Terms Of Use

1. Acceptance Of Terms

By accessing, browsing, registering for, or using the BHPH Success website, marketplace, accounts, profiles, communication tools, reviews, comparison features, vendor services, or other related products and services, collectively the "Services," you agree to be bound by these Terms of Use and all additional policies incorporated by reference.

If you do not agree to these Terms, you must not access or use the Services.

2. Eligibility And Business Use

BHPH Success is intended primarily for business and professional use within the independent automotive industry.

By using the Services, you represent and warrant that:

• You are at least 18 years old;
• You have legal capacity to enter into these Terms;
• Information you provide is accurate and complete to the best of your knowledge;
• You will use the Services for lawful business or professional purposes;
• You will comply with these Terms and all applicable laws and regulations; and
• If you act on behalf of a business, you have authority to do so.

3. Accounts And Account Security

Certain features may require creation of a dealer, vendor, or other registered account.

You are responsible for maintaining the confidentiality of your login credentials and for activity occurring through your account.

You agree not to:

• Provide false or misleading registration information;
• Impersonate another person, dealership, vendor, or business;
• Create duplicate or deceptive accounts;
• Share account credentials in violation of applicable account restrictions;
• Access another user's account without authorization; or
• Use an account to circumvent a suspension, restriction, or marketplace enforcement action.

You must notify BHPH Success promptly if you believe your account has been compromised or used without authorization.

4. Marketplace Services

BHPH Success provides an industry marketplace designed to help independent automotive dealers discover, research, compare, review, and communicate with vendors and service providers.

The Services may include:

• Vendor and dealer profiles;
• Marketplace categories and search;
• Vendor comparisons;
• Dealer reviews and ratings;
• Vendor responses;
• Direct or marketplace-based messaging;
• Dealer-to-vendor inquiries;
• Marketplace analytics and insights;
• Advertising and sponsored placements;
• Free and paid vendor services;
• Educational and industry content; and
• Other marketplace features introduced from time to time.

We may add, modify, suspend, replace, or discontinue any part of the Services at any time, subject to any applicable contractual obligations.

5. Dealer And Vendor Profiles

BHPH Success may allow dealers and vendors to create, claim, manage, or participate in marketplace profiles.

We may also create or maintain profiles using publicly available or otherwise lawfully obtained business information.

A profile may include business names, locations, websites, descriptions, products or services, categories, logos, images, reviews, ratings, responses, contact information, and other marketplace content.

Additional requirements regarding profiles may be contained in the BHPH Success Profile Guidelines.

6. Reviews, Ratings, Comments, And Other User Content

The Services may allow users to post reviews, ratings, comments, responses, messages, profile information, images, and other content, collectively "User Content."

You are solely responsible for User Content you submit.

You represent and warrant that:

• Your User Content is truthful to the best of your knowledge;
• You have the right to submit the User Content;
• Your submission does not violate any third-party intellectual property, privacy, confidentiality, publicity, contractual, or other rights;
• Your submission does not contain unlawful, defamatory, threatening, fraudulent, deceptive, or malicious material;
• You will not submit fake or manipulated reviews; and
• You will comply with the BHPH Success Community Guidelines.

BHPH Success does not guarantee the accuracy, completeness, reliability, or fairness of User Content.

We may review, reject, moderate, edit for formatting, flag, restrict, or remove User Content when we believe it violates our policies, applicable law, marketplace integrity standards, or legitimate business requirements.

7. Messaging And Marketplace Communications

The Services may include direct messaging or communication tools between dealers, vendors, or other registered users.

You agree to use these tools for legitimate business and professional communications only.

You may not use marketplace messaging for:

• Harassment, threats, intimidation, or abuse;
• Spam or unsolicited mass messaging;
• Fraudulent or deceptive solicitations;
• Malware or malicious links;
• Improper collection of personal information;
• Unlawful disclosure of consumer or dealership confidential information; or
• Conduct prohibited by the Community Guidelines.

BHPH Success may review reported messages where reasonably necessary to investigate abuse, security concerns, fraud, violations of these Terms, or other policy violations.

