TERMS AND CONDITIONS OF USE

of Carmauto Inc. (A Delaware Corporation)

Effective Date: April 8, 2025

Last Updated: December 15, 2025

WELCOME TO CARMAUTO

Welcome to Carmauto Inc. (“Carmauto,” “CarmAuto,” “we,” “us,” or “our”). Carmauto is a technology platform designed to improve transparency, trust, and accessibility within the automotive repair and services industry. Our Platform connects automotive professionals (“Mechanics”), vendors of automotive products (“Vendors”), and customers (“Customers”) seeking reliable automotive services, parts, and related offerings.

Carmauto’s mission is to provide a secure, modern, and honest way for people to find qualified Mechanics, review real experiences, understand pricing more clearly, and complete service transactions with confidence. We aim to elevate industry standards by promoting accuracy, professionalism, and integrity in every interaction.

These Terms and Conditions of Use (“Terms”) explain the rules and responsibilities that apply when you use Carmauto. Please review them carefully, as they govern your access to and use of the Platform, including all listings, bookings, payments, communications, reviews, dispute processes, and optional Consulting Services. By accessing or using the Platform, you agree to be bound by these Terms and all incorporated policies.

Carmauto operates solely within the United States and its territories and may only be used by individuals aged eighteen (18) years or older who have the capacity to enter binding contracts.

1. ACCEPTANCE OF TERMS & INCORPORATED POLICIES

These Terms govern use of the Carmauto Platform, which allows automotive professionals (“Mechanics”), vendors (“Vendors”), and customers (“Customers”) to engage in vehicle- related services and product transactions. For purposes of these Terms, “Users” means all Mechanics, Vendors, and Customers, and any other person who accesses or uses the Platform.

Users agree to be bound by these Terms and the following incorporated policies (together, the “Policies”):

The most current versions of these Policies will always apply and will be available through the Platform.

Users consent to electronic communications and agree that ongoing use constitutes an electronic signature under the U.S. Electronic Signatures in Global and National Commerce Act (“E-SIGN”).

Eligibility. The Platform may only be used by persons who are at least eighteen (18) years old, who reside in the United States or its territories, and who have the legal capacity to enter into binding contracts. By using the Platform, each User represents and warrants that these conditions are satisfied and that all information the User provides is true, complete, and current.

Territorial Limitation. The Platform is intended for use only within the United States and its territories. Users who access the Platform from outside the United States do so at their own risk and must comply with all applicable local laws.

Scope and Conflicts. These Terms govern all interactions between Users and Carmauto related to use of the Platform, including registration, listings, bookings, payments, reviews, disputes, and Consulting Services. If there is any conflict between these Terms and a Policy, these Terms will control unless the Policy expressly states otherwise.

2. RELATIONSHIP OF THE PARTIES

Carmauto provides a neutral technology platform and will not supervise, direct, control, or evaluate the work or professional judgment of Mechanics or Vendors. Mechanics and Vendors operate solely as independent contractors, not employees, agents, partners, franchisees, or representatives of Carmauto.

Carmauto does not guarantee, warrant, or assume responsibility for the quality, legality, timing, safety, or results of any services or products. All service agreements occur directly between the Customer and the Mechanic.

Consulting Services (see Section 7) are also provided independently and do not create an employment or agency relationship.

3. USER ACCOUNTS, CONDUCT, SUSPENSION & TERMINATION

Account Creation and Verification. Users must create an account (“Account”) to access certain features, including listing services or products, submitting requests, booking services, or making and receiving payments. Users must provide accurate, complete, and current information during registration and must update this information promptly if it changes. Carmauto may use third-party verification services and may suspend or terminate any Account that provides false, misleading, or incomplete information.

Credentials and Security. Users are responsible for maintaining the confidentiality of their login credentials, passwords, and authentication methods, and are responsible for all activity occurring under their Account, whether authorized or not. Carmauto will not be liable for unauthorized access or activity resulting from compromised credentials, provided Carmauto maintains commercially reasonable security measures.

User Conduct and Legal Compliance.

Users must:

  • Act in good faith in all interactions with Carmauto and other Users;
  • Respond promptly to reasonable requests from Carmauto for information or documentation related to identity, payments, or disputes;
  • Comply with all federal, state, and local laws applicable to their use of the Platform.

Mechanics specifically are responsible for compliance with all licensing, labor, environmental, safety, repair, and consumer-protection laws that apply to their services.

Prohibited Conduct (All Users).

Prohibited conduct includes:

  • Fraudulent, abusive, or misleading activity;
  • Creating fake or duplicative Accounts;
  • Manipulating reviews or ratings;
  • Harassment, intimidation, or discriminatory conduct;
  • Attempting to circumvent Platform fees or payment systems;
  • Initiating unfounded or fraudulent chargebacks or complaints;
  • Attempting to gain unauthorized access to the Platform or its systems;
  • Using bots, scrapers, or automated tools to harvest data without permission.

Optional Verification. Carmauto may, but is not required to, conduct identity, license, insurance, or background checks on Users. Carmauto does not guarantee that any verification will be complete, current, or accurate, and will not be liable for relying on or failing to rely on any verification status.

Suspension and Termination. Carmauto may suspend, restrict, or terminate any Account, with or without notice, if Carmauto believes the User:

  • Violated these Terms or any Policy;
  • Engaged in fraud, abuse, or illegal conduct;
  • Failed to cooperate in a dispute or investigation; or
  • Poses a risk to Carmauto’s reputation, operations, or other Users.

