Terms and Conditions

These Terms of Use ("Terms") are an agreement between you and Tom-Auto.com("Tom Auto Parts", "our", "we", or "us") and applies to and governs your activities with the Tom-Auto.com website ("Site"), listing merchants, and other participating service providers. Your use of our Site, including but not limited to purchases through the Site, constitutes your binding acceptance of this Agreement (which incorporates by this reference our Privacy Policy). We reserve the right, at our sole discretion, to change, modify, or otherwise alter our Terms and Privacy Policy at any time, without prior notice. You agree to be bound by any modifications we make to the Term and/or Privacy Policy by your continued usage of the Site after we post such modifications on the Site or otherwise make you aware of such modifications. If you object to any of our terms and conditions, or any subsequent modification, or become dissatisfied with Tom Auto Parts and/or our Site in any way, your only recourse is to immediately discontinue use of our Site.

Tom Auto Parts attempts to be as accurate as possible. However, Tom Auto Parts does not warrant that product descriptions or other content of this Site is accurate, complete, reliable, current, or error-free. If a product offered by Tom Auto Parts itself is not as described, your sole remedy is to return it in unused condition.

If applicable, merchant reviews and ratings on our Site are from individuals who have elected to post on our Site. As such, these reviews and ratings are designed to be informative for those wishing to use them, but they do not guarantee any level of performance by us, a merchant or other third party in any given transaction. Participating merchants and other third parties may pay Tom Auto Parts to be featured on the Site or to have their product or service offerings placed higher in our search results and may also purchase research from Tom Auto Parts, but such payments do not affect the reviews or ratings given to any merchant.

As a user, you are solely responsible for all materials that you upload, post, e-mail, transmit or otherwise make available on our Site. You certify that you have the appropriate rights to any content you transmit, and that you have personally created the content or that you are an appropriate license or sublicense from the owner.

You agree not to post or provide any information to/for our Site:

• That is known by you, or should be reasonably known by you, to be false, inaccurate or misleading;
• That infringes any third party's copyright, patent, trademark, trade secret or other proprietary rights, or rights of publicity or privacy;
• That violates any law, statute, ordinance or regulation in any applicable jurisdictions (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination, false advertising and privacy);
• That is, or may reasonably be considered to be, defamatory, obscene, hateful, racially, or religiously biased or offensive (including the use of swear words), unlawfully threatening or unlawfully harassing to any individual, partnership or corporation for which you were compensated or granted any consideration by any third party;
• That seeks to obtain a commercial advantage; and/or
• That contains any computer viruses, worms or other damaging or potentially damaging computer program, script or file.

You agree not to use false or misleading information, including false or misleading financial information, e-mail addresses, or any content that may appear as an impersonation of any person or entity, or otherwise misleading information as to the origin of any information that you provide to the Site, such as registration details, financial information, contributions or submission of any content. You should note your affirmative obligation to indemnify Tom Auto Parts (among others) for the content you submit as set forth in Section 11, below.

You agree that you will not use any device, software or routine to bypass our robot exclusion headers, or to interfere or attempt to interfere with the proper working of the Site or any content or transactions being conducted through the Site. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on Tom Auto Parts' computer systems or communications infrastructure. You agree that you will not use any software robot, spider, other automatic device or manual process to monitor or copy Site pages or the content contained therein without Tom Auto Parts express prior written consent.

We may examine the content on the Site on a regular basis and we maintain the absolute right, though not the obligation, to remove or modify any content that does not meet the standards listed herein, or that is otherwise objectionable in our sole discretion. We also reserve the right to terminate your access to the Site if you fail to abide by any of our terms and conditions. In addition, we may take any legal, disciplinary and technical remedies to prevent such violation. We are not responsible for the loss, deletion, failure to store, unsuccessful delivery, or untimely delivery of any content submitted or transmitted through or to our Site.

When you visit Tom-Auto.com or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on this Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

All rights, title and interest in and to our Site, and any content appearing on our Site is the exclusive property of Tom Auto Parts, its parent company, subsidiaries, and affiliates (whether now existing or yet to be established) or its content suppliers. You agree to abide by any and all intellectual property notices displayed on the Site. When you post or transmit content on or through the Site, you grant Tom Auto Parts, its parent company, subsidiaries, and affiliates (whether now existing or subsequently established), marketing affiliates (whether now existing or subsequently established), and advertising partners (whether now existing or subsequently established) a nonexclusive, worldwide, perpetual, irrevocable, royalty-free, transferable right and license to use, store, display, copy, modify, delete in its entirety, adapt, publish, translate, create derivative works from and/or sell and/or distribute such content and/or incorporate such content into any form, medium or technology, and you also grant to Tom Auto Parts the right to further sublicense any and all of the foregoing rights to any third party, in all cases without compensation to you. This grant of license rights applies to the distribution and storage of your content in any form, medium, or technology now known or later developed. To the maximum extent permitted by law, we have the right, but not the obligation, to use your name, city, and state in connection with any use of submitted content.

