Privacy Policy

CARS SCAN PRO
TERMS & CONDITIONS
Down Guard Corp. d/b/a Cars Scan Pro
California Business-to-Business Customers
Last Updated: August 28, 2026
These Terms & Conditions are intended to be linked from the Cars Scan Pro website and accepted electronically during business customer signup.

CARS SCAN PRO TERMS & CONDITIONS
Last Updated: August 28, 2026
These Terms & Conditions ("Terms") govern access to and use of the Cars Scan Pro service provided by Down Guard Corp., doing business as Cars Scan Pro ("Cars Scan Pro," "CSP," "we," "us," or "our").
These Terms apply to businesses that create an account, purchase a subscription, activate a location, or otherwise access or use Cars Scan Pro (the "Customer," "you," or "your"). Cars Scan Pro is intended solely for business and
commercial use.
By checking the box indicating acceptance of these Terms, clicking "Sign Up," "Subscribe," "Create Account," "Start
Subscription," or a similar button, submitting payment information, activating a Cars Scan Pro account, or otherwise
using the Service, you agree to be legally bound by these Terms; represent that you are acting on behalf of a business
and not for personal, family, or household purposes; represent that you have authority to bind that business; and agree
that electronic acceptance has the same legal effect as a handwritten signature.
If you do not agree to these Terms, do not create an account or use Cars Scan Pro.
1. CARS SCAN PRO SERVICE
Cars Scan Pro provides businesses with access to a vehicle inspection, documentation, imaging, record-management, and
workflow platform (the "Service"). Depending on the Customer's subscription, the Service may include vehicle inspection
workflows, vehicle photographs and videos, inspection records, digital checklists, condition documentation, transaction
records, branded reports, PDFs or emails, web portal or dashboard access, mobile application functionality, account and
location management, record storage during the applicable retention period, and other features made available by Cars Scan
Pro from time to time.
Cars Scan Pro may use software, infrastructure, hosting, application interfaces, and other technology provided by third-party
technology providers, including Record360, Inc. ("Record360" or "R360"). Cars Scan Pro is the Customer's commercial
provider and primary customer-facing point of contact.
2. BUSINESS USE ONLY
Cars Scan Pro is offered only for commercial and business purposes. By creating an account, Customer represents and
warrants that Customer is a business, dealership, company, organization, sole proprietorship, partnership, corporation, limited
liability company, or other commercial entity; the Service is being acquired solely for business purposes; the Service is not
being acquired primarily for personal, family, or household purposes; and, unless Cars Scan Pro expressly agrees otherwise in
writing, the subscribed Customer locations are located in California.
Cars Scan Pro may refuse or terminate an account that does not satisfy these requirements.
3. SUBSCRIPTION DETAILS
The specific commercial terms applicable to Customer will be displayed during signup, checkout, in an electronic order form,
proposal, invoice, confirmation email, or other written order documentation ("Subscription Details"). Subscription Details may
include Customer name, subscribed location or locations, subscription price, setup or onboarding fees, billing frequency,
number of Authorized Users, initial subscription term, renewal term, activation date, promotional pricing, discounts, and other
agreed commercial terms.
The Subscription Details are incorporated into these Terms. If there is a direct conflict between these Terms and specific
Subscription Details expressly agreed to by Cars Scan Pro, the Subscription Details control with respect to that conflict.

4. ACCOUNT ACTIVATION
Cars Scan Pro determines when a Customer account or location is ready for activation. Before activation, Cars Scan Pro may
require acceptance of these Terms, completion of signup information, a valid payment method, successful collection of an
initial payment, identification of locations and Authorized Users, completion of onboarding requirements, and any additional
information reasonably required to configure the Customer's account.
Unless otherwise stated in writing, billing begins when the applicable Customer location is activated.