Suspension or termination does not entitle any User to a refund of fees or other compensation. Obligations that naturally survive termination, such as payment obligations, indemnification, and dispute resolution, will remain in effect.

4. MECHANICS’ OBLIGATIONS

Mechanics are independent businesses and must:

  • Maintain all required licenses, permits, certifications, and insurance to provide automotive repair, maintenance, or related services;
  • Comply with all applicable OSHA, EPA, state, and municipal safety, environmental, labor, and consumer-protection rules;
  • Ensure that all tools, materials, equipment, and workspaces used are safe, functional, and compliant with industry standards;
  • Ensure that all pricing, descriptions, and representations on the Platform are accurate and not misleading;
  • Perform services in a professional, competent, and workmanlike manner consistent with applicable trade standards;
  • Comply with all laws governing employment, independent contractors, and taxation.

Recordkeeping and Cooperation. Mechanics must maintain accurate records of services performed through the Platform (including work orders, invoices, photos, and communications) for at least ninety (90) days after completion and provide such records to Carmauto on request in connection with disputes, audits, or compliance reviews. Failure to cooperate or to provide requested records may result in suspension, adverse dispute outcomes, including complete loss of fees from that service dispute, or other remedial action.

Prohibited Conduct (Mechanics). Mechanics must not:

  • Misrepresent qualifications, results, or services;
  • Falsify diagnostic findings or service outcomes;
  • Manipulate reviews or encourage fake reviews;
  • Solicit, arrange, or accept services or payments outside the Platform for Users introduced through the Platform;
  • Request or accept direct payment via cash, check, peer-to-peer transfer apps, or any unapproved method in connection with Platform bookings;
  • Interfere with or attempt to exploit any Platform feature.

Taxes. Mechanics are solely responsible for reporting and paying all applicable income, sales, and other taxes arising from their earnings. Carmauto does not provide tax advice and will not be responsible for a Mechanic’s tax compliance. Mechanics must also comply with the pricing, payment, and non-circumvention rules in Section 5 and the payments framework in Section 8.

5. SERVICE PRICING, PAYMENTS & NON-CIRCUMVENTION

Pricing & Estimates. All pricing, estimates, quote revisions, and invoice adjustments for services must be issued exclusively through the Platform. Mechanics may not quote one price on the Platform (including a base price, range, or “no price”) and then negotiate or charge a different price off-Platform. Mechanics may negotiate or charge a different price and update it through the Platform.

Mechanics may:

  • List base rates, ranges, or “starting at” prices when final costs depend on diagnostic findings, vehicle condition, or required parts;
  • Use “no-price” or “quote only” listings when pricing cannot reasonably be determined in advance;
  • Label quotes as “subject to change after inspection.”

If a Mechanic revises a quote after receiving more information or performing diagnostics:

  • The updated price must be disclosed before work begins;
  • The updated price must be entered in the Platform;
  • The change must be made in good faith; and
  • The Customer must acknowledge the revised estimate before the Mechanic proceeds.

After service completion, Mechanics may finalize or adjust invoices through the Platform before the Customer is charged. Adjustments may include additional parts, verified labor time, or related work identified during the job. The Customer will see the final invoice before payment capture, and no charge will be processed until the final amount is confirmed by the Mechanic or Vendor on the Platform.

Transparency and Consumer Protection. All pricing and billing practices must comply with applicable consumer-protection laws and the Federal Trade Commission’s clear and conspicuous disclosure standards. Mechanics are responsible for ensuring that prices and descriptions are presented honestly, accurately, and in good faith.

Carmauto does not guarantee that any price will remain available, that a particular Mechanic will continue offering services at a listed rate, or that any estimate will be suitable for a specific vehicle or situation. Prices may change without notice and may differ across Mechanics. Carmauto will not be liable for lawful quote revisions, omissions, variable pricing, or invoice adjustments made transparently and in good faith in accordance with these Terms.

Non-Circumvention. All communication, quoting, booking, and payment between Users introduced through the Platform must remain on the Platform. Users must not:

  • Solicit, arrange, or complete services or payments outside the Platform;
  • Ask or agree to cancel a Platform booking in order to transact privately;
  • Use cash, checks, or unapproved third-party payment systems to pay for Platform-sourced services;
  • Attempt to avoid, reduce, or disguise Carmauto’s fees, payment holds, or dispute procedures.

Any “Off-Platform Transaction” or payment related to a Platform introduction immediately voids all Carmauto protections, including payment verification, dispute handling, and refund eligibility. Carmauto may suspend or terminate accounts and seek recovery of lost fees, damages, and reasonable attorneys’ fees for circumvention. An Off-Platform Transactions refers to any communication, negotiation, payment, service performance, or transaction conducted outside the Platform between Users introduced through the Platform, including cash payments, peer-to-peer transfers, or private arrangements intended to bypass the Platform.

6. CUSTOMER RESPONSIBILITIES & REVIEW RULES

Customers must:

  • Provide accurate, complete, and current vehicle and contact information;
  • Ensure that any service location (shop, driveway, parking lot, or other site) is reasonably safe, lawful, and accessible;
  • Pay all charges through the Platform’s designated payment provider;
  • Not solicit or participate in off-Platform services or payments for Users introduced through the Platform;
  • Not initiate fraudulent or bad-faith chargebacks or disputes;
  • Cooperate in dispute resolution by providing requested evidence (photos, receipts, third-party diagnostics, and communications).