Tom Auto Parts grants you a limited license to access and make personal use of this Site and not to download (other than page caching) or modify it, or any portion of it, except with our express written consent. This license does not include any resale or commercial use of this Site or its contents; any collection and use of any product listings, descriptions, or prices; any derivative use of this Site or its contents; any downloading or copying of account information for the benefit of another merchant; or any use of data mining, robots, or similar data gathering and extraction tools. This site or any portion of this site may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without our express written consent. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Tom Auto Parts without our express written consent. You may not use any meta tags or any other "hidden text" utilizing our name or trademarks without our express written consent. You may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in the Site. Any unauthorized use terminates the permission or license granted by us.

All items purchased from us are made pursuant to a shipment contract. This means that the risk of loss and title for such items pass to you upon our delivery to the carrier.

At times, Tom Auto Parts may provide links to the sites of its affiliates, third-party merchants, co-brand partners and other parties. These links are provided solely as a convenience to you, and do not constitute an endorsement by Tom Auto Parts of the content of such third-party sites nor of the business practices of such other businesses, entities or individuals. Tom Auto Parts is not responsible for examining or evaluating, and does not warrant or claim responsibility in any way, the products, services, offerings or business practices of any of these businesses, entities or individuals, or the content of those websites. Your use of those sites are subject to the terms of use and privacy policies of each site, and we are not responsible any activity therein.

Tom Auto Parts maintains the right to do any of the following, at any time, with or without prior notice:

• alter or otherwise modify these Terms, or any other policy or agreements affecting our Site;
• restrict, suspend, or terminate your access to all or any part of our Site;
• change, suspend, or discontinue all or any part of our Site;
• refuse, move, or remove any content;
• refuse to register any user name that may be deemed offensive; and/or
• establish general practices and policies concerning the Site.

You agree that Tom Auto Parts, in its sole discretion, has the right (but not the obligation) to delete or deactivate your account, block your e-mail or IP address, or otherwise terminate your access to or use of the Site (or any part thereof), immediately and without notice, and remove and discard any content within the Site, for any reason, including, without limitation, if Tom Auto Parts believes that you have violated the Terms. You agree that Tom Auto Parts shall not be liable to you or any third-party for any termination of your access to the Site.

Tom Auto Parts has no control over the internal business practices of any third-party merchant or seller, nor does it control, test, or inspect in any way the functionality, quality, or safety of any item listed or sold through our Site, or any downstream use, injury, damage, or transaction that may occur as a result of any product obtained through our Site.

THE INFORMATION, SERVICES, PRODUCTS, AND MATERIALS CONTAINED OR OFFERED ON THIS SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND YOUR USE OF THE SITE IS AT YOUR SOLE RISK. EXCEPT AS EXPRESSLY PROVIDED HEREIN, TOM AUTO PARTS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COURSE OF DEALING, OR COURSE OF PERFORMANCE. TOM AUTO PARTS MAKES NO WARRANTIES WITH RESPECT TO THE RESULTS THAT MAY BE OBTAINED FROM THIS SITE, THE PRODUCTS OR SERVICES ADVERTISED OR OFFERED OR MERCHANTS INVOLVED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR SOLE DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL.

IN ADDITION, THIRD PARTIES PROVIDE CONTENT ON THE SITE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Tom Auto Parts SHALL NOT BE RESPONSIBLE FOR ANY SUCH THIRD PARTY MATERIAL OR CONTENT, OR YOUR RELIANCE ON SUCH THIRD PARTY MATERIAL OR CONTENT. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE AND ANY TRANSACTION RESULTING THEREOF IS SOLELY AT YOUR OWN RISK. Tom Auto Parts DOES NOT GUARANTEE CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO OUR SITE OR OUR SERVICES. OUR OPERATIONS MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF TOM AUTO PARTS CONTROL.

EXCEPT AS EXPRESSLY STATED HEREIN, TOM AUTO PARTS MAKES NO WARRANTY THAT: (a) ANY PRODUCT OR SERVICE WILL MEET YOUR REQUIREMENTS; (b) ANY PRODUCT OR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (c) THE RESULTS OBTAINED FROM THE USE OF ANY PRODUCT OR SERVICE WILL SATISFY ITS INTENDED OR ADVERTISED PURPOSE OR FUNCTION; (d) ANY PRODUCT IS SAFE, DOES NOT CAUSE HARM OR DAMAGE, OR MAY BE ACCURATE OR RELIABLE; (d) THE QUALITY OF ANY PRODUCT, SERVICE, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH ANY PRODUCT OR SERVICE WILL MEET YOUR EXPECTATIONS; OR (e) ANY ERRORS CONTAINED IN THE SITE OR SOFTWARE (INCLUDING TAX CALCULATIONS APPLIED TO TRANSACTIONS) WILL BE CORRECTED.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