8. Prohibited Conduct

You may not use the Services in a manner that interferes with the marketplace, harms other users, violates applicable law, or undermines marketplace integrity.

Prohibited conduct includes:

• Fraud, impersonation, misrepresentation, or deceptive conduct;
• Fake, purchased, coordinated, or manipulated reviews;
• Harassment, threats, discrimination, hateful content, or abusive behavior;
• Publishing another person's confidential or personal information without authorization;
• Uploading viruses, malware, harmful code, or malicious links;
• Interfering with security systems, rate limits, authentication, or technical safeguards;
• Attempting unauthorized access to accounts, databases, systems, or information;
• Using the Services to violate privacy, lending, credit reporting, collections, advertising, consumer protection, intellectual property, or other applicable laws;
• Using customer Social Security numbers, credit information, financial information, payment credentials, or protected deal information in public or inappropriate areas of the Services;
• Using marketplace communications primarily for unrelated commercial spam;
• Manipulating marketplace rankings, ratings, profile placement, or engagement data;
• Misusing reporting or moderation systems; or
• Assisting another person in engaging in prohibited conduct.

9. License To Submitted Content

You retain ownership of original User Content that you submit, subject to the rights granted to BHPH Success in these Terms.

By submitting User Content, you grant BHPH Success a non-exclusive, worldwide, royalty-free, transferable, sublicensable license to host, store, reproduce, display, publish, distribute, format, resize, translate, analyze, promote, and otherwise use that User Content as reasonably necessary to operate, improve, market, and promote BHPH Success and the Services.

This license includes the right to display User Content in:

• Profiles;
• Search results;
• Category pages;
• Comparison pages;
• Review pages;
• Emails and newsletters;
• Advertising and promotional materials;
• Social media;
• Research and marketplace reports; and
• Other BHPH Success products and services.

You represent that you have sufficient rights to grant this license.

10. BHPH Success Intellectual Property

The Services and all content created or owned by BHPH Success are protected by applicable intellectual property laws.

This includes, without limitation:

• The BHPH Success name, logo, trademarks, and branding;
• Website design and interface elements;
• Marketplace taxonomy and category structures;
• Original written content;
• Marketplace reports and research;
• Ratings and ranking systems;
• Comparison methodologies;
• Graphics, badges, and proprietary visual assets;
• Software and platform functionality;
• Databases and compilations; and
• Other proprietary content and materials.

Except as expressly permitted by these Terms or another written agreement, you may not copy, reproduce, modify, distribute, publish, sell, license, or create derivative works from BHPH Success proprietary content.

11. Marketplace Data And Derived Data

BHPH Success may analyze User Content, account activity, profile activity, marketplace engagement, searches, reviews, ratings, inquiries, and other information generated through the Services.

We may use this information to create aggregated, de-identified, transformed, inferred, or derived information, including:

• Ratings and scores;
• Rankings;
• Category insights;
• Vendor performance measurements;
• Marketplace benchmarks;
• Dealer-interest trends;
• Engagement analytics;
• Recommendation signals;
• Aggregated review data;
• Marketplace reports; and
• Other analytical or commercial intelligence.

To the extent permitted by applicable law, BHPH Success owns all rights in proprietary analyses, transformations, compilations, methodologies, rankings, algorithms, scoring systems, and other derived marketplace products created by BHPH Success.

Your access to the Services does not grant you ownership of the BHPH Success marketplace database or underlying marketplace data.

12. Automated Access, Scraping, And Data Extraction

Except with our prior written permission, you may not use automated, programmatic, mechanical, or similar methods to access, scrape, harvest, crawl, copy, cache, index, download, extract, archive, or reproduce content or data from BHPH Success.

This prohibition includes automated collection of:

• Vendor or dealer profiles;
• Reviews and ratings;
• Reviewer information;
• Marketplace categories or taxonomy;
• Rankings or scores;
• Pricing or product information;
• Community content;
• Marketplace analytics;
• Derived data; and
• Any material portion of the Services.