No Warranty of Services. Carmauto does not guarantee the quality, timing, or completeness of any service performed by a Mechanic. Customers understand that they contract directly with independent Mechanics and Vendors, and that Carmauto is not a party to those service agreements.

Reviews. Customers may submit reviews only for services or products they actually received. Reviews must:

  • Be truthful, factual, and based on personal experience;
  • Not be knowingly false, misleading, defamatory, obscene, or discriminatory;
  • Not be motivated by bias or prejudice unrelated to the service or product;
  • Not be used to extort, coerce, or improperly pressure Mechanics or Vendors.

Carmauto may pre-screen, moderate, edit, or remove reviews or other user content that violates these Terms, the Review Moderation & Verification Rules, or applicable law. Users may submit reviews only after Carmauto’s systems confirm that a qualifying transaction occurred. A qualifying transaction includes: (a) completion of a service or product purchase processed through the Platform; or (b) submission of acceptable proof of service, such as a receipt, invoice, or similar documentation.

Customers acknowledge that Carmauto is a neutral platform provider and will not be treated as the publisher or speaker of user-generated content.

Customers agree to indemnify and hold harmless Carmauto and its personnel from any losses, claims, or expenses arising from reviews or other content they submit that violates these Terms, any Policy, or applicable law.

7. CONSULTING SERVICES

Consulting, advisory, strategic, analytical, operational, or similar informational assistance offered through the Platform or directly by Carmauto (“Consulting Services”) is optional and provided solely for general informational purposes to Mechanics. Consulting Services:

  • Are intended only to support the Mechanic’s independent decision-making;
  • Do not constitute legal, financial, tax, engineering, accounting, regulatory, or other licensed professional advice;
  • Do not create any fiduciary, agency, or professional relationship between Carmauto and the Mechanic;
  • Do not guarantee any specific outcome, including results, performance improvements, profitability, compliance, operational enhancements, or business success.

Mechanics are solely responsible for evaluating and determining how, whether, and to what extent to use or rely on any recommendation or information. All business, financial, legal, operational, and strategic decisions remain exclusively the Mechanic’s responsibility.

Carmauto will have no liability whatsoever for any decisions, actions, omissions, or alleged harm arising out of or relating to Consulting Services or reliance on them. This includes, without limitation, liability for:

  • Direct or indirect damages,
  • Lost profits or opportunities,
  • Reliance damages,
  • Business interruption,
  • Reputation or goodwill losses, or
  • Any other form of damages, whether foreseeable or unforeseeable.

To the fullest extent permitted by law, the Mechanic waives any claim to damages of any kind arising from Consulting Services.

By requesting or using Consulting Services, the Mechanic agrees to the Consulting Services Advisory Addendum (“CSA”), which is incorporated into these Terms. The CSA includes additional disclaimers, indemnification obligations, and a mandatory individual arbitration requirement, all of which apply fully to Consulting Services.

If there is any conflict between these Terms and the CSA regarding Consulting Services, the CSA will control.

All limitations of liability, damages exclusions, warranty disclaimers, and arbitration provisions in these Terms apply equally and fully to Consulting Services, and the Mechanic acknowledges that Carmauto will not provide any Consulting Services absent these protections.

The limitations of liability, warranty disclaimers, and damage exclusions in the CSA supersede and replace any inconsistent limitations in these Terms with respect to Consulting Services. For avoidance of doubt, Consulting Services are not excluded from the arbitration requirements or limitation-of-liability framework; instead, the stricter limitations contained in the CSA govern all claims relating to Consulting Services.

For clarity, the CSA contains stricter warranty disclaimers, liability exclusions, damage waivers, and arbitration limitations than the general provisions in these Terms. The Mechanic expressly acknowledges and agrees that the CSA’s limitations, including Carmauto’s zero-liability provision and the arbitrator’s lack of authority to award any damages or refunds, supersede and replace any conflicting or less restrictive limitations of liability contained in these Terms with respect to Consulting Services. Carmauto will not provide Consulting Services without these heightened protections, and the Mechanic’s request for, or acceptance of, or use of Consulting Services constitutes acceptance of those stricter terms.

8. PAYMENTS AND DISBURSEMENTS

All payments between Customers, Mechanics, and Vendors for Platform-facilitated transactions are processed through independent third-party payment providers (“Payment Providers”). Carmauto acts only as a limited payment collection agent so that Customers can pay, and Mechanics and Vendors can receive payouts. Carmauto does not hold funds in trust, and no fiduciary relationship is created.

Commissions and Fees. Carmauto may charge service fees, transaction fees, platform fees, or other amounts (“Fees”) in connection with the use of the Platform. Carmauto may modify, add, or remove Fees at any time in its sole discretion.

Carmauto may charge Fees to any User category, including without limitation:

  • Mechanics (e.g., commissions, service fees, listing fees, booking fees, or other transactional fees);
  • Customers (e.g., service fees, booking fees, transaction fees, expedited service fees, or other platform usage fees);
  • Vendors (e.g., listing fees, sales fees, fulfillment fees, or other product-related fees).

Carmauto may introduce, modify, or discontinue any category of Fees at any time, and different Fees may apply depending on service type, location, product category, promotional program, or User type.

Any updated Fees will apply when made available through the Platform, including when displayed in a booking flow, checkout screen, service request, product listing, or other transactional interface.

