's products, services, and artificial-intelligence, machine-learning, and other models. The Company may create, use, publish, and commercialize aggregated, de-identified, or anonymized data derived from Your Content without restriction. This license survives termination of Your account and these Terms and continues until the Content is permanently deleted at Your request under the Privacy Policy (by email to legal@oempro.io) or as required by law. Deletion ends the license for the deleted Content going forward, but does not affect models already trained, de-identified or aggregated data already created, or rights already sublicensed or transferred before the deletion is completed. The only other limits on this license are the promises in "We don't own Your Content" and "Not shown to other shops" above.

If You subscribe, the Subscription Agreement also governs Customer Data. If it conflicts with this section, the Subscription Agreement controls.

Content Restrictions

The Company is not responsible for Content submitted by users. You are solely responsible for the Content and for all activity that occurs under Your account, whether done so by You or any third person using Your account.

You may not submit any Content that is unlawful, infringing, or otherwise objectionable. Examples of prohibited Content include, but are not limited to:

• Content that is unlawful or promotes unlawful activity.
• Content containing or installing any viruses, worms, malware, trojan horses, or other content that is designed or intended to disrupt, damage, or limit the functioning of any software, hardware or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of a third person.
• Content infringing any proprietary rights of any party, including patent, trademark, trade secret, copyright, right of publicity or other rights.
• Content that impersonates any person or entity, including the Company and its personnel.
• Content that violates the privacy of any third person, except as permitted by law.
• False or intentionally misleading information.

The Company reserves the right, but not the obligation, to, in its sole discretion, determine whether or not any Content is appropriate and complies with these Terms, and to refuse, remove, or restrict access to any such Content.

Content Backups

Although regular backups of Content may be performed, the Company does not guarantee there will be no loss or corruption of data. You agree to maintain a complete and accurate copy of any Content in a location independent of the Service.

Deleting an item, or closing or cancelling Your account, archives Your Content. It does not permanently delete it. Permanent deletion is available only as described in the Privacy Policy (an email from the account owner to legal@oempro.io).

Acceptable Use

You agree not to, and not to permit any third party to:

• Reverse engineer, decompile, or otherwise attempt to derive the source code of the Service.
• Use the Service to build a competing product or to benchmark the Service for competitive purposes without the Company's prior written consent.
• Access the Service through automated means (bots, scrapers, etc.) except as expressly permitted by the Company in writing or through the documented OEMPRO API where API access is included in Your plan and within its usage limits.
• Use the Service in any manner that exceeds reasonable usage or that interferes with the Service's operation or the experience of other users.
• Use the Service to process data for which You do not have the right or authority to submit, or in violation of applicable law.

Third-Party Services and OEM Data

The Service uses Third-party Services, including payment processors, email providers, AI-inference providers, hosting, document-reading, error-monitoring and bot-protection providers, and others named in Our Privacy Policy. Your use of any Third-party Service is also governed by that provider's own terms and privacy policy.

OEM procedures, position statements, technical service bulletins, and related data retrieved from Third-party Services are provided by their respective owners. The Service presents this information for informational purposes only; the Company does not independently verify or warrant OEM data, and You are responsible for exercising professional judgment in evaluating whether a particular operation is appropriate for the vehicle and repair at issue. ADAS calibration and scan information shown by the Service is for reference only. You are responsible for confirming the required calibrations and scans for each vehicle and repair and for performing them correctly.

The Service cites, quotes, and links to material published by third parties, including vehicle manufacturers, estimating-system providers such as CCC, Mitchell, and Audatex, I-CAR, and government agencies. These citations and links are provided for reference and research only. The Company does not endorse or sponsor any third party or its products or services, and no third party that the Service cites, quotes, names, or links to endorses, sponsors, or is affiliated with the Company. A citation or link is not an endorsement in either direction: it does not mean that the Company endorses the publisher, or that the publisher has reviewed, approved, or endorsed the Company, the Service, or any operation the Service recommends. Linked material is hosted and controlled by its publisher, may change or be removed without notice, and is governed by that publisher's own terms. Third-party names, trademarks, and logos belong to their respective owners and are used only to identify the source of the cited material.

Paint & Materials Calculations

Paint & Materials calculations in the Service are estimates, based on the inputs You provide and on assumptions in the Service. They are labeled as estimates. They are not a guarantee that any insurer, customer, or other party will approve or pay any amount. You are responsible for reviewing them before You use them.

Copyright Policy

Intellectual Property Infringement

We respect the intellectual property rights of others. It is Our policy to respond to any claim that Content posted on the Service infringes a copyright or other intellectual property right of any person.