LIMITATION OF LIABILITY. IN NO EVENT SHALL TOM AUTO PARTS (INCLUDING ITS PARENT COMPANY(S), SUBSIDIARIES, AFFILIATES, DIRECTORS, OFFICERS, AND EMPLOYEES) TOTAL LIABILITY TO YOU FOR ALL DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, OR OTHER CLAIMS BASED ON ANY OTHER CAUSE OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU, IF ANY, TO Tom Auto Parts, DURING THE THREE (3) MONTH PERIOD IMMEDIATELY PROCEEDING ANY CAUSE OF ACTION. THE FOREGOING LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. OUR LIMITATION OF LIABILITY INCLUDES, BUT IS NOT LIMITED TO, DAMAGES ASSOCIATED WITH: (a) LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF TOM AUTO PARTS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES); (b) USE OR INABILITY TO USE OUR SERVICES; (c) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND/OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE; (d) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (e) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE; OR (f) ACTS OF NATURE, FORCES, OR CAUSES BEYOND OUR REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, INTERNET FAILURES, COMPUTER EQUIPMENT FAILURES, TELECOMMUNICATION EQUIPMENT OR OTHER EQUIPMENT FAILURES, ELECTRICAL POWER FAILURES, STRIKES, LABOR DISPUTES, RIOTS, INSURRECTIONS, CIVIL DISTURBANCES, SHORTAGES OF LABOR OR MATERIALS, FIRES, FLOODS, STORMS, EXPLOSIONS, ACTS OF GOD, WAR, GOVERNMENTAL ACTIONS, ORDERS OF DOMESTIC OR FOREIGN COURTS OR TRIBUNALS, NON-PERFORMANCE OF THIRD PARTIES, OR ANY OTHER MATTER RELATING TO THE SITE HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY.

RELEASE. IN THE EVENT OF A DISPUTE BETWEEN YOU AND ANY THIRD PARTY, YOU RELEASE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Tom Auto Parts (INCLUDING ITS PARENT COMPANY(S), SUBSIDIARIES, AFFILIATES, CO-BRAND PARTNERS OR OTHER THIRD PARTIES UNDER CONTRACT WITH Tom Auto Parts OR ITS AFFILIATES AND EACH PARTY'S RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LEGAL REPRESENTATIVES), FROM AND AGAINST CLAIMS AND DAMAGES OF ANY KIND, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH A DISPUTE. If you are a California resident, by using the Site, you explicitly waive the rights granted to you under California Civil Code 1542, which states: "[a] general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."

You agree to indemnify, defend, and hold Tom Auto Parts, its parent company, subsidiaries, affiliates, officers, directors, employees, successors, and assigns harmless from any claim or demand, including reasonable attorneys' fees and court costs, made by any party due to, relating to, or arising out of your: (a) use of the Site; (b) the products or services you purchase on the Site; (c) your violation of any of our Terms, Privacy Policy or other agreement you may make with Tom Auto Parts; (d) any content you choose to submit, post, or transmit to Tom Auto Parts or the Site; and/or (e) your violation of any rights of others.

Registration to Tom-Auto.com is available to anyone 13 years of age or older who truthfully and accurately provides all required information (including a legitimate e-mail address) and obtains a unique username and password. If you are under the age of 18, you represent and warrant that you have the permission of your parent(s) or legal guardian(s) to access and use the Site. You must have a registered account in order to post messages in the community forum. If you use this Site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You agree to immediately notify us of any unauthorized use of your password or account or any other breach of security. You also agree to properly log out from your account at the end of each browsing session. We will not be responsible for any loss or damage that may result if you fail to comply with these requirements. Furthermore, you are strongly advised to maintain and protect your own privacy by choosing carefully what personally identifiable information you include in content you post on the Site.

All content available on the Site, including site design, text, graphics, interfaces, and the selection of arrangements is either the property of Tom Auto Parts, merchants, or other third parties. If you believe that any content shown or transmitted through our Site violates any of our Terms, or the intellectual property rights of you or others, you can report such violations to: customerservice@tomautopartsusa.com.

In the case of a potential intellectual property violation, please provide the following information:

• A description of the intellectual property you claim has been infringed;
• Identify the material on the Site that you claim is infringing with enough detail so we may locate it on the Site;
• A statement by you that you have a good faith belief that the disputed use is not authorized by the intellectual property owner, its agent, or the law;
• A statement by you declaring under penalty of perjury that: (a) the above information in your notice is accurate; and (b) that you are the owner of the intellectual property interest involved or that you are authorized to act on behalf of that owner;
• Your address, telephone number, and e-mail address where we can contact you; and
• Your physical or electronic signature.

It is often difficult to determine if in fact intellectual property rights have been violated. We may request additional information before we remove allegedly infringing material. If a dispute arises as to the correct owner of the rights in question, we reserve the right to make a reasonable decision, and/or to remove both parties' content.

These Terms, together with other applicable agreements and policies from Tom Auto Parts, constitute the entire agreement between you and Tom Auto Parts and govern your use of our Site, superseding any prior agreements between you and Tom Auto Parts, if any. The relationship between you and Tom Auto Parts are governed by the laws of the State of Arizona without regard to any conflict of law provisions. You and Tom Auto Parts agree to exclusive jurisdiction of the state and federal courts located in the County of Maricopa, Arizona for the purpose of adjudicating any dispute arising out of or relating to this Agreement. The failure of Tom Auto Parts to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court shall endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.