Your continued use of the Platform after updated Fees are made available constitutes acceptance of those Fees. Carmauto has no obligation to provide prior notice of Fee changes, and Fee changes will not apply retroactively unless expressly stated.

Holding and Release of Funds. At the time of booking, the Customer provides valid payment credentials, which authorize Carmauto’s Payment Provider to initiate a charge once the Mechanic submits the final price after completing the service. No funds are charged or held at booking. After the Mechanic finalizes the price, the Payment Provider will automatically process the charge, and the funds will be placed into a temporary hold for at least five (5) business days (the “Holding Period”). During the Holding Period, Carmauto may restrict, withhold, or recall funds in connection with disputes, chargebacks, fraud review, or compliance checks. After the Holding Period, if there is no active dispute or hold, funds will be released to the Mechanic or Vendor, minus Carmauto’s fees.

Dispute and Recall Rights. If a dispute arises within the Holding Period, Carmauto may freeze or recall funds while reviewing the matter under the Dispute Resolution & Refund Policy. Verified labor compensation generally will remain payable to the Mechanic even if other amounts (such as parts) are under review, unless fraud or non-cooperation is found. Carmauto’s allocation of funds is final for Platform purposes and does not adjudicate legal liability between Users.

Processor Errors and Delays. Carmauto is not responsible for delays, reversals, or errors by banks, card networks, or Payment Providers. Settlement times may vary due to network conditions, risk checks, or compliance requirements.

Set-Off and Withholding. Carmauto may withhold or set off amounts owed to any User to cover unpaid fees, chargebacks, refunds, dispute adjustments, or indemnification obligations under these Terms or applicable law.

9. PRODUCT LISTINGS & SALES

Products may be listed on the Platform by Carmauto, Mechanics, or third-party Vendors. Unless expressly stated otherwise (for example, “Sold by Carmauto”), product transactions occur directly between the Customer and the seller of record.

Carmauto does not guarantee:

  • The accuracy, availability, fitness, or condition of any product listed by a third party;
  • That any product will be compatible with a particular vehicle;
  • That any information about products (including specifications or compatibility) is error-free.

Title and risk of loss for shipped products will transfer to the Customer upon delivery of the product to the carrier, unless expressly stated otherwise at the time of sale.

Products may be subject to specific return, warranty, or recall rules described in the Dispute Resolution & Refund Policy or at the point of sale. Carmauto disclaims all express and implied product warranties (including merchantability and fitness for a particular purpose) to the maximum extent permitted by law, except where Carmauto is itself the seller of record and applicable law requires otherwise.

Mechanics and Vendors are solely responsible for complying with product safety, recall notices, and hazardous materials rules. Carmauto may, at its discretion, remove or block product listings associated with safety concerns, recalls, or legal notices and will not be liable for resulting losses.

10. REFUNDS, CREDITS & PLATFORM-LEVEL PAYMENT ADJUSTMENTS

All refunds, credits, and payment adjustments are governed by the Dispute Resolution & Refund Policy, which is incorporated into these Terms.

Customer Requests. Customers may request refunds within the timeframes set in the Dispute Resolution & Refund Policy. Refunds will be considered where the Customer provides credible evidence that:

  • The service was not performed as agreed;
  • The service was materially defective or incomplete; or
  • The Mechanic or Vendor engaged in fraud, gross negligence, or similar misconduct.

Mechanic and Vendor Participation. Mechanics and Vendors must respond promptly to refund or dispute inquiries and supply service logs, photos, communications, receipts, or other relevant documentation. Failure to respond within required timeframes may result in automatic debit, reversal of funds, loss of all funds for the service, or adverse determinations.

Carmauto’s Discretion. Carmauto may, in its discretion:

  • Issue full or partial refunds;
  • Issue non-transferable Platform credits instead of cash;
  • Deny refunds where evidence does not support the claim.

Refunds will typically be issued as non-transferable Platform credits, which may be used only through the Carmauto Platform and have no cash value outside it. In exceptional circumstances, such as verified billing errors, duplicate charges, or other situations where Carmauto determines that a credit would be inadequate or inequitable, Carmauto may, in its sole discretion, issue a refund to the original payment method. All refunds are final for Platform purposes.

Carmauto will not be liable for incidental, consequential, or punitive losses arising from refund processes, chargebacks, or payment adjustments. Carmauto’s sole obligation in any refund scenario is to administer its internal dispute procedures and, where appropriate, to issue credits or refunds consistent with Platform policy.

10A. SERVICE DISPUTES BETWEEN CUSTOMERS, MECHANICS, AND VENDORS

Internal Resolution Requirement. Customers and Mechanics must first attempt to resolve service-related issues. If unresolved, either party may open a dispute within 3 days of service completion. Carmauto may extend the period to 7 days upon credible evidence of workmanship issues.

Carmauto’s Administrative Role. Carmauto functions solely as a neutral administrative intermediary and will collect statements, evidence, and documentation, review relevant communications and records, and determine a payment adjustment consistent with the Dispute Resolution & Refund Policy. Carmauto does not adjudicate legal liability, negligence, or property damage.

Payment Holds, Adjustments & Reversals. Mechanics authorize Carmauto to withhold funds during active disputes, reverse payouts where Customer claims are validated, and debit future payouts if funds cannot be recalled. Verified labor amounts remain payable unless there is fraud or failure to cooperate.