5. CUSTOMER LOCATIONS
Customer may access and use Cars Scan Pro only for locations that have been activated by Cars Scan Pro. Each separate
physical business location may require a separate Cars Scan Pro subscription or location fee. Customer may not use one
subscribed location to avoid paying applicable fees for additional locations. Cars Scan Pro may add, remove, activate, or
deactivate Customer locations at Customer's request subject to applicable fees and subscription commitments.
6. AUTHORIZED USERS

An "Authorized User" is an individual account authorized to access Cars Scan Pro on behalf of Customer. The number of
Authorized Users permitted for each Customer location may be determined by Customer's Subscription Details. Unlimited
inspections or transactions do not necessarily mean unlimited user accounts.
Customer is responsible for identifying its Authorized Users; ensuring Authorized Users are permitted to use the Service;
maintaining accurate user information; promptly disabling users who should no longer have access; maintaining the
confidentiality of passwords and login credentials; and all activity conducted through Customer-controlled accounts. User
accounts and passwords may not be sold, transferred, publicly shared, or knowingly provided to unauthorized persons.
Customer must notify Cars Scan Pro promptly if Customer believes account credentials have been compromised.
7. UNLIMITED INSPECTIONS AND TRANSACTIONS
Unless Customer's Subscription Details expressly state otherwise, each active and paid Cars Scan Pro Customer location may
perform an unlimited number of legitimate inspections and transactions during the applicable subscription period. Cars Scan
Pro will not charge Customer a per-inspection or per-transaction overage fee solely because a Customer location performs a
high volume of legitimate inspections.
"Unlimited" does not permit automated scraping, automated bulk extraction, artificial generation of transactions, misuse of the
platform, credential sharing, circumvention of location or account restrictions, activity intended to overload the Service,
unauthorized resale of access, unlawful use, or use outside the intended commercial purposes of Cars Scan Pro. Cars Scan
Pro may investigate unusual or abusive usage patterns.
8. FEES AND PAYMENT
Customer agrees to pay all fees shown during signup or otherwise included in Customer's Subscription Details. Fees may
include monthly subscription fees, annual subscription fees, per-location fees, setup fees, onboarding fees, additional-user
charges, optional service fees, and other charges affirmatively agreed to by Customer. Unless expressly stated otherwise,
recurring subscription fees are charged in advance. All prices are stated in U.S. dollars.
9. RECURRING PAYMENT AUTHORIZATION
By providing a credit card, debit card, bank account, ACH authorization, or other payment method, Customer authorizes Cars
Scan Pro and its payment processors to charge the designated payment method for all amounts due under Customer's
subscription. This may include initial charges, recurring subscription fees, setup or onboarding fees, additional-location
charges, approved additional services, applicable taxes, late charges where permitted, and other amounts Customer has
agreed to pay.
Customer agrees to maintain a valid and current payment method. Where Customer separately authorizes ACH payments,
Customer also agrees to the ACH authorization presented during the payment process.
10. SUBSCRIPTION TERM
Customer's initial subscription term will be disclosed before Customer completes signup or otherwise stated in Customer's
Subscription Details. A subscription may be month-to-month, annual, twelve-month committed, another fixed period, or
another arrangement expressly agreed to in writing. Customer is responsible for reviewing the applicable term before
completing signup.
11. AUTOMATIC RENEWAL
If Customer selects or accepts an automatically renewing subscription, the subscription will automatically renew at the end of
the then-current term for the renewal period disclosed during signup unless properly canceled or non-renewed.
For a fixed-term subscription that renews annually, Customer must provide notice of non-renewal at least thirty (30) days
before the end of the then-current subscription term, unless Customer's Subscription Details state otherwise. For a month-to month
subscription, cancellation will generally become effective at the end of the then-current paid billing period unless
otherwise stated during signup.
Cars Scan Pro will not change Customer's pricing during a committed initial subscription term unless Customer agrees to the
change or the change is required by applicable law or tax requirements. Cars Scan Pro may change pricing applicable to a
subsequent renewal term by providing advance notice before that renewal.