You may not bypass CAPTCHAs, rate limits, access controls, authentication mechanisms, bot detection, IP restrictions, technical safeguards, or other mechanisms used to regulate access.

AI And Machine Learning Restrictions

Unless expressly authorized by BHPH Success in writing, you may not use BHPH Success content, reviews, profiles, ratings, rankings, marketplace data, or extracted datasets to train, fine-tune, test, validate, benchmark, improve, or populate artificial intelligence, machine learning, generative AI, large language models, synthetic datasets, or similar systems.

You also may not reproduce or substantially replicate the BHPH Success marketplace taxonomy, user experience, category structure, database, or marketplace functionality through automated extraction or reconstruction.

13. Vendors, Advertisers, And Third-Party Services

BHPH Success allows users to discover and interact with independent vendors and service providers.

BHPH Success is not a party to transactions between dealers and vendors unless we expressly state otherwise in writing.

We do not guarantee or warrant:

• The quality of a vendor's products or services;
• Vendor pricing or availability;
• Performance or results;
• Financial condition;
• Licensing or regulatory status;
• Security or privacy practices;
• Contract terms;
• Customer service;
• Accuracy of vendor claims; or
• Suitability for a particular dealership.

Vendors are responsible for their own products, services, representations, contracts, compliance obligations, and business practices.

Paid advertising, enhanced placement, sponsorship, featured listings, or other commercial relationships do not constitute a BHPH Success endorsement unless we expressly state otherwise.

14. No Legal, Financial, Compliance, Or Professional Advice

BHPH Success provides marketplace, informational, and industry-related content.

Unless expressly stated otherwise in a separate written agreement, BHPH Success is not providing legal, accounting, tax, compliance, lending, underwriting, credit reporting, collection, insurance, investment, regulatory, or other professional advice.

Listing a vendor in a category such as Compliance, Legal, Accounting, Dealer Financing, Credit Reporting, Collections, Insurance, GPS and Recovery, Payments, Consulting, or similar categories does not mean BHPH Success has independently verified the legal or regulatory suitability of that vendor's services.

You are responsible for conducting your own due diligence and obtaining appropriate professional advice before making business decisions.

15. Copyright And Intellectual Property Complaints

BHPH Success respects intellectual property rights and may remove or restrict material that we reasonably believe infringes valid intellectual property rights.

If you believe content available through the Services infringes your copyright, trademark, or other intellectual property rights, you may submit a written notice to:

Your notice should identify the protected work, the allegedly infringing material, where the material is located, your contact information, and the basis for your claim.

BHPH Success may request additional information before acting on a notice and may maintain a repeat-infringer policy where appropriate.

16. Suspension And Termination

We may suspend, restrict, disable, or terminate access to the Services or an account when reasonably necessary to:

• Enforce these Terms or other policies;
• Protect marketplace users;
• Address fraud, abuse, or security concerns;
• Investigate suspected unlawful activity;
• Address nonpayment where applicable;
• Comply with legal obligations; or
• Protect BHPH Success systems, content, or marketplace integrity.

Closing an account does not necessarily require BHPH Success to remove otherwise lawful marketplace profiles, reviews, ratings, historical information, or other content that we are permitted to retain.

17. Disclaimer Of Warranties

We do not guarantee that:

• The Services will always be available or uninterrupted;
• The Services will be free from errors, defects, malware, or security vulnerabilities;
• Marketplace content will be accurate, complete, or current;
• Reviews or ratings will reflect every user's experience;
• A vendor will meet your needs;
• A dealer or vendor will respond to an inquiry;
• A marketplace relationship will result in a transaction;
• A paid vendor service will generate any particular number of leads, sales, customers, impressions, clicks, or revenue; or
• Marketplace recommendations or rankings will be suitable for every business.

18. Limitation Of Liability

This includes, without limitation, damages relating to:

• Lost profits or revenue;
• Lost business opportunities;
• Loss of goodwill;
• Loss of data;
• Business interruption;
• Vendor or dealer conduct;
• User Content;
• Third-party products or services;
• Marketplace decisions made in reliance on content or reviews;
• Unauthorized access or security incidents; or
• Inability to access or use the Services.