Evidence Requirements. Users must provide documentation within the required timeframe, including photos/videos before & after service, service logs, receipts for parts, all communication records, and optional third-party diagnostics. Failure to provide documentation may result in an adverse determination.

Finality of Determination. Carmauto’s dispute determination is binding for Platform purposes, including refund amounts, credits, payment reallocation, and account consequences. Users may pursue legal remedies against each other outside the Platform, but Carmauto’s internal decisions will remain binding on transactions conducted through the Platform.

Vendor & Product Disputes. Product-related disputes follow the same process. Where a Vendor, not a Mechanic, is the seller, Carmauto may require Users to follow the Vendor’s warranty or return procedures.

11. USER CONTENT & INTELLECTUAL PROPERTY

User Content: Ownership and License. Users retain ownership of all content they submit or upload to the Platform (“User Content”), including reviews, ratings, photos, logos, text, and other materials. By submitting User Content, each User grants Carmauto a perpetual, worldwide, royalty-free, irrevocable, and sublicensable license to use, reproduce, modify, publish, display, distribute, and create derivative works from that content for legitimate business, operational, and promotional purposes in any media now known or later developed.

User reviews may address both services and products purchased through the Platform. Reviews may be posted only when a transaction or interaction actually occurred.

Content Standards and Moderation. User Content must:

  • Be accurate and based on real experiences;
  • Not violate intellectual property, privacy, or publicity rights of others;
  • Not contain defamatory, obscene, harassing, or discriminatory material;
  • Comply with these Terms, the Review Moderation & Verification Rules, and applicable law.

Carmauto may, but is not required to, pre-screen, review, moderate, edit, or remove User Content at its discretion, including when content is reported or appears to violate these standards. Carmauto’s decision to remove or retain content does not create an obligation to monitor all submissions.

Users acknowledge that Carmauto is acting as a neutral technology provider and will not be treated as the publisher or speaker of User Content.

Review Verification and Disputes. Users may submit reviews only after Carmauto’s systems confirm that a qualifying transaction occurred. A qualifying transaction includes: (a) completion of a service or product purchase processed through the Platform; or (b) submission of acceptable proof of service, such as a receipt, invoice, or similar documentation. Carmauto’s verification process is used solely to determine review eligibility and does not confirm the accuracy, completeness, or truthfulness of any review.

Mechanics, Vendors, or Customers may submit review disputes under the Review Moderation & Verification Rules. Carmauto may remove or modify disputed content at its discretion but will not remove otherwise permissible reviews solely because a party disagrees with their tone, rating, or opinions.

Carmauto will not be liable for loss of reputation, goodwill, business, or income arising from User Content, whether reviews are verified or unverified.

Public and Unclaimed Business Listings. Carmauto may create and display “Unclaimed” or public business listings using publicly available data such as name, address, phone number, and business hours. Carmauto may obtain this information through lawful aggregation, scraping of public web pages, or other open-source methods.

Inclusion of a business in an unclaimed listing does not mean Carmauto endorses, sponsors, or verifies that business and is provided only to help Customers locate and review automotive service providers.

Business owners may claim or verify a listing by following Platform procedures, which may require proof of identity or business registration. Businesses may request corrections to inaccurate information and Carmauto may update or decline such requests in good faith but is not required to remove factually accurate public information.

The compilation, arrangement, and enhancement of listing data on the Platform are proprietary to Carmauto. Businesses and Users may not copy, scrape, or reuse the compiled listing database without Carmauto’s written consent.

Customers may leave reviews for unclaimed listings, and such reviews are treated as User Content under this Section. For these reviews, Customers must include proof of service for review to be approved. Accordingly, Carmauto does not guarantee the accuracy, completeness, or authenticity of any documentation submitted, nor the correctness of any automated verification determination. Verification of a transaction does not constitute validation, endorsement, or approval of the content of any review. Carmauto may request additional information or may refuse, remove, or restrict reviews at its sole discretion. Carmauto also does not guarantee the authenticity of any review for unclaimed listings and will not be liable for reputational or other damages arising from those reviews, subject to applicable law.

Platform Ownership and IP. All intellectual property in the Platform itself, including software, code, databases, designs, trademarks, logos, graphics, text, and layouts, is owned by Carmauto or its licensors. Users receive a limited, revocable, non-exclusive, non-transferable license to access and use the Platform for lawful purposes under these Terms.

Users must not:

  • Copy, modify, reverse engineer, disassemble, or decompile the Platform’s software;
  • Scrape, harvest, or bulk-download Platform content without written permission;
  • Use Carmauto’s trademarks, trade dress, or branding without express written consent.

DMCA. Users who believe that content on the Platform infringes their copyright may send a notice under the Digital Millennium Copyright Act (DMCA) to:

DMCA Agent: michelle@carmauto.net
Carmauto Inc., 16192 Coastal Highway, Lewes, Delaware 19958

Indemnification for User Content. Users agree to indemnify and hold harmless Carmauto from any claims, damages, or expenses arising from User Content they submit, including claims of intellectual-property infringement, defamation, or privacy violations.

12. DISCLAIMER OF WARRANTIES

The Carmauto Platform and all content, listings, estimates, tools, and communications are provided “as is” and “as available” without warranty of any kind. To the maximum extent permitted by law, Carmauto, its affiliates, and its personnel disclaim all express, implied, and statutory warranties, including any warranties of merchantability, fitness for a particular purpose, accuracy, non-infringement, quiet enjoyment, or uninterrupted availability.

