Terms of Service

Welcome to ZeroDealer ("Platform," "we," "us," or "our"). ZeroDealer is operated by ZeroDealer Inc., a company organized under the laws of the State of Texas, with its principal office in Houston, Texas.

By creating an account, listing a vehicle, making a purchase, or otherwise accessing or using ZeroDealer (including the website at zerodealer.ai and any related mobile applications), you agree to be bound by these Terms of Service ("Terms"). If you do not agree, do not use the Platform.

1. What ZeroDealer Is (and Is Not)

ZeroDealer is a peer-to-peer marketplace that connects private vehicle sellers with buyers. We are not a licensed motor vehicle dealer, broker, lender, insurer, or escrow agent. We do not take title to, possess, or guarantee any vehicle listed on the Platform.

We provide tools to help both sides make informed decisions: AI-powered pricing estimates, professional third-party inspections, vehicle history reports (via Carfax), identity verification, and secure payment processing (via Stripe). However, the sale is between the buyer and the seller. ZeroDealer facilitates — we do not guarantee outcomes.

2. Eligibility

• You must be at least 18 years old.
• You must be a legal resident of the United States.
• Sellers must have legal authority to sell the vehicle (e.g., title holder or authorized agent).
• Buyers must intend to purchase for personal use, not for resale as a dealer (unless properly licensed).
• You agree to provide accurate information during registration and listing creation.

3. Seller Responsibilities

3.1 Accuracy of Listing Information

By listing a vehicle, you represent and warrant that:

• You are the legal owner of the vehicle or have written authorization from the owner to sell it.
• The vehicle information you provide (make, model, year, mileage, VIN, condition, accident history, title status) is true and complete to the best of your knowledge.
• You have disclosed all known material defects, including but not limited to: mechanical issues, frame damage, flood damage, accident history, salvage or rebuilt title status, open recalls, and active liens.
• The vehicle is not stolen, encumbered by undisclosed liens, or subject to any legal dispute that would prevent transfer of clean title.

3.2 Title and Ownership Transfer

Sellers are responsible for completing all title transfer documents required by their state of registration. In Texas, this includes:

• Signing the Certificate of Title (Form 130-U) and providing it to the buyer.
• Providing a valid odometer disclosure if required by federal law (vehicles less than 20 years old under 16,000 lbs GVWR).
• Completing a Vehicle Transfer Notification with the Texas DMV within 30 days of sale.
• Satisfying any outstanding liens before or at the time of sale.

ZeroDealer may provide guidance and document templates, but the legal obligation to transfer title correctly rests entirely with the seller and buyer.

3.3 Seller Fees

• Listing fee: Free. There is no charge to create and publish a listing on ZeroDealer.
• Professional inspection (optional): $99, paid to ZeroDealer. The inspection is performed by a certified third-party mechanic at a ZeroDealer partner shop.
• Transaction fee: When a sale completes through the Platform, ZeroDealer charges the seller a transaction fee as disclosed at the time of listing. Currently, sellers pay $99 at the time of sale completion.

4. Buyer Responsibilities

4.1 Due Diligence

Buyers are responsible for conducting their own due diligence before purchasing any vehicle. While ZeroDealer provides inspection reports, Carfax history, and AI pricing analysis, these are informational tools, not guarantees. We strongly recommend that buyers:

• Review the full inspection report carefully before committing.
• Conduct an in-person test drive at the designated inspection shop.
• Verify the VIN matches the title and the physical vehicle.
• Obtain independent financing or confirm payment method before scheduling a test drive.
• Consult a personal mechanic if desired — the inspection report does not replace your own judgment.

4.2 Buyer Fees

• Report unlock fee: $19, non-refundable. Grants access to the full 147-point professional inspection report and Carfax vehicle history. This fee is credited toward the purchase price if the buyer completes the purchase.
• Test Drive Deposit: $299, refundable under the conditions described in Section 5 below. Reserves the vehicle exclusively for the buyer for 48 hours, unlocks direct seller contact, and enables scheduling an in-person test drive at the inspection shop.
• Buyer transaction fee: $299 at the time of purchase. This covers the ZeroDealer buyer guarantee, secure payment processing, and document preparation assistance.

4.3 Test Drive Conduct

Test drives are conducted at ZeroDealer partner inspection shops, not at private residences. Buyers must:

• Present a valid driver's license before operating the vehicle.
• Carry valid auto insurance that covers driving vehicles you do not own (most personal policies do).
• Follow the shop's safety rules and route guidelines.
• Not drive the vehicle off the designated test drive area without seller consent.
• Report any damage or incident that occurs during the test drive immediately.