12. CANCELLATION DURING A COMMITTED TERM
If Customer purchases a fixed-term or committed subscription, Customer agrees to pay the fees associated with that
committed term. Customer's decision to stop using the Service, remove users, sell vehicles, reduce activity, close a location,
or otherwise discontinue use does not automatically eliminate Customer's remaining payment obligations.
If Customer cancels or deactivates a location before completion of an agreed committed term, Customer remains responsible
for recurring charges through the end of that committed term unless Cars Scan Pro expressly agrees otherwise in writing,
Customer properly terminates because of an uncured material breach by Cars Scan Pro, or applicable law requires otherwise.

13. REFUNDS
Except as expressly provided in these Terms or required by law, amounts paid to Cars Scan Pro are non-refundable. Cars
Scan Pro is not required to provide refunds for unused subscription time, unused Authorized User accounts, unused
inspections, Customer's failure to use the Service, voluntary early cancellation, removal of a Customer employee or user, or
Customer business changes.
If Cars Scan Pro permanently terminates a prepaid Service without cause and Customer has prepaid for a period after the
termination date, Cars Scan Pro will refund the unused portion of applicable prepaid recurring subscription fees.
14. FAILED PAYMENTS AND PAST-DUE ACCOUNTS
If a payment is declined, reversed, disputed, or otherwise not successfully collected, Cars Scan Pro may attempt to charge
Customer's payment method again. Customer remains responsible for amounts properly due even if a payment method fails.
Past-due undisputed amounts may accrue a late charge equal to the lesser of 1.5% per month or the maximum amount
permitted by applicable law. Cars Scan Pro may also recover reasonable costs incurred to collect valid past-due amounts
where permitted by law.
15. SUSPENSION FOR NONPAYMENT
Cars Scan Pro may suspend Customer's access if an undisputed payment remains past due. Where commercially reasonable,
Cars Scan Pro will provide notice and an opportunity for Customer to correct the payment issue. Suspension does not
automatically cancel Customer's subscription or eliminate payment obligations associated with an agreed committed term.
16. CUSTOMER SUPPORT
Cars Scan Pro is Customer's primary customer-facing support provider. Customer should contact Cars Scan Pro for account
support, onboarding, training, billing assistance, password or access issues, product questions, technical issues, inspection
issues, service questions, and other ordinary customer-support matters.
Customer should not seek ordinary customer service, account management, billing support, purchasing assistance, renewals,
or similar commercial support directly from Cars Scan Pro's underlying technology providers unless Cars Scan Pro specifically
directs Customer to do so.
17. UNDERLYING TECHNICAL SUPPORT
Certain technical issues may involve underlying software, infrastructure, hosting, bugs, defects, outages, or other technology
controlled by Record360 or another technology provider. When necessary, Cars Scan Pro may communicate with the
applicable technology provider on Customer's behalf.
The intended support structure is generally: Customer -> Cars Scan Pro -> Technology Provider -> Cars Scan Pro ->
Customer. Cars Scan Pro will communicate applicable responses, information, or resolutions to Customer.
18. RECORD RETENTION
Cars Scan Pro provides sixty (60) days of active storage for applicable inspection records unless Customer is expressly
provided a different retention period in writing. Customer acknowledges and agrees that the sixty-day active retention period is
an intentional feature of the Service; Cars Scan Pro is not a permanent archival storage service; Customer is responsible for
exporting or saving records Customer needs to retain longer than sixty days; and records may become unavailable after the
retention period.
Customer should download or otherwise preserve important records before expiration of the applicable retention period.
19. CUSTOMER'S RECORD-KEEPING RESPONSIBILITY
Customer is solely responsible for determining how long Customer is legally, contractually, operationally, or commercially
required to retain inspection records, photographs, videos, reports, transaction information, or other records. Cars Scan Pro
does not provide legal advice concerning Customer's record-retention requirements. If Customer is legally required to retain a
record longer than the Cars Scan Pro retention period, Customer must independently download, export, archive, or otherwise
preserve that record.