Without limiting the foregoing:

  1. Carmauto does not endorse or warrant the existence, conduct, qualifications, performance, safety, legality, or suitability of any Mechanic, Vendor, Customer, service, product, listing, workspace, or interaction—on or off the Platform.
  2. Carmauto does not warrant the performance, timeliness, accuracy, availability, or uninterrupted operation of the Platform, including scheduling, messaging, content, or payments.
  3. Carmauto does not warrant or guarantee that any identity verification, insurance verification, license validation, background check, or similar screening (if performed) will identify prior misconduct or prevent future misconduct.
    Any designation such as “verified,” “recommended,” “preferred,” or similar language indicates only that a relevant process was completed, not that Carmauto endorses or guarantees any User or service.
  4. Carmauto does not guarantee accuracy of prices, estimates, diagnostic recommendations, inspection reports, or service outcomes, and does not guarantee that a listed or quoted rate will be suitable for a particular vehicle or circumstance.

If applicable law prohibits disclaiming certain warranties, the duration of any such non-waivable warranty will be limited to the maximum extent permitted by law.

13. LIMITATIONS ON LIABILITY

To the maximum extent permitted by law, Carmauto, its affiliates, and their officers, directors, employees, and agents will not be liable for any indirect, incidental, special, exemplary, or consequential damages, including but not limited to:

  • Lost profits, lost revenue, lost business, lost goodwill;
  • Vehicle damage, mechanical failure, diminished value, or improper repairs;
  • Personal injury, bodily injury, or emotional distress connected with services facilitated through the Platform;
  • Reliance on reviews, listings, estimates, or communications;
  • Service delays, scheduling failures, cancellation, or inability to use the Platform;
  • Loss of data, system interruptions, computer damage, or substitute service costs;
  • Disputes between Users, including misconduct or negligence by Mechanics, Vendors, or Customers;
  • Off-platform transactions or communications;
  • Any matter beyond Carmauto’s reasonable control.

This limitation applies regardless of whether the claim is based in contract, warranty, tort (including negligence), product liability, statute, or any other legal theory, even if Carmauto has been advised of the possibility of such damages.

Aggregate Liability Cap. Except where prohibited by law, Carmauto’s total cumulative liability for any claim or dispute arising out of or relating to these Terms, the Platform, any User interaction or transaction, any service facilitated through the Platform, or any product purchased through the Platform is limited to the greater of:

  1. One hundred U.S. dollars (USD $100); or
  2. The amount of net Platform fees Carmauto actually retained from the specific User during the thirty (30) days preceding the event giving rise to the claim, excluding all pass- through amounts (payments forwarded to Mechanics, Vendors, shippers, or third-party processors).

This cap applies:

  • To Mechanics: only to Carmauto’s retained commissions/fees from that Mechanic’s payouts.
  • To Customers: only to Carmauto’s retained service/transaction fees paid by that Customer.
  • To Vendors: only to Carmauto’s retained fees relating to product listings or sales.

This limitation is a fundamental basis of the agreement between Users and Carmauto. Where applicable law restricts certain exclusions, these limitations apply to the maximum extent permitted.

14. INDEMNIFICATION

To the maximum extent permitted by law, Users agree to release, defend (at Carmauto’s option), indemnify, and hold harmless Carmauto, including Carmauto Payments, affiliates, and their officers, directors, employees, and agents, from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ and accounting fees) arising out of or in any way connected with:

  1. User’s breach of these Terms, any incorporated policies, or supplemental rules;
  2. User’s improper use of the Platform, including off-platform payments or attempts to circumvent fees;
  3. User’s interactions with other Users, including any service performed, appointment attended, product purchased, communication exchanged, or dispute arising therefrom;
  4. Inaccurate, incomplete, misleading, or harmful information provided by the User, including vehicle data, photos, statements, insurance information, or service descriptions;
  5. User’s failure to comply with taxes, licensing, permits, insurance, or regulatory obligations applicable to their role;
  6. User’s violation of any law, including consumer-protection, privacy, data-protection, labor, environmental, repair, or automotive regulations;
  7. User Content, including claims alleging infringement, defamation, misrepresentation, or privacy violations.

This indemnification also applies to any claim, damage, loss, liability, cost, or expense that would not have occurred but for the User’s actions, omissions, negligence, misconduct, or failure to comply with these Terms, the incorporated Policies, or applicable law, whether such conduct occurs on or off the Platform.

This indemnification applies regardless of Carmauto’s alleged negligence and survives termination of the User’s account.

15. LEGAL DISPUTES WITH CARMAUTO (ARBITRATION AGREEMENT)

Scope of This Arbitration Agreement. To the fullest extent permitted by law, any dispute, claim, or controversy between a User and Carmauto arising out of or relating to these Terms, the Platform, Carmauto’s conduct, enforcement actions, account decisions, data use, payment facilitation, or termination (each a “Dispute with Carmauto”) will be resolved exclusively through binding individual arbitration under the Federal Arbitration Act (“FAA”). This arbitration requirement does not apply to service-related disputes solely between Customers, Mechanics, and Vendors concerning workmanship, parts, pricing, product issues, or service quality. Those matters (“Service Disputes”) are governed by Section 10A and the Dispute Resolution & Refund Policy, and Carmauto is not a party to them except in the limited administrative capacity described in those sections.