5. Test Drive Deposit — Refund Policy

The $299 Test Drive Deposit is structured as follows: $250 is refundable, and $49 is a non-refundable platform fee.

5.1 When the $250 is refunded:

• The buyer test-drives the vehicle and decides not to purchase within 48 hours of the deposit.
• The seller rejects the buyer or is unresponsive for more than 24 hours.
• The inspection report reveals a material issue not previously disclosed by the seller.
• The vehicle is not as described (significant mileage discrepancy, undisclosed damage, VIN mismatch).

5.2 When the $250 is NOT refunded:

• The buyer fails to show up for the scheduled test drive without canceling at least 4 hours in advance (no-show).
• The buyer does not communicate a decision within the 48-hour hold window.
• The deposit expires due to buyer inaction.

5.3 When the deposit is applied to the purchase:

If the buyer proceeds to purchase the vehicle, the full $299 deposit (including the $49 platform fee) is credited toward the total purchase price.

6. Shop-Hosted Test Drive Coordination

Sellers may optionally purchase a Test Drive Coordination package, where a ZeroDealer partner shop holds the seller's vehicle and coordinates buyer test drives on behalf of the seller.

6.1 Vehicle Custody Agreement

When a seller drops off their vehicle at a partner shop for test drive coordination, the seller and the shop enter into a Vehicle Custody Agreement — a direct contract between the seller and the shop. ZeroDealer provides a standard template for this agreement but is not a party to it. Key terms of the Vehicle Custody Agreement include:

• The seller remains the legal owner of the vehicle at all times. The shop is a bailee (custodian), not an owner or consignee.
• A pre-drop-off condition report with timestamped photographs is completed and signed by both the seller and the shop, documenting the vehicle's exact condition before custody transfers.
• The shop may only allow test drives by buyers who have presented a valid driver's license and proof of auto insurance, and who have signed a Test Drive Waiver.
• The shop will perform a walk-around inspection after each test drive and notify the seller of any new damage.
• The seller may retrieve the vehicle at any time during the shop's business hours, subject to any minimum hold commitment in their purchased package.

6.2 Insurance Coverage

All ZeroDealer partner shops are required to maintain:

• Garage Keeper's Legal Liability Insurance — covers vehicles in the shop's custody against damage, theft, fire, vandalism, and weather events. This is a standard insurance product carried by virtually all automotive repair and service facilities.
• Commercial General Liability Insurance — covers bodily injury and property damage that may occur on the shop's premises.

If your vehicle is damaged while in the shop's custody (parked, being moved, etc.), the shop's Garage Keeper's Insurance is the primary coverage. The shop is responsible for filing a claim with their insurer. ZeroDealer does not provide insurance coverage.

6.3 Test Drive Waiver and Buyer Liability

Before every test drive, the buyer must:

• Present a valid, unexpired driver's license issued by a US state.
• Present proof of active auto insurance that covers driving non-owned vehicles (most personal auto policies include this).
• Sign a Test Drive Waiver that states:
  • The buyer's own auto insurance is the primary coverage during the test drive.
  • The buyer assumes responsibility for any damage, loss, or injury caused during the test drive.
  • The buyer agrees to hold harmless the seller, the shop, and ZeroDealer.
  • The buyer will not drive the vehicle beyond the shop's designated test drive area without written seller consent.

If a buyer refuses to provide a valid license, proof of insurance, or sign the waiver, the shop will not allow the test drive. No exceptions.

6.4 Damage During Test Drive

If a buyer damages the vehicle during a test drive:

• The shop documents the damage immediately with photographs.
• The buyer's auto insurance is the primary source for the claim. The buyer is responsible for filing a claim and covering any deductible.
• If the buyer's insurance does not fully cover the damage, the buyer is personally liable for the difference.
• The shop's Garage Keeper's Insurance may provide secondary coverage in certain situations.
• The seller is notified immediately and may choose to file a claim against the buyer directly.
• ZeroDealer is not liable for any damage to the vehicle during a test drive. ZeroDealer facilitates the connection between parties but does not supervise, insure, or guarantee test drives.

6.5 ZeroDealer's Role and Limitation of Liability

With respect to Test Drive Coordination services, ZeroDealer's role is strictly limited to:

• Providing the technology platform that allows sellers to book test drive coordination packages.
• Processing payments from sellers to shops (via Stripe).
• Providing standard templates for the Vehicle Custody Agreement and Test Drive Waiver.
• Vetting partner shops for required insurance coverage during onboarding.

ZeroDealer does not: hold vehicles, employ shop staff, supervise test drives, provide insurance, inspect vehicles for test-drive readiness, or guarantee the shop's performance. ZeroDealer is not a bailee, agent, or guarantor. All custody, liability, and insurance obligations are between the seller, the shop, and the buyer under their respective direct agreements.

6.6 Test Drive Coordination Fees

• Fees for Test Drive Coordination packages are non-refundable once the seller drops off the vehicle, except in cases where the shop fails to perform its obligations under the Vehicle Custody Agreement.
• If the seller retrieves the vehicle early (before the package period expires), no partial refund is issued.
• ZeroDealer retains a platform fee (currently 20%) from each package purchase. The remainder is paid to the partner shop.

7. Pricing and AI Estimates

ZeroDealer provides AI-powered pricing recommendations based on comparable dealer listings, vehicle condition data, and market trends. These estimates are:

• Informational only — they are not appraisals, guarantees, or offers to purchase.
• Not binding — sellers set their own asking price. Buyers negotiate directly with sellers.
• Subject to change — market conditions, vehicle condition discovery (via inspection), and buyer/seller negotiation will affect the final sale price.
• Based on available data — accuracy depends on the completeness and accuracy of inputs provided by the seller and the availability of comparable listings in the local market.

The "Recommended Listing Price" displayed to sellers is an ideal starting range, not a guaranteed sale price. The final sale price may differ after the professional inspection reveals the vehicle's mechanical condition and after the buyer's test drive.

8. Professional Inspections

Inspections are performed by independent, certified mechanics at ZeroDealer partner shops. ZeroDealer does not employ the mechanics and does not control the inspection findings.

• The inspection covers up to 147 points across 10 categories (engine, transmission, brakes, suspension, tires, body, electrical, safety, EV/hybrid, ADAS).
• The inspection report reflects the vehicle's condition at the time of inspection. Conditions may change between inspection and sale.
• The inspection is not a warranty. It does not guarantee that the vehicle will not develop issues after purchase.
• Mechanics may note issues that require further diagnosis by a specialist. ZeroDealer is not responsible for the cost of additional diagnostics or repairs.
• If the inspection reveals the vehicle is unsafe to drive (e.g., brake failure, structural failure), the mechanic may recommend against listing. The seller may still choose to list the vehicle with full disclosure of the findings.

9. Carfax Vehicle History Reports

ZeroDealer provides Carfax vehicle history reports as part of the buyer report unlock ($19). These reports are sourced from Carfax, Inc. and are subject to Carfax's own terms of service and limitations. ZeroDealer does not guarantee the completeness or accuracy of Carfax data, as Carfax relies on third-party reporting sources (insurance companies, repair shops, DMVs, auctions).

10. Payments and Escrow

All payments on ZeroDealer are processed through Stripe, Inc., a PCI-DSS Level 1 certified payment processor. ZeroDealer does not store credit card numbers or banking credentials.

• Buyer report unlock fees ($19) and test drive deposits ($299) are charged via Stripe Checkout.
• Final vehicle purchase payments are facilitated through the Platform. ZeroDealer holds funds in a Stripe Connect escrow-like arrangement until both parties confirm the sale is complete.
• ZeroDealer releases funds to the seller only after the buyer confirms receipt of the vehicle and title, or after a 5-business-day dispute window has passed without a claim.

ZeroDealer is not a licensed escrow company. Our payment holding arrangement is a convenience feature, not a regulated escrow service. For transactions exceeding $25,000, we recommend that parties engage a licensed escrow service independently.

11. Dispute Resolution

11.1 Between Buyer and Seller

ZeroDealer encourages buyers and sellers to resolve disputes directly. If a dispute arises regarding the vehicle's condition, we will:

• Provide the inspection report and listing details to both parties.
• Mediate in good faith for up to 14 days.
• If mediation fails, recommend that the parties pursue resolution through the Texas Department of Motor Vehicles (TxDMV) complaint process or small claims court (for disputes under $20,000 in Texas).

11.2 Between You and ZeroDealer

Any dispute arising from your use of the Platform that cannot be resolved informally shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules. Arbitration will be conducted in Houston, Texas.

Class action waiver: You agree to resolve disputes with ZeroDealer on an individual basis only. You waive any right to participate in a class action, class arbitration, or representative proceeding.

Exception: Either party may bring a claim in small claims court if the claim qualifies under the court's jurisdictional limits.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• ZeroDealer provides the Platform "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, or non-infringement.
• ZeroDealer does not warrant that the Platform will be uninterrupted, secure, or error-free.
• ZeroDealer is not liable for any vehicle defects, title issues, fraud by users, or losses arising from transactions between buyers and sellers.
• ZeroDealer's total aggregate liability for any claims arising from your use of the Platform shall not exceed the total fees you have paid to ZeroDealer in the 12 months preceding the claim.
• In no event shall ZeroDealer be liable for indirect, incidental, special, consequential, or punitive damages, including but not limited to lost profits, lost data, personal injury, or property damage arising from your use of the Platform or any vehicle purchased through it.

