Third-party License Terms
These Third-Party License Terms are entered into by and between you and VIRTUAL F&I, INC. (“VFI,” “we” or “us“). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Third-Party License Terms“), govern your access to and use of (i) InSights, a data analytics and reporting tool, and (ii) Alyce, a digital human and generative AI platform (collectively, the “AI Tools”).
These Third-Party License Terms are incorporated by reference into, and made part of, the Virtual F&I Terms of Service and Use (“Terms of Service and Use”), available at Terms of Service – Virtual F&I, and govern your use of the AI Tools whether as a guest or registered user.
By accessing or using the AI Tools, you accept and agree to be bound by these Third-Party License Terms, the Terms of Service and Use, the Privacy Policy, and any applicable Master Services Agreement (“MSA”), if executed, between you and VFI.
If you do not agree to these Third-Party License Terms, you must not access or use the AI Tools
RELATIONSHIP TO THE TERMS OF SERVICE AND USE AND THE MSA
These Third-Party License Terms supplement the Terms of Service and Use and any applicable MSA. In the event of a conflict between these Third-Party License Terms and the Terms of Service and Use, the Terms of Service and Use control, except where these terms apply specifically to the AI Tools. If you have executed an MSA with Virtual F&I, Inc. the MSA controls over both sets of terms to the extent of any conflict.
LICENSE TO USE AI TOOLS
VFI
grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the AI Tools solely for your internal business purposes and in accordance with:
– The Terms of Service and Use,
– These Third-Party License Terms, and
– Any MSA you have entered into with VFI.
The AI Tools are made available only as part of VFI Services and Products. The AI Tools are not sold, are not available as standalone offerings, and may only be used by users properly authorized under the Terms of Service and Use or MSA.
All rights not expressly granted to you are reserved by VFI and its licensors.
THIRD-PARTY TECHNOLOGY AND FLOW-DOWN TERMS
The AI Tools incorporate third-party artificial intelligence models, analytics engines, cloud services, machine-learning frameworks, and other technologies. Your use of the AI Tools is subject to these Third-Party License Terms, as well as the Terms of Service and Use, VFI’s Privacy Policy available at Privacy Policy – Virtual F&I, and all applicable third-party license terms, notices, and policies referenced or linked by VFI. You acknowledge and agree that third-party terms apply automatically without separate execution, such terms may be amended by VFI or the third-party provider, continued use of the AI Tools constitutes acceptance of updated third-party terms. You are responsible for complying with all third-party terms incorporated herein.
DATA COLLECTION, USE, AND ANALYTICS
All data collection and processing activities are governed by the Privacy Policy, and the following additional terms apply specifically to the AI Tools.
Customer Data
You retain ownership of the data you submit to or through the AI Tools, subject to the rights granted to VFI under these Third-Party License Terms, the Terms of Service and Use, and any applicable MSA.
License to Use Data for AI Operations
You grant VFI a non-exclusive, worldwide, royalty-free license to collect, store, analyze, process, transmit, and use data submitted to, or generated through, the AI Tools for the following purposes:
– Operating and delivering the AI Tools
– Training, testing, improving, updating, and optimizing the AI Tools
– Compliance, security, support, troubleshooting, quality assurance
– Internal analytics, benchmarking, and performance monitoring
This license extends to VFI’s parents, subsidiaries, affiliates, and service providers assisting in operating the AI Tools.
Recordings and Interaction Data
You acknowledge and agree that VFI may collect and analyze the following data associated with your use of the AI Tools (collectively, “Operational Data”), including but not limited to:
– Screen recordings
– Audio recordings
– Compliance recordings
– Workflow data
– Interaction patterns
– Usage telemetry
– System events
– Metadata associated with your use of the AI Tool
Aggregated and De-Identified Data
VFI may create, use, disclose, and commercialize the following data derived from Customer Data or Operational Data:
– aggregated data,
– de-identified data,
– anonymized datasets,
– statistical insights,
– machine-learning models, and
– derivative work
All such aggregated or de-identified data and derivative works are the exclusive property of VFI.
Confidentiality and Privacy
Nothing in these Third-Party License Terms permits VFI to disclose personally identifiable information except as permitted by the Privacy Policy or required by law.
RESTRICTIONS ON USE
You shall not:
– Use the AI Tools for unlawful purposes;
– Attempt to reverse engineer, decompile, extract, or replicate the AI Tools;
– Use the AI Tools to build a competing service or product;
– Use automated tools to scrape, copy, or monitor the AI Tools;
– Submit sensitive or regulated data except as allowed under the Terms of Service and Use or MSA;
– Remove or obscure proprietary notices;
– Share or resell access to the AI Tools
Unauthorized use may result in immediate termination of access and legal action.
DISCLAIMER OF WARRANTIES
To the fullest extent permitted by law and consistent with the Terms of Service and Use:
– The AI Tools are provided on an “AS IS” and “AS AVAILABLE” basis;
– VFI makes no warranties regarding the accuracy, reliability, completeness, or usefulness of AI-generated outputs;
– VFI does not warrant that the AI Tools will be error-free, uninterrupted, secure, or meet your expectations;
– AI output may be inaccurate, incomplete, or unpredictable.
You assume all risk associated with reliance on AI-generated outputs.
LIMITATION OF LIABILITY
The limitation of liability in the Terms of Service and Use applies fully to your use of the AI Tools.
Under no circumstances shall VFI be liable for:
– Inaccuracies in AI-generated content,
– Decisions made or actions taken in reliance on AI output,
– Indirect, special, incidental, consequential, punitive, or exemplary damages,
– Loss of data, profit, revenue, or business opportunity
The maximum aggregate liability of VFI related to the AI Tools shall not exceed the amount stated in the Terms of Service and Use.
INDEMNIFICATION
You agree to indemnify, defend, and hold harmless VFI and its affiliates, licensors, service providers, and personnel from any claims arising out of:
– Your misuse of the AI Tools,
– Your violation of these Third-Party License Terms,
– Your reliance on AI-generated output,
– Any breach of third-party terms applicable to the AI Tools.
The maximum aggregate liability of VFI related to the AI Tools shall not exceed the amount stated in the Terms of Service and Use.
MODIFICATIONS
VFI may revise these Third-Party License Terms at any time. Updates are effective immediately when posted. Your continued use of the AI Tools after updates are posted constitutes acceptance.
YOUR COMMENTS AND CONCERNS
All other feedback, comments, requests for technical support, and other communications relating to the Third-Party License Terms should be directed to: info@virtualfi.com