20. CUSTOMER DATA
"Customer Data" means information submitted to, uploaded to, collected through, or processed through the Service on behalf
of Customer, including inspection information, photographs, videos, vehicle information, transaction information, location
information, account information, and other Customer-specific data.
As between Cars Scan Pro and Customer, Customer retains its rights and interests in Customer Data, subject to the rights of
vehicle owners, consumers, employees, business partners, and other third parties. Customer grants Cars Scan Pro and Cars
Scan Pro's technology and service providers a limited right to host, store, process, transmit, reproduce, display, and otherwise
use Customer Data as reasonably necessary to provide the Service, operate and maintain the Service, process inspections,
create reports, provide support, maintain security, prevent fraud or misuse, troubleshoot technical issues, comply with law, and
perform obligations relating to the Service.

21. CUSTOMER RESPONSIBILITY FOR DATA AND CONSENTS
Customer represents and warrants that Customer has the lawful right to provide Customer Data for processing through Cars
Scan Pro. Customer is responsible for obtaining any notices, permissions, authorizations, releases, or consents required by
applicable law relating to photographs, videos, vehicle information, license plates, customer information, employee
information, location information, personal information, and other information Customer places into the Service. Customer may
not use Cars Scan Pro to unlawfully collect, process, monitor, photograph, record, or disclose information.
22. PRIVACY
Cars Scan Pro may collect and process information necessary to provide and operate the Service. Cars Scan Pro may also
use third-party service providers for hosting, payments, analytics, communications, security, infrastructure, and underlying
application functionality.
Customer's use of the Service is also subject to the Cars Scan Pro Privacy Policy, when published or otherwise provided.
Where applicable, Authorized Users may also be subject to privacy policies or data practices associated with underlying third party
technology.
23. ACCEPTABLE USE
Customer and Authorized Users may use Cars Scan Pro only for lawful business purposes. Customer may not, and may not
permit anyone else to, use Cars Scan Pro for unlawful purposes; violate another person's intellectual property rights; upload
malicious software or harmful code; introduce viruses, Trojan horses, worms, malware, or similar harmful materials; interfere
with the Service or its infrastructure; circumvent account, location, security, or technical restrictions; obtain unauthorized
access to another customer's account or data; reverse engineer, decompile, disassemble, or attempt to derive source code
from underlying software except where such restriction is prohibited by law; copy or create derivative works from underlying
software without authorization; scrape or systematically extract data from the Service without permission; rent, resell,
sublicense, or distribute access without written authorization; use the Service to harass, threaten, stalk, defame, discriminate
against, or unlawfully monitor another person; overload or intentionally impair the Service; use false identities or unauthorized
credentials; or otherwise misuse Cars Scan Pro.
24. THIRD-PARTY TECHNOLOGY
Cars Scan Pro may be powered, hosted, supported, or otherwise enabled by third-party technology, including technology
provided by Record360. Cars Scan Pro's commercial relationship with Customer does not transfer to Customer any ownership
interest in Record360 software, source code, platforms, APIs, hosting infrastructure, trademarks, copyrights, patents, or other
third-party intellectual property. Customer receives only the access rights expressly provided under these Terms.
25. APPLICABLE END-USER TERMS
Certain underlying technology may require Authorized Users to agree to additional application end-user license agreements,
platform terms, App Store terms, or other applicable technology-use terms. Authorized Users agree to comply with any
applicable Record360 Application End User License Agreement / Terms of Use or other end-user terms presented to them in
connection with their use of underlying technology.
Such end-user terms govern use of the applicable underlying technology. Customer's commercial relationship, pricing, billing,
account management, and ordinary support relationship remains with Cars Scan Pro.
26. INTELLECTUAL PROPERTY
Cars Scan Pro and its licensors retain all rights, title, and interest in their respective intellectual property. Cars Scan Pro
intellectual property may include the Cars Scan Pro name, logos, branding, documentation, sales materials, workflows,
configurations, training materials, website content, and other independently developed Cars Scan Pro materials.