To the extent permitted by law, BHPH Success's aggregate liability arising out of or relating to these Terms or the Services will not exceed the greater of the amount you paid directly to BHPH Success for the applicable Services during the 12 months preceding the event giving rise to the claim or [INSERT LIABILITY CAP].

Some jurisdictions do not allow certain limitations of liability, so portions of this section may not apply to you.

19. Indemnification

To the extent permitted by applicable law, you agree to defend, indemnify, and hold harmless BHPH Success and its owners, affiliates, officers, directors, employees, agents, licensors, and service providers from claims, liabilities, damages, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to:

• Your breach of these Terms;
• Your violation of applicable law;
• Your User Content;
• Your misuse of the Services;
• Your violation of another person's rights;
• Your business activities conducted through or resulting from the Services; or
• Your fraud, misconduct, or unlawful activity.

20. Dispute Resolution

Before initiating formal legal proceedings, you and BHPH Success agree to make reasonable efforts to resolve disputes informally.

A party seeking to raise a dispute should provide written notice describing:

• The party's name and contact information;
• The account or business involved, if applicable;
• The nature of the dispute;
• Relevant facts; and
• The requested resolution.

Dispute notices should be sent to [INSERT LEGAL EMAIL].

21. Governing Law And Venue

These Terms and any dispute arising out of or relating to these Terms or the Services will be governed by the laws of the State of [INSERT GOVERNING STATE], without regard to conflict-of-law principles.

Any judicial proceeding not subject to a valid arbitration agreement will be brought in the applicable state or federal courts located in [INSERT COUNTY AND STATE], unless applicable law requires otherwise.

22. Relationship To Other BHPH Success Policies

Additional BHPH Success policies and agreements may apply depending on how you use the Services.

These may include:

• Privacy Policy;
• Cookie Policy;
• General Vendor Terms;
• Profile Guidelines;
• Community Guidelines;
• Content And Brand Usage Policy;
• Data Transfer Addendum;
• Data Processing Addendum; and
• Other service-specific terms or agreements.

If there is a conflict between these Terms and a separate written agreement governing a specific paid or commercial service, the more specific agreement will control with respect to that service.

23. Changes To These Terms

We may update these Terms to reflect changes to the Services, marketplace features, business practices, applicable law, legal requirements, or other circumstances.

When these Terms are updated, we will revise the "Last Updated" date shown at the top of this page.

Where required by applicable law, we may provide additional notice of material changes.

Your continued use of the Services after updated Terms become effective constitutes acceptance of the updated Terms to the extent permitted by applicable law.

24. General Provisions

No Agency Or Partnership

Nothing in these Terms creates a partnership, joint venture, agency, franchise, employment, fiduciary, or similar relationship between you and BHPH Success.

Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. BHPH Success may assign these Terms in connection with a merger, acquisition, financing, reorganization, sale of assets, or similar transaction.

Severability

If any provision of these Terms is determined to be invalid or unenforceable, that provision will be enforced to the maximum extent permitted by law and the remaining provisions will remain in full force and effect.

Waiver

Our failure to enforce any provision of these Terms will not constitute a waiver of that provision or our right to enforce it later.

Force Majeure

BHPH Success will not be responsible for delays or failures caused by events beyond our reasonable control, including natural disasters, utility failures, internet outages, government actions, war, terrorism, labor disputes, cyber incidents, or other force majeure events.

No Third-Party Beneficiaries

Unless expressly stated otherwise, these Terms do not create rights for third-party beneficiaries.

Entire Agreement

These Terms, together with policies and agreements incorporated by reference, constitute the agreement governing your general use of the Services and supersede prior communications relating to that use.

Survival

Provisions that by their nature should survive termination will survive, including provisions concerning intellectual property, licenses, marketplace data, disclaimers, liability, indemnification, dispute resolution, and general legal obligations.

25. Contact Us

If you have questions regarding these Terms of Use, please contact: