Terms of Service

Effective date: May 22, 2026

1. Agreement Overview and Acceptance

These Terms of Service ("Agreement" or "Terms") are a binding legal contract between StackDrive Inc., a corporation incorporated in Quebec, Canada ("StackDrive," "we," "us," or "our"), and the business entity or individual ("Customer," "you," or "your") that registers for or uses the StackDrive platform.

By clicking "I agree," completing registration, or using any part of the Service, you confirm that: (a) you have read and understood these Terms; (b) you have the legal authority to bind your organization; and (c) your organization agrees to be bound by this Agreement. If you do not agree, do not use the Service.

StackDrive is a business-to-business (B2B) platform sold exclusively to automotive dealerships and dealer groups. It is not a consumer product.

2. Definitions

"Service" — the StackDrive web application at https://app.stackdrive.io, including all features, APIs, and integrations.
"Account" — your registered account on the Service, including all associated user seats and configuration data.
"Customer Data" — all data you or your users upload, submit, or store through the Service, including lead records, contact information, and vehicle preferences.
"AI Features" — functionality powered by machine learning or AI models, including lead scoring, AI-drafted messages, and predictive analytics.
"Subscription Plan" — the pricing tier (Starter, Growth, Pro, or Enterprise) to which you subscribe.
"Authorized Users" — your employees or contractors who access the Service under your Account.
"Documentation" — the help articles, guides, and specifications we publish at stackdrive.io or within the Service.

3. Account Registration and Responsibilities

3.1 Registration

To access the Service, you must register by providing accurate, current, and complete information. You agree to update your information promptly if it changes.

3.2 Account Security

You are responsible for maintaining the confidentiality of your Account credentials and for all activity that occurs under your Account. Notify us immediately at support@stackdrive.io upon learning of any unauthorized access or security breach.

3.3 Authorized Users

You are responsible for all Authorized Users' compliance with these Terms. You are liable for acts or omissions of your Authorized Users as if they were your own.

4. Subscription Plans, Billing, and Auto-Renewal

4.1 Subscription Plans

StackDrive currently offers the following plans:

Starter — $79 per seat/month (3-seat minimum). Core CRM, lead management, two-way SMS and email, basic automation, standard support.
Growth — $119 per seat/month (5-seat minimum). All Starter features plus AI lead scoring, trade-in evaluations with live market data, inventory management, full analytics, priority support.
Pro — $159 per seat/month (8-seat minimum). All Growth features plus AI BDC Chat Widget, Public Inventory API, webhooks, OEM rate programs, dedicated onboarding.
Enterprise — custom pricing (25-seat minimum). All Pro features plus multi-location dashboard, unlimited AI interactions, dedicated account manager, and uptime SLA.

4.2 Fees and Payment

All fees are stated in U.S. dollars and are due in advance on a monthly basis. You must provide a valid payment method. By providing a payment method, you authorize StackDrive to charge all amounts due. If a payment fails, we will notify you and may suspend access.

4.3 Auto-Renewal

Your subscription automatically renews at the end of each billing cycle at the then-current price for your plan. We will send a renewal reminder by email at least seven (7) days before the renewal date. You can cancel at any time through Account settings or by emailing support@stackdrive.io.

4.4 Taxes

Our fees are exclusive of all taxes, levies, or duties imposed by taxing authorities. You are responsible for paying all such taxes.

4.5 Plan Changes

Upgrades apply immediately and are prorated. Downgrades take effect at the start of the next billing cycle. Price changes require thirty (30) days' written notice.

5. Cancellation and Refund Policy

5.1 No Long-Term Contracts

StackDrive operates on a month-to-month basis. There are no annual commitments or early-termination fees unless you have a separate Enterprise agreement.

5.2 Cancellation

You may cancel at any time through Account settings or by emailing support@stackdrive.io. Cancellation takes effect at the end of the current billing period. We do not provide prorated refunds for unused days except as described in Section 5.3.

5.3 Fourteen-Day Money-Back Guarantee

If you are not satisfied with StackDrive for any reason, you may request a full refund within fourteen (14) days of your initial subscription payment. To request, email support@stackdrive.io with subject "Refund Request." Refunds are processed within 5–10 business days. Applies to first payment only; not available on renewals or after a prior cancellation.

5.4 Data Export After Cancellation

We retain your Customer Data for thirty (30) days after cancellation so you can export it. After thirty (30) days, we may delete Customer Data from our systems.

6. Acceptable Use Policy

You agree to use the Service only for lawful purposes. The following are prohibited:

Illegal activity. Using the Service in violation of TCPA, CAN-SPAM, FCRA, ECOA, or any applicable law.
Spam. Sending unsolicited commercial messages without proper consent.
Illegal discrimination. Using AI Features or lead scoring to discriminate against any person based on a protected characteristic.
Misuse of AI content. Representing AI-generated outputs as binding commitments without human review.
Interference. Attempting to hack, reverse engineer, or introduce malware into the Service.
Misrepresentation. Making false representations to consumers about vehicle pricing, financing, or trade-in values.
Sublicensing. Reselling or providing Service access to third parties without written consent.

Violation may result in immediate Account suspension or termination without refund.

7. AI Features — Disclaimer and Limitations

7.1 AI Outputs Are Not Guaranteed

AI-generated outputs — including lead scores, suggested messages, and analytics — are provided for informational and productivity purposes only. They are not guarantees of accuracy, completeness, or fitness for any particular purpose. Always review AI output before acting on it or sending it to a customer.

7.2 Human Review Required

You acknowledge and agree that:

All AI-generated content must be reviewed and approved by a qualified human employee before being sent to any consumer.
Lead scores are probabilistic indicators only, not advice on whether to pursue or decline any customer relationship.
No AI output constitutes legal, financial, credit, or compliance advice.
You are solely responsible for the accuracy and legality of all communications sent using or derived from AI Features.