Record360 and other technology providers retain ownership of their respective software, source code, platforms,
infrastructure, technology, trademarks, copyrights, patents, and other intellectual property. No ownership rights are transferred
to Customer.
27. CUSTOMER LICENSE
Subject to payment of applicable fees and compliance with these Terms, Cars Scan Pro grants Customer a limited, nonexclusive,
non-transferable, non-sublicensable right during Customer's active subscription to access and use Cars Scan Pro
for Customer's internal business purposes. This right ends when Customer's subscription ends or access is terminated. No
rights are granted by implication.
28. VEHICLE INSPECTION DISCLAIMER
Cars Scan Pro is a vehicle documentation, imaging, recordkeeping, and workflow tool. Cars Scan Pro does not independently
certify the mechanical condition, roadworthiness, safety, market value, legal status, ownership, title condition, accident history,
or fitness of a vehicle.
Customer remains responsible for conducting appropriate vehicle inspections, using qualified personnel where required,
complying with applicable laws, determining vehicle condition, ensuring vehicle safety, verifying information, and making independent business decisions concerning vehicles. Cars Scan Pro should not be treated as a substitute for a mechanical
inspection, professional appraisal, legal review, safety inspection, or other professional service.
29. ACCURACY OF RECORDS
The accuracy and completeness of an inspection record depends substantially on the information, photographs, videos,
selections, and other information entered or captured by Customer and its Authorized Users. Cars Scan Pro does not warrant
that every defect, scratch, dent, mechanical problem, safety condition, prior damage, missing component, vehicle issue, or
other condition will be detected or documented. Customer is responsible for reviewing inspection results before relying upon
them.
30. SERVICE AVAILABILITY
Cars Scan Pro will use commercially reasonable efforts to provide access to the Service. Customer acknowledges that
Internet-based and cloud-based services may occasionally experience downtime or service interruption because of
maintenance, updates, software defects, hosting outages, Internet failures, telecommunications failures, security incidents,
third-party service failures, emergency maintenance, force majeure events, or circumstances outside Cars Scan Pro's
reasonable control.
Unless Cars Scan Pro separately agrees to a written service-level agreement, Cars Scan Pro does not guarantee
uninterrupted or continuously available service.
31. SERVICE CHANGES AND UPDATES
Cars Scan Pro and its technology providers may periodically update, modify, maintain, improve, replace, or change aspects of
the Service. Cars Scan Pro may implement changes reasonably necessary to improve functionality, maintain security, fix
bugs, comply with law, accommodate technology changes, prevent abuse, or maintain the Service.
Cars Scan Pro will use commercially reasonable efforts not to materially eliminate the core functionality Customer purchased
during an active committed term without providing a commercially reasonable alternative.
32. ACCOUNT SUSPENSION
Cars Scan Pro may suspend Customer or an Authorized User if Cars Scan Pro reasonably determines that Customer has
materially violated these Terms; Customer owes undisputed past-due fees; an account presents a bona fide security risk;
Customer is using the Service unlawfully; fraudulent activity is suspected; Customer's activity threatens Cars Scan Pro or
another user; Customer attempts unauthorized access; suspension is required by law; or suspension is reasonably necessary
to prevent immediate harm.
Where reasonably practicable, Cars Scan Pro will provide Customer notice and an opportunity to correct the issue before
suspension. Cars Scan Pro may suspend access immediately when necessary to address an urgent legal, security, fraud, or
safety issue.
33. TERMINATION FOR BREACH
Either Customer or Cars Scan Pro may terminate the applicable agreement if the other party materially breaches these Terms
and fails to cure the breach within thirty (30) days after written notice. Cars Scan Pro may provide a shorter cure period for
failure to pay undisputed amounts when due. No cure period is required where a breach cannot reasonably be cured or where
immediate termination is legally required.