Mandatory Individual Arbitration (Ad Hoc). All Disputes with Carmauto must be resolved exclusively through binding individual arbitration. Arbitration will not be administered by AAA, JAMS, or any arbitration organization. Instead, it will be conducted by a single neutral arbitrator chosen by mutual agreement of the parties within fifteen (15) days after written notice of intent to arbitrate. If the parties do not agree, Carmauto will appoint a retired judge or licensed attorney with at least five years of experience in commercial, technology, or consumer law. Arbitration will take place in the State of Delaware and be conducted in English. Each party will bear its own attorneys’ fees and costs unless required otherwise by statute or if the arbitrator determines that a party acted in bad faith.

Authority of the Arbitrator & Prohibition on Class Actions. The arbitrator has exclusive authority to resolve any issue relating to the interpretation, formation, or enforceability of this arbitration agreement. Only individual claims may be pursued. Class, collective, representative, and consolidated proceedings are expressly waived to the fullest extent permitted by law. The arbitration will be conducted on a streamlined basis designed to minimize cost and delay, using written submissions, limited discovery, and remote appearances when practical. Proceedings will be confidential to the maximum extent allowed by law.

Remedies, Damages, and Liability Limitations. The arbitrator may award only actual, direct damages or narrowly tailored equitable relief necessary to resolve the individual claim. Punitive, exemplary, consequential, or indirect damages are unavailable except as required by statute. Any award must comply fully with the disclaimers, exclusions, and liability limitations in Section 13 of these Terms. Neither the arbitrator nor any court may award damages exceeding the aggregate liability cap or disregard those limitations under any legal or equitable theory. Judgment on any arbitration award may be entered in any court of competent jurisdiction.

Bad-Faith Filings. If the arbitrator determines that a party pursued or defended a claim in bad faith or primarily for harassment or delay, the arbitrator may award fees and costs, including reasonable attorneys’ fees, against that party.

Opt-Out Procedure. New Users may opt out of this arbitration agreement within thirty (30) days of first accepting these Terms by submitting written notice to Carmauto at the address provided in Section 20. Opting out does not waive or alter any other part of these Terms, including the class-action waiver.

Informal Resolution & Mediation Encouragement. Before initiating arbitration, parties are encouraged to attempt informal negotiation or voluntary mediation with Carmauto’s internal dispute team. Participation in informal processes may expedite resolution but is not a precondition to arbitration.

Survival. This arbitration agreement survives the termination or suspension of a User’s account and the expiration or modification of these Terms. It remains the exclusive method for resolving all Disputes with Carmauto unless a User validly opts out within the permitted timeframe.

16. GOVERNING LAW

Governing Law. These Terms are governed exclusively by the laws of the State of Delaware, without regard to conflicts-of-law principles.

Waiver of Jury Trial. To the fullest extent permitted by law, the parties knowingly waive any right to a jury trial for disputes arising under or related to these Terms.

U.S. Jurisdiction Limitation. The Carmauto Platform is intended solely for use within the United States and its territories. Users accessing the Platform from outside the U.S. do so at their own risk and must comply with local laws.

17. ADDITIONAL LEGAL NOTICES

Electronic Communications. By creating an Account or using the Platform, Users agree to receive communications electronically (including emails, in-app messages, and notices posted on the Platform). These communications have the same legal effect as paper documents.

Export Controls and Sanctions. Users must not use the Platform if they are located in, or are ordinarily resident in, a country or territory subject to U.S. sanctions, or if they are on any U.S. government denied-party list. Users must not use the Platform in violation of U.S. export or sanctions laws.

Third-Party Links and Services. The Platform may link to third-party websites or services. Carmauto does not control or endorse these third parties and is not responsible for their content, policies, or practices. Accessing third-party resources is at the User’s own risk.

Data Protection and Security. Carmauto uses commercially reasonable administrative, technical, and physical safeguards to protect User information. However, no system is perfectly secure, and Carmauto cannot guarantee that unauthorized access or data incidents will never occur. Users understand that transmitting information online involves inherent risks.

Feedback and Ideas. Any feedback, suggestions, or ideas submitted to Carmauto (by email, within the Platform, or otherwise) may be used by Carmauto without restriction or obligation to compensate the User.

Beta and Experimental Features. Carmauto may offer optional beta or experimental features that may be incomplete or less stable. Beta features are provided “as is” and may be changed or discontinued at any time without notice.

Cooperation with Law Enforcement. Carmauto may cooperate with law enforcement or government authorities when it believes such cooperation is legally required or reasonably necessary to protect Carmauto or others. This may include sharing account details, transaction records, or communications where permitted or required by law.

Monitoring of Platform Communications. To the extent permitted by law, Carmauto may monitor, record, or retain communications conducted through Platform tools (e.g., messaging or calls initiated within the Platform) for quality assurance, safety, training, and dispute-resolution purposes. By using these tools, Users consent to such monitoring.

Security Incidents. If a data incident involving personal information occurs, Carmauto will provide notices required by applicable law. Any such notice is not an admission of fault or liability.

California Consumer Notice. California Users may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs at 1625 North Market Boulevard, Suite N 112, Sacramento, California 95834, or by phone at (800) 952- 5210.

18. MODIFICATIONS

Carmauto may modify or update these Terms or any Policy at any time. When changes are made, Carmauto will post the updated Terms or Policy on the Platform, revise the “Last Updated” date, and in Carmauto’s discretion, Users may also receive notice by email or in-app notification for material changes.