7.3 No Discrimination via AI

You agree not to use AI Features in any manner that results in illegal discrimination against consumers based on any protected characteristic.

8. Trade-In Evaluation Disclaimer

Trade-in valuations provided by the Service are estimates for informational purposes only. They are not binding appraisals, binding offers to purchase, financial advice, or guarantees of any vehicle's market value. Market data is sourced from third parties; we are not responsible for errors or omissions in that data. You are responsible for including appropriate disclaimers when presenting trade-in estimates to consumers.

9. SMS and Email Communications — Compliance Is Your Responsibility

9.1 StackDrive as a Tool, Not a Sender

StackDrive is a technology platform — it is not the sender, initiator, or originator of communications. Your dealership is the sender under all applicable communications laws.

9.2 Your TCPA and CAN-SPAM Obligations

You are solely responsible for ensuring all communications comply with:

The TCPA and FCC regulations, including obtaining prior express written consent before sending automated SMS messages.
The CAN-SPAM Act, including providing a clear opt-out mechanism and honoring opt-out requests within 10 business days.
All applicable state laws governing telephone solicitations and electronic commercial communications.

9.3 TCPA Indemnification

You agree to indemnify, defend, and hold harmless StackDrive from any claims, damages, fines, penalties, and legal fees arising from your communications sent through the Service, including alleged violations of the TCPA or CAN-SPAM Act.

10. Intellectual Property

10.1 StackDrive Owns the Platform

StackDrive retains all Intellectual Property Rights in the Service, including software, algorithms, AI models, UI designs, and trademarks. You receive only a limited, non-exclusive, non-transferable, revocable right to access and use the Service.

10.2 You Own Your Data

You own all Customer Data you submit to the Service. You grant StackDrive a limited license to store and process your Customer Data solely as necessary to provide the Service.

10.3 Restrictions

You may not: copy or create derivative works of the Service; reverse engineer it; use it to build a competing product; remove proprietary notices; or use our trademarks without written consent.

11. Customer Data and Privacy

StackDrive acts as a data processor with respect to PII in your Customer Data; you act as the data controller. We process Customer Data only in accordance with your instructions as expressed through your use of the Service. Your data compliance obligations and our data handling practices are described in our Privacy Policy, which is incorporated into this Agreement by reference.

12. Confidentiality

Each party agrees to protect the other's Confidential Information with at least the same degree of care it uses for its own confidential information, use it only to perform obligations under this Agreement, and disclose it only to personnel who need to know. Standard exceptions apply (publicly known information, independently developed, received without restriction, or required by law).

13. Warranties and Disclaimers

StackDrive warrants that the Service will perform materially in accordance with the Documentation under normal use. Our sole remedy for a breach of this warranty is to use commercially reasonable efforts to correct the non-conformance, or to refund the pro-rated fees for the affected period.

EXCEPT AS EXPRESSLY SET FORTH ABOVE, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, STACKDRIVE DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND ANY WARRANTY REGARDING AI FEATURE OUTPUTS, TRADE-IN VALUATIONS, OR MARKET DATA.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, STACKDRIVE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS.

STACKDRIVE'S TOTAL CUMULATIVE LIABILITY SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM.

Enterprise subscribers receive a 99.5% monthly uptime SLA with credit remedies as set forth in the applicable Enterprise Order Form. Starter, Growth, and Pro plans are provided on a commercially reasonable basis with no uptime guarantee.

15. Indemnification

You agree to indemnify, defend, and hold harmless StackDrive and its affiliates from all claims, liabilities, damages, and expenses arising out of or relating to:

TCPA, CAN-SPAM, or state communications law violations arising from your use of the Service;
Your failure to comply with applicable privacy laws;
Illegal discrimination arising from your use of AI Features;
Misrepresentations you make to consumers;
Your breach of this Agreement; or
Any third-party claim relating to your Customer Data.

StackDrive will indemnify you from third-party claims alleging that the Service itself (excluding Customer Data and AI outputs) infringes a valid U.S. patent, copyright, or trademark, subject to standard exceptions.

16. Dispute Resolution — Arbitration and Class Action Waiver

Before formal proceedings, parties agree to attempt informal resolution for at least thirty (30) days. Thereafter, any unresolved dispute shall be resolved by binding arbitration under AAA Commercial Arbitration Rules in Montreal, Quebec, Canada (or by videoconference by agreement).

YOU AND STACKDRIVE EACH WAIVE THE RIGHT TO PARTICIPATE IN ANY CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. ALL DISPUTES MUST BE BROUGHT ON AN INDIVIDUAL BASIS ONLY.

17. Governing Law

This Agreement is governed by the laws of the Province of Quebec, Canada. To the extent any matter is not subject to arbitration, the parties consent to the exclusive jurisdiction of the courts in Montreal, Quebec, Canada.

18. Modifications to These Terms

We may update these Terms from time to time. Material changes require at least fourteen (14) days' advance notice by email. Continued use after the effective date constitutes acceptance. If you do not agree, you may cancel before the change takes effect.

19. Termination

You may terminate by cancelling your subscription. We may terminate with thirty (30) days' notice, or immediately upon breach of the Acceptable Use Policy. Upon termination, your access ceases, Customer Data is retained for thirty (30) days then deleted, and all outstanding fees become immediately due.

20. General Provisions

This Agreement constitutes the entire agreement between the parties with respect to the Service. If any provision is invalid, the remaining provisions continue in effect. Neither party may assign this Agreement without written consent (except StackDrive in connection with a merger or acquisition). The parties are independent contractors. Legal notices to StackDrive must be sent to support@stackdrive.io.