34. TERMINATION CAUSED BY UNDERLYING TECHNOLOGY
Cars Scan Pro relies in part on third-party technology to provide the Service. Cars Scan Pro may terminate or discontinue an
affected Service if Cars Scan Pro's lawful right to use required underlying technology terminates; an underlying provider
permanently discontinues required technology; continued provision becomes unlawful; an application store, infrastructure
provider, or governmental authority prevents continued operation; or continued provision becomes commercially impracticable
because required underlying technology is no longer available.
Cars Scan Pro will use commercially reasonable efforts to provide notice and an orderly transition where practicable. If Cars
Scan Pro permanently terminates prepaid Service for this reason, Cars Scan Pro will refund prepaid recurring subscription
fees attributable to the period after termination.
35. EFFECT OF TERMINATION
When Customer's subscription terminates, Customer's access rights end; Authorized Users may lose access; Customer
remains responsible for accrued amounts owed; Customer should promptly export any records Customer wishes to preserve;
applicable record-retention periods continue to apply; and provisions intended to survive termination remain effective.
Termination does not create an obligation for Cars Scan Pro to store Customer Data indefinitely.

36. CONFIDENTIALITY
Each party may receive confidential or proprietary information from the other. "Confidential Information" includes non-public
business information, customer information, pricing, technical information, sales strategies, financial information, product
plans, processes, commercial information, and other information that reasonably should be understood as confidential.
Each party will use reasonable care to protect the other party's Confidential Information; use Confidential Information only for
purposes related to the business relationship; and not disclose Confidential Information except to personnel or service
providers who reasonably need access and are subject to appropriate confidentiality obligations. Confidential Information does
not include information that becomes public without breach, was lawfully known without restriction, is lawfully received from
another source without confidentiality obligations, or is independently developed without use of the other party's Confidential
Information.
37. LEGALLY REQUIRED DISCLOSURES
A party may disclose Confidential Information where required by law, subpoena, regulation, or valid governmental process.
Where legally permitted and reasonably practicable, the receiving party will provide advance notice so the other party may
seek appropriate protective measures.
38. WARRANTIES DISCLAIMER
TO THE MAXIMUM EXTENT PERMITTED BY LAW, EXCEPT FOR EXPRESS OBLIGATIONS SPECIFICALLY STATED IN
THESE TERMS OR CUSTOMER'S SUBSCRIPTION DETAILS, CARS SCAN PRO IS PROVIDED "AS IS" AND "AS
AVAILABLE." CARS SCAN PRO DISCLAIMS ALL WARRANTIES NOT EXPRESSLY PROVIDED, WHETHER EXPRESS,
IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, TITLE, ACCURACY, NON-INFRINGEMENT, RELIABILITY, RESULTS, AND WARRANTIES
ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
Cars Scan Pro does not warrant that the Service will be uninterrupted, error-free, completely secure, or meet every Customer
requirement.
39. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CARS SCAN PRO, DOWN GUARD CORP., THEIR
AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, AND TECHNOLOGY PROVIDERS
WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL
DAMAGES; LOST PROFITS; LOST REVENUE; LOST BUSINESS; LOST OPPORTUNITIES; LOSS OF GOODWILL; OR
LOSS OF DATA ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, CARS SCAN PRO'S TOTAL AGGREGATE LIABILITY ARISING OUT
OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE TOTAL SUBSCRIPTION FEES
ACTUALLY PAID BY CUSTOMER TO CARS SCAN PRO FOR THE AFFECTED SERVICE DURING THE TWELVE (12)
MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. These limitations do not apply to liability
that cannot legally be limited.
40. CUSTOMER INDEMNIFICATION
Customer agrees to defend, indemnify, and hold harmless Cars Scan Pro, Down Guard Corp., their affiliates, officers,
directors, employees, agents, contractors, and applicable service providers from third-party claims, damages, liabilities,
judgments, settlements, losses, costs, and reasonable attorneys' fees to the extent arising out of or relating to Customer's
unlawful use of Cars Scan Pro; Customer Data; Customer's failure to obtain required rights, permissions, or consents;
Customer's violation of another person's rights; Customer's material breach of these Terms; an Authorized User's prohibited
activity; Customer's gross negligence; Customer's fraud; or Customer's willful misconduct.