Carmauto’s choice not to send a notice via email or in-app does not negate the changes made. Unless expressly stated otherwise, modifications apply prospectively and do not affect disputes that arose before the effective date of the change. Continued use of the Platform after updates are posted will constitute acceptance of the revised Terms.

19. MISCELLANEOUS

Entire Agreement. These Terms, together with the incorporated Policies, form the entire agreement between Carmauto and Users regarding use of the Platform and supersede any prior or contemporaneous understandings about the Platform.

Severability. If any provision of these Terms or Policies within these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force. The invalid provision will be replaced with a valid provision that most closely reflects the original intent.

No Waiver. Carmauto’s failure to enforce any right or provision will not be considered a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of Carmauto.

Assignment. Carmauto may assign or transfer its rights and obligations under these Terms to any affiliate, successor, or buyer of its business or assets. Users may not assign or transfer their rights or obligations without Carmauto’s prior written consent.

Force Majeure. Carmauto will not be liable for any delay or failure to perform due to causes beyond its reasonable control, including natural disasters, acts of government, labor disputes, internet or power outages, cyberattacks, or other events of similar nature.

Independent Contractors. Nothing in these Terms creates an employment, partnership, joint- venture, or agency relationship between Carmauto and any User. Users act as independent contractors for all purposes.

No Third-Party Beneficiaries. Except for Carmauto’s affiliates and indemnitees, there are no intended third-party beneficiaries of these Terms.

Survival. Any provisions that by their nature should survive termination (including but not limited to disclaimers, limitations of liability, indemnification, dispute resolution, payment, and recordkeeping obligations) will survive termination of a User’s account or of these Terms.

20. CONTACT INFORMATION

Carmauto Inc.

16192 Coastal Highway

Lewes, Delaware 19958

Email: michelle@carmauto.net

APPENDIX A — DEFINITIONS

For purposes of the Terms and Conditions of Use (“Terms”) above, the following capitalized terms have the meanings below. These definitions apply whether the terms are used in the singular or plural.

“Account” means a User profile registered on the Platform, including login credentials and associated information.

“Consulting Services” means any consulting, advisory, strategic, analytical, operational, or similar informational assistance offered through the Platform or directly by Carmauto, as described in Section 7 of the Terms and the Consulting Services Advisory Addendum.

“Consulting Services Advisory Addendum” or “CSA” means the supplemental addendum that governs Consulting Services, including additional disclaimers, limitations of liability, arbitration provisions, and other terms incorporated by reference into these Terms.

“Customer” means any User who requests, purchases, or receives automotive repair, maintenance, diagnostic, installation, inspection, detailing, or related services (“Services”), or purchases automotive products (“Products”) through the Platform.

“Dispute” means any disagreement, claim, or controversy related to a service or product transaction between Users, or related to a User’s use of the Platform, including payment disputes, refund requests, and issues addressed under the Dispute Resolution & Refund Policy.

“Fees” means any and all fees, charges, commissions, service fees, transaction fees, platform fees, listing fees, booking fees, expedited service fees, consulting fees, or other monetary amounts that Carmauto charges or retains in connection with the use of the Platform, including any applicable add-ons, surcharges, promotions, or program-based fees.

“Holding Period” means the minimum five (5) business-day period during which the Platform’s Payment Provider temporarily holds Customer funds before releasing payment to the Mechanic or Vendor, subject to any active dispute or compliance review.

“Mechanic” means any independent automotive professional, shop, technician, mobile technician, or business entity using the Platform to offer or perform Services.

“Offerings” means collectively the Services and Products made available through the Platform by Mechanics, Vendors, or Carmauto.

“Off-Platform Transaction” means any communication, negotiation, payment, service performance, or transaction conducted outside the Platform between Users introduced through the Platform, including cash payments, peer-to-peer transfers, or private arrangements intended to bypass the Platform.

“Platform” means the Carmauto digital ecosystem, including the website, mobile applications, APIs, databases, payment tools, messaging tools, scheduling systems, and all related software, technology, and services made available by Carmauto.

“Platform Credits” means any non-cash, non-transferable credit or stored value issued by Carmauto for use solely on the Platform (for example, in connection with refunds, promotions, or goodwill adjustments), which has no cash value outside the Platform and cannot be redeemed or exchanged for money except where required by law.

“Policies” means the additional Carmauto rules, policies, and agreements incorporated by reference into these Terms, including the Customer Terms, Business User Terms, Privacy Policy, Cookie Policy, Review Moderation Rules, Unclaimed Business Listings Policy, Dispute Resolution & Refund Policy, and Consulting Services Advisory Addendum, as updated from time to time.

“Products” means any automotive parts, tools, accessories, materials, or related merchandise offered for sale through the Platform by Carmauto, Mechanics, or Vendors.

“Services” means all vehicle-related services performed or offered by Mechanics through the Platform, including repairs, diagnostics, maintenance, inspections, installations, detailing, and any related professional automotive services.

“Third-Party Payment Provider” means any independent payment processor, financial intermediary, or banking service authorized by Carmauto to process, transmit, or settle payments between Users.

“User” means any individual or entity that accesses, browses, registers with, or uses the Platform, including Mechanics, Vendors, and Customers.

“User Content” means any reviews, ratings, photos, text, images, logos, data, materials, or other content submitted, uploaded, or transmitted by Users through the Platform.

“Vendor” means any independent seller or merchant using the Platform to list, market, or sell Products.