You may be held accountable for damages (including costs and attorneys' fees) for misrepresenting that any Content is infringing Your copyright.

Designated Copyright Agent

OEMPRO's designated agent to receive notices of claimed copyright infringement under the Digital Millennium Copyright Act (DMCA), 17 U.S.C. 512(c)(2), is:

Designated Agent: OEMPRO LLC
Address: 8 The Green STE R, Dover, DE 19901
Phone: (888) 814-0516
Email: legal@oempro.io
DMCA Registration No.: DMCA-1083681

What a Takedown Notice Must Include

If You are a copyright owner, or authorized to act for one, and You believe material on OEMPRO infringes that copyright, send a written notice to the Designated Agent above. The notice must include (see 17 U.S.C. 512(c)(3)):

• Identification of the copyrighted work You claim has been infringed (or, if several works are covered by one notice, a representative list of them).
• Identification of the material You claim is infringing and where it appears on OEMPRO, with enough detail for Us to find it (for example, the page address or file name).
• Your contact information: name, address, telephone number, and email address.
• A statement that You have a good faith belief that the use of the material is not authorized by the copyright owner, its agent, or the law.
• A statement that the information in Your notice is accurate and, under penalty of perjury, that You are the copyright owner or authorized to act on the copyright owner's behalf.
• A physical or electronic signature of the copyright owner or the person authorized to act on the owner's behalf.

A notice that does not include these items may not be acted on. When We receive a valid notice, We may remove or disable access to the material and will take reasonable steps to notify the account that uploaded it.

Counter-Notice

If a file You uploaded was removed or disabled because of a takedown notice and You believe it was removed by mistake or misidentification, You may send a counter-notice to the Designated Agent above. The counter-notice must include (see 17 U.S.C. 512(g)(3)):

• Your physical or electronic signature.
• Identification of the material that was removed or disabled and where it appeared on OEMPRO before it was removed.
• A statement, under penalty of perjury, that You have a good faith belief that the material was removed or disabled as a result of mistake or misidentification.
• Your name, address, and telephone number, and a statement that You consent to the jurisdiction of the federal district court for the judicial district where Your address is located (or, if Your address is outside the United States, any judicial district in which OEMPRO may be found), and that You will accept service of process from the person who sent the original notice or that person's agent.

When We receive a valid counter-notice, We will send a copy to the person who sent the original notice. Unless that person tells Our Designated Agent that they have filed a court action to stop the alleged infringement, We may restore the material within 10 to 14 business days after We receive the counter-notice.

Repeat Infringers

OEMPRO may, in appropriate circumstances and at its discretion, suspend or close the accounts of users who are repeat infringers.

Intellectual Property

The Service and its original content (excluding Content provided by You or other users), features and functionality are and will remain the exclusive property of the Company and its licensors.

The Service is protected by copyright, trademark, and other laws of both the Country and foreign countries.

Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of the Company.

Your Feedback to Us

You assign all rights, title and interest in any Feedback You provide the Company. If for any reason such assignment is ineffective, You agree to grant the Company a non-exclusive, perpetual, irrevocable, royalty free, worldwide right and license to use, reproduce, disclose, sub-license, distribute, modify and exploit such Feedback without restriction.

Links to Other Websites

Our Service may contain links to third-party web sites or services that are not owned or controlled by the Company.

The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party web sites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.

We strongly advise You to read the terms and conditions and privacy policies of any third-party web sites or services that You visit.

Termination

We may terminate or suspend Your Account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms and Conditions or the Subscription Agreement.

Upon termination, Your right to use the Service will cease immediately. If You wish to terminate Your Account, You may simply discontinue using the Service or follow the cancellation steps on the Subscription page in Your account. Certain provisions of these Terms that by their nature should survive termination shall survive, including intellectual property, disclaimers, limitations of liability, and dispute resolution. When Your account ends, Your Content is archived, not permanently deleted, as described in the Privacy Policy.

Indemnification

You agree to defend, indemnify, and hold harmless the Company and its owners, officers, directors, members, managers, employees, agents, contractors, affiliates, licensors, service providers, and successors (collectively, the "Indemnified Parties") from and against any and all claims, actions, proceedings, liabilities, damages, losses, judgments, settlements, fines, penalties, costs, and expenses (including reasonable attorneys' fees) of every kind, whether known or unknown, arising out of or in any way connected with: (i) Your Content, including any claim that Your Content (including any file You upload), or the Company's use of it as allowed by these Terms, infringes or violates the rights of a third party, or that You lacked the rights or authorization to upload it or to grant the license in "Your Content"; (ii) Your access to, use of, misuse of, or reliance on the Service or any output, recommendation, citation, or supplement it produces, including any estimate, invoice, supplement, or submission to any insurer, customer, or third party based in whole or in part on such output; (iii) Your violation of these Terms, the Subscription Agreement, or any applicable law or regulation; (iv) Your violation of the rights of any third party, including any vehicle owner or other individual whose personal information appears in Content You submit; or (v) any dispute between You and any insurer, customer, employee, contractor, or other third party. This indemnification obligation applies to the fullest extent permitted by law, including with respect to claims alleged to arise in whole or in part from the Indemnified Parties' own negligence, and survives termination of Your account. The Company reserves the right, at its own expense, to assume the exclusive defense and control (including settlement) of any matter otherwise subject to indemnification by You, in which event You will cooperate with the Company in asserting any available defenses. You may not settle any matter subject to indemnification in a manner that imposes any obligation or liability on the Company, or admits any fault on the Company's behalf, without the Company's prior written consent.

Limitation of Liability

Notwithstanding any damages that You might incur, the entire liability of the Company and any of its suppliers under any provision of these Terms, and Your exclusive remedy for all of the foregoing, shall be limited to the amount actually paid by You to the Company for the Service during the twelve (12) months immediately preceding the event giving rise to the liability, or one hundred U.S. dollars (USD $100) if You have not purchased anything through the Service.

To the maximum extent permitted by applicable law, in no event shall the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of these Terms), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply. In these states, each party's liability will be limited to the greatest extent permitted by law.

"AS IS" and "AS AVAILABLE" Disclaimer

The Service is provided to You "AS IS" and "AS AVAILABLE" and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, the Company, on its own behalf and on behalf of its licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Service, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind that the Service will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.

Without limiting the foregoing, neither the Company nor any of the Company's providers makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Service, or the information, content, and materials or products included thereon; (ii) that the Service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Service, including OEM procedures, position statements, technical service bulletins, and similar third-party content; or (iv) that the Service, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.

The Service is a decision-support tool. It does not replace the professional judgment of a qualified estimator, technician, or repair planner, and nothing produced by the Service, including Paint & Materials calculations, ADAS information, and parts comparisons, constitutes a guarantee of insurer approval, payment, reimbursement, or regulatory compliance.

Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law.

Governing Law

The laws of the State of Delaware, United States, excluding its conflicts of law rules, shall govern these Terms and Your use of the Service. Your use of the Service may also be subject to other local, state, national, or international laws.

Dispute Resolution

If You have any concern or dispute about the Service, You agree to first try to resolve the dispute informally by contacting the Company at support@oempro.io. If the parties cannot resolve the dispute through good-faith negotiation within thirty (30) days, the following binding arbitration terms apply.

Binding Arbitration

Except for claims that may be brought in small-claims court and claims seeking injunctive relief to protect intellectual property rights, any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be finally resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The seat of arbitration shall be in Delaware, United States, and the arbitration shall be conducted in the English language by a single arbitrator. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

Class-Action Waiver

YOU AND THE COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR CONSOLIDATED PROCEEDING. 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.

Jury Waiver

TO THE EXTENT ANY DISPUTE PROCEEDS IN COURT RATHER THAN ARBITRATION, YOU AND THE COMPANY EACH WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO A TRIAL BEFORE A JUDGE AND JURY.

For European Union (EU) Users

If You are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which You are resident.

United States Federal Government End Use Provisions

If You are a U.S. federal government end user, our Service is a "Commercial Item" as that term is defined at 48 C.F.R. §2.101.

United States Legal Compliance

You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a "terrorist supporting" country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.

Severability and Waiver

Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

Waiver

Except as provided herein, the failure to exercise a right or to require performance of an obligation under these Terms shall not affect a party's ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute a waiver of any subsequent breach.

Assignment

You may not assign or transfer these Terms, or any rights or obligations under them, without the Company's prior written consent. The Company may freely assign or transfer these Terms, in whole or in part, without restriction, including in connection with a merger, acquisition, reorganization, or sale of assets. These Terms bind and benefit the parties and their respective successors and permitted assigns.

Force Majeure

The Company will not be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, governmental action, internet or telecommunications failures, or the failure or unavailability of third-party services or providers relied upon to operate the Service. This section does not excuse any payment obligation; all amounts due remain payable notwithstanding any force majeure event.

Translation Interpretation

These Terms and Conditions may have been translated if We have made them available to You on our Service. You agree that the original English text shall prevail in the case of a dispute.

Changes to These Terms and Conditions

We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at Our sole discretion.

By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the website and the Service.

Contact Us

If you have any questions about these Terms and Conditions, You can contact us:

• By email: support@oempro.io
• By visiting this page on our website: https://www.oempro.io