Cars Scan Pro will provide reasonably prompt notice of a covered third-party claim. Customer may control the defense of the
claim, provided Customer may not enter into a settlement that admits wrongdoing by Cars Scan Pro, imposes non-monetary
obligations on Cars Scan Pro, or fails to fully release Cars Scan Pro from the covered claim without Cars Scan Pro's prior
written consent.
41. FEEDBACK
If Customer voluntarily provides suggestions, ideas, recommendations, feature requests, or other feedback regarding Cars
Scan Pro, Customer grants Cars Scan Pro a worldwide, perpetual, irrevocable, royalty-free right to use that feedback to
develop, improve, operate, and market Cars Scan Pro. Cars Scan Pro is not required to implement any feedback. This section
does not transfer ownership of Customer Data or Customer's confidential business information.
42. TAXES
Customer is responsible for applicable sales, use, excise, transaction, or similar taxes imposed on Customer's purchase or
use of Cars Scan Pro. Cars Scan Pro may collect applicable taxes where required. Customer is not responsible for taxes
based solely on Cars Scan Pro's net income.

43. CHARGEBACKS AND PAYMENT DISPUTES
Customer should contact Cars Scan Pro promptly regarding a billing dispute. Initiating a chargeback does not automatically
eliminate Customer's contractual payment obligations. Cars Scan Pro may suspend an account associated with a chargeback
or reversed payment while the dispute is investigated. Cars Scan Pro reserves all rights to challenge improper chargebacks
and recover valid amounts owed.
44. FORCE MAJEURE
Neither party is liable for failure or delay in performing an obligation caused by events reasonably outside that party's control,
including natural disaster, wildfire, earthquake, flood, war, terrorism, civil disturbance, governmental action, labor disruption,
widespread Internet outage, telecommunications failure, utility failure, major cloud or hosting failure, cyberattack not resulting
from that party's failure to use commercially reasonable safeguards, or failure of a critical third-party service provider. This
section does not excuse Customer's obligation to pay fees for Services already provided.
45. GOVERNING LAW
These Terms and Customer's relationship with Cars Scan Pro are governed by the laws of the State of California, without
regard to conflict-of-law principles.
46. JURISDICTION AND VENUE
Any action or proceeding arising out of or relating to these Terms or Customer's relationship with Cars Scan Pro will be
brought exclusively in a state or federal court of competent jurisdiction located in Los Angeles County, California. Customer
and Cars Scan Pro consent to personal jurisdiction and venue in those courts.
Either party may seek temporary, preliminary, or permanent equitable or injunctive relief where appropriate to protect
confidential information, intellectual property, account security, customer relationships, or prevent immediate irreparable harm.
47. NOTICES
Formal legal notices to Cars Scan Pro must be sent to: Down Guard Corp., d/b/a Cars Scan Pro, 4218 Lost Springs Dr.,
Agoura Hills, California 91301.
Cars Scan Pro may provide notices to Customer electronically using the email address associated with Customer's account.
Customer is responsible for maintaining a current email address. Ordinary product, billing, and support communications do not
constitute formal legal notice unless expressly identified as such.
48. ELECTRONIC COMMUNICATIONS
Customer agrees to receive electronic communications relating to Cars Scan Pro, including account confirmations, invoices,
payment notices, service notices, support communications, security notices, subscription notices, renewal information, and
updates to applicable agreements. Electronic communications satisfy any requirement that communications be provided in
writing to the extent permitted by law.
49. ELECTRONIC ACCEPTANCE
Customer agrees that electronic acceptance of these Terms constitutes Customer's legally binding agreement. Customer's
acceptance may be recorded through a checkbox, electronic signature, account-registration event, checkout confirmation,
subscription activation, digital Order Form, or similar electronic acceptance mechanism.
Cars Scan Pro may maintain electronic records showing the version of the Terms accepted, date and time of acceptance,
account information, IP address, payment information, subscription information, and other commercially reasonable evidence
of acceptance.