13. Indemnification

You agree to indemnify, defend, and hold harmless ZeroDealer, its officers, directors, employees, agents, and affiliates from any claims, losses, damages, liabilities, costs, or expenses (including reasonable attorneys' fees) arising from:

• Your use of the Platform or violation of these Terms.
• Any vehicle you list, sell, or purchase through the Platform.
• Your violation of any applicable law, regulation, or third-party right.
• Any dispute between you and another user of the Platform.

14. Prohibited Conduct

You agree not to:

• List a vehicle you do not own or are not authorized to sell.
• Provide false or misleading information about a vehicle's condition, history, mileage, or title status.
• Tamper with or roll back an odometer.
• List a stolen vehicle or a vehicle with an undisclosed lien.
• Engage in fraud, money laundering, or any illegal activity through the Platform.
• Harass, threaten, or abuse other users.
• Circumvent the Platform's payment system to avoid fees (e.g., arranging off-platform transactions after using ZeroDealer's inspection or pricing tools).
• Use automated bots, scrapers, or other tools to access the Platform without authorization.
• Resell vehicles as an unlicensed dealer (in Texas, selling more than 4 vehicles in a 12-month period may require a dealer license under Texas Occupations Code § 2301).

15. Account Termination

We may suspend or terminate your account at any time, with or without notice, for violation of these Terms, suspected fraud, or any conduct that we determine, in our sole discretion, is harmful to the Platform, other users, or third parties. Upon termination:

• Active listings will be removed.
• Pending transactions will be handled on a case-by-case basis.
• Fees already paid are non-refundable unless otherwise required by law.
• You may request your personal data be deleted in accordance with our Privacy Policy.

16. Intellectual Property

All content on the Platform (logos, designs, text, software, AI models, pricing algorithms) is owned by ZeroDealer or its licensors and protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, or create derivative works from any Platform content without our prior written consent.

By uploading photos or content to the Platform, you grant ZeroDealer a non-exclusive, worldwide, royalty-free license to use, display, and distribute that content in connection with the operation of the Platform and promotion of your listing.

17. Privacy

Your use of the Platform is also governed by our Privacy Policy, which describes how we collect, use, store, and protect your personal information. Key points:

• We collect only information necessary to operate the marketplace (name, email, phone, vehicle data, payment info).
• We do not sell your personal information to third parties.
• Seller contact information is shared with buyers only after the buyer pays the Test Drive Deposit ($299).
• Vehicle data (VIN, specs, condition) is shared publicly as part of the listing.
• Payment data is processed and stored by Stripe — ZeroDealer does not store card numbers.

18. Texas Motor Vehicle Laws

Private vehicle sales in Texas are governed by state and federal law. By using ZeroDealer in Texas, you acknowledge the following:

• Title transfer: The seller must sign and deliver the Certificate of Title to the buyer. The buyer must apply for a new title within 30 days at their county tax assessor-collector's office.
• Sales tax: The buyer is responsible for paying the Texas motor vehicle sales tax (currently 6.25% of the purchase price) at the time of title transfer. ZeroDealer does not collect or remit sales tax.
• Emissions/inspection: Texas requires a valid state vehicle inspection for registration. This is separate from ZeroDealer's mechanical inspection. The buyer is responsible for obtaining a state inspection.
• As-is sales: Private vehicle sales in Texas are generally "as-is" unless the seller provides a written warranty. ZeroDealer's inspection report is not a warranty. Buyers should understand that private-party vehicles are sold without implied warranties of merchantability.
• Lemon law: The Texas Lemon Law (Texas Occupations Code Chapter 2301) generally applies to new vehicles purchased from dealers, not to private-party used vehicle sales.
• Odometer fraud: Tampering with an odometer is a federal crime under 49 U.S.C. § 32703. If you suspect odometer fraud, report it to the National Highway Traffic Safety Administration (NHTSA).

19. Modifications to These Terms

We 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, for material changes, notify you via email or an in-app notification. Your continued use of the Platform after the effective date of any changes constitutes acceptance of the updated Terms.

20. Governing Law

These Terms are governed by the laws of the State of Texas, without regard to its conflict of laws principles. Any legal proceedings (other than arbitration as described in Section 11.2) shall be brought in the state or federal courts located in Harris County, Texas.

21. Contact Us

If you have questions about these Terms, please contact us:

• Email: legal@zerodealer.ai
• Address: ZeroDealer Inc., Houston, TX 77001