By accessing or using the Cardinal AI platform, including the web dashboard at cardinaltech.ai and the Cardinal AI iOS and Android mobile applications (collectively, the "Platform"), you agree to be bound by these Terms of Service ("Terms") on behalf of yourself and the dealership or organization you represent ("Dealer").
If you do not agree to these Terms, do not use the Platform. These Terms constitute a binding legal agreement between the Dealer and Cardinal Tech Group LLC ("Cardinal AI," "we," "us," or "our").
Cardinal AI is a B2B SaaS platform that provides automotive dealerships with AI-powered vehicle acquisition analysis, scoring, and inventory recommendations. The Platform integrates with dealer DMS systems and third-party automotive data sources to generate vehicle-level scores, acquisition recommendations ("Cardinal Scores"), and related analytical outputs to assist dealers in making vehicle purchasing decisions.
The Platform is intended exclusively for use by licensed automotive dealerships and their authorized employees. It is not available to individual consumers.
To use the Platform, the Dealer must register for an account and designate at least one administrator. Account information must be accurate, current, and complete. The Dealer is responsible for maintaining the accuracy of account information.
The Dealer may provision accounts for its employees and authorized personnel. Each user account is for a single individual and may not be shared. The Dealer is responsible for all activity that occurs under its accounts.
The Dealer is responsible for maintaining the confidentiality of user credentials and for restricting access to authorized personnel only. Cardinal AI uses Auth0 to manage authentication. Users must notify Cardinal AI immediately at mrodriguez@cardinaltech.ai upon becoming aware of any unauthorized access or security breach.
Cardinal AI reserves the right to suspend or terminate accounts that show signs of unauthorized use, security compromise, or violation of these Terms.
The Dealer and its users agree to use the Platform only for its intended purpose — evaluating vehicle acquisition opportunities for the Dealer's own business operations. The following conduct is prohibited:
The Platform, including but not limited to the Cardinal Score algorithm, AI and machine learning models, vehicle scoring methodology, software, interfaces, documentation, and all related technology, are the exclusive intellectual property of Cardinal Tech Group LLC and are protected by applicable copyright, trade secret, patent, and other intellectual property laws.
Subject to these Terms and timely payment of applicable subscription fees, Cardinal AI grants Dealer a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Platform during the subscription term solely for Dealer's internal business operations.
Dealer retains full ownership of all DMS inventory data, vehicle records, and other data uploaded to the Platform by Dealer or its users ("Dealer Data"). Dealer grants Cardinal AI a limited, non-exclusive license to process, store, and use Dealer Data solely to provide the Platform services to Dealer. Cardinal AI will not sell, share, or use Dealer Data for any purpose other than delivering the services described in these Terms.
If Dealer or its users provide feedback, suggestions, or ideas about the Platform, Cardinal AI may use such feedback freely to improve its products and services without obligation or compensation to the Dealer.
The Cardinal Score and all other AI-generated outputs, verdicts, recommendations, and analyses produced by the Platform are recommendations only. They are intended to assist Dealer in evaluating vehicle acquisition opportunities and do not constitute financial, legal, or professional advice.
Access to the Platform is provided on a subscription basis. Applicable subscription fees, billing frequency, and payment terms are set forth in the order form, proposal, or subscription agreement entered into between Dealer and Cardinal AI (the "Order"). In the event of a conflict between these Terms and the Order, the Order controls with respect to pricing and billing.
All fees are due in accordance with the billing schedule in the Order. Fees are non-refundable except as expressly stated in the Order or required by law.
Dealer is responsible for all applicable sales, use, or similar taxes arising from its subscription, excluding taxes on Cardinal AI's net income.
Cardinal AI reserves the right to suspend access to the Platform for accounts with overdue balances after providing reasonable notice to the Dealer.
Each party may receive confidential information of the other party in connection with the Platform. "Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.
Each party agrees to: (a) protect the other party's Confidential Information with at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care; and (b) not disclose the other party's Confidential Information to any third party without prior written consent, except to its employees, contractors, and advisors who have a need to know and are bound by confidentiality obligations at least as protective as these Terms.
Cardinal AI's scoring methodology, AI models, and Platform technology are Cardinal AI's Confidential Information. Dealer Data is Dealer's Confidential Information.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
CARDINAL AI SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST REVENUE, LOSS OF DATA, OR LOSS OF BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATED TO THESE TERMS OR THE USE OF THE PLATFORM, EVEN IF CARDINAL AI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
CARDINAL AI'S TOTAL AGGREGATE LIABILITY TO DEALER ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL FEES PAID BY DEALER TO CARDINAL AI IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
These limitations apply regardless of the theory of liability (contract, tort, negligence, strict liability, or otherwise) and shall survive the termination or expiration of these Terms.
Dealer agrees to defend, indemnify, and hold harmless Cardinal AI and its officers, directors, employees, contractors, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:
Cardinal AI represents that it will provide the Platform in a professional and workmanlike manner consistent with industry standards.
EXCEPT AS EXPRESSLY SET FORTH ABOVE, THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. CARDINAL AI DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.
These Terms are effective upon account creation or first use of the Platform and continue for the subscription term stated in the Order, renewing automatically unless either party provides notice of non-renewal in accordance with the Order.
Either party may terminate these Terms immediately upon written notice if the other party: (a) materially breaches these Terms and fails to cure such breach within 30 days of written notice; or (b) becomes insolvent, makes an assignment for the benefit of creditors, or files for bankruptcy protection.
Upon termination: (a) all licenses granted to Dealer under these Terms will immediately cease; (b) Dealer must cease all use of the Platform; and (c) each party will return or destroy the other party's Confidential Information. Cardinal AI will delete Dealer Data within 90 days of termination in accordance with our Privacy Policy. Sections 5.1, 8, 9, 10, and 13 shall survive termination.
These Terms are governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law principles. Any dispute arising out of or related to these Terms shall be subject to the exclusive jurisdiction of the state and federal courts located in Miami-Dade County, Florida. Each party consents to personal jurisdiction in such courts and waives any objection to venue therein.
Cardinal AI may update these Terms from time to time. When we do, we will update the "Last Updated" date at the top of this page and provide notice to Dealer via email or through the Platform at least 30 days prior to the changes taking effect. Continued use of the Platform after the effective date of the updated Terms constitutes Dealer's acceptance of the changes. If Dealer does not agree to the updated Terms, Dealer must stop using the Platform and may terminate its subscription in accordance with Section 12.
For questions about these Terms of Service, contact:
Cardinal Tech Group LLC
Cardinal AI
mrodriguez@cardinaltech.ai
https://cardinaltech.ai