50. AUTHORITY TO BIND CUSTOMER
Any individual accepting these Terms on behalf of a business represents and warrants that the individual has authority to bind
that business. If the individual does not have such authority, the individual may not accept these Terms or create a Cars Scan
Pro subscription on behalf of the business.
51. ASSIGNMENT
Customer may not assign or transfer its subscription or these Terms without Cars Scan Pro's prior written consent, except in
connection with a bona fide merger, reorganization, or sale of substantially all of Customer's business or assets, provided the
successor assumes Customer's obligations.
Cars Scan Pro may assign these Terms or Customer's subscription to an affiliate; in connection with financing; as part of a
merger or reorganization; in connection with a sale of Cars Scan Pro; in connection with a sale of substantially all applicable
assets; or to a successor to the Cars Scan Pro business.

52. INDEPENDENT BUSINESSES
Customer and Cars Scan Pro are independent contracting businesses. Nothing in these Terms creates an employment
relationship, partnership, joint venture, fiduciary relationship, franchise relationship, or agency relationship. Neither party has
authority to bind the other except as expressly agreed in writing.
53. NO WAIVER
A party's failure to enforce a provision of these Terms does not waive that provision or the right to enforce it later. A waiver is
effective only if made in writing by an authorized representative of the waiving party.
54. SEVERABILITY
If any provision of these Terms is determined to be invalid, illegal, or unenforceable, that provision will be enforced to the
maximum extent legally permitted. The remaining provisions will remain in full force and effect.
55. HEADINGS
Section titles and headings are provided for convenience only and do not affect interpretation of these Terms.
56. CHANGES TO THESE TERMS
Cars Scan Pro may update these Terms from time to time. Cars Scan Pro will not use an update to retroactively increase
Customer's committed pricing or materially change Customer's fixed subscription term unless Customer agrees, the change is
required by law, or the change is reasonably necessary to address an urgent security, fraud, abuse, or legal issue.
Material commercial changes ordinarily become applicable when Customer affirmatively accepts them, when Customer
purchases a new subscription, when Customer signs a new Order Form, or at Customer's next renewal after reasonable
advance notice. Cars Scan Pro may implement non-material operational, security, technical, or administrative updates during
the subscription term.
57. ENTIRE AGREEMENT
These Terms, Customer's Subscription Details, applicable Order Forms, and any mutually executed amendments constitute
the agreement between Customer and Cars Scan Pro concerning the Customer's subscription. They supersede prior oral or
written statements concerning the same subject matter, except for an expressly executed written agreement stating that it
supersedes these Terms.
Customer purchase orders, internal vendor forms, or similar documents do not modify these Terms unless Cars Scan Pro
expressly agrees in writing.
58. ORDER OF PRECEDENCE
If documents governing Customer's subscription conflict, the following order generally applies: (1) a mutually signed
amendment or negotiated Order Form expressly modifying these Terms; (2) Customer's Subscription Details; (3) these Cars
Scan Pro Terms & Conditions; and (4) third-party end-user terms, solely with respect to Customer's or an Authorized User's
use of the applicable underlying third-party technology.
59. SURVIVAL
Provisions that by their nature should continue after termination will survive termination, including provisions concerning
amounts owed, intellectual property, confidentiality, Customer Data, record retention, disclaimers, limitations of liability,
indemnification, governing law, jurisdiction, and general contractual provisions.
60. CONTACT
Questions regarding Cars Scan Pro accounts, billing, subscriptions, or these Terms should be directed to Cars Scan Pro
through the support or contact information displayed on the Cars Scan Pro website. Formal legal notices must be delivered as
provided in Section 47.
ACCEPTANCE
BY CHECKING THE BOX INDICATING ACCEPTANCE OF THESE TERMS AND COMPLETING YOUR CARS SCAN
PRO SIGNUP, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO THESE TERMS
& CONDITIONS ON BEHALF OF THE BUSINESS YOU REPRESENT