Apex20 — Terms of Service

Operated by Apex20 Performance Groups Ltd. (the legal entity that operates the Apex20 service) Service: Apex20 — a dealer-owned peer benchmarking web portal at apex20groups.com (the former dealer20.ca address now redirects here permanently) Effective date: July 25, 2026

1. The short version (plain English)

These Terms of Service ("Terms") are the contract between Apex20 Performance Groups Ltd. ("we," "us," "Apex20") and the dealership that signs up for the Apex20 portal ("you," "Member"). By creating an account, signing in, or using Apex20, you agree to these Terms. If you do not agree, do not use the portal.

A few things to know up front:

• Apex20 is a paid subscription service, billed flat per registered store, per month (Section 4). There is no long-term contract required to start.
• Your data is yours. You own the financial statements, supplement data, and other information you upload. We use it only to run the service for you and your peer group (Section 6), and each Member's private data is kept separate and isolated from every other Member's (Section 6).
• Apex20 is a peer benchmarking tool, not professional advice — see the companion Privacy & Data Policy for how we handle your information, including AI-assistant ("Della") content and the disclaimers that also apply to using the portal's outputs.
• The portal is under active development. Some features may be offered as beta and are provided without an uptime guarantee (Section 8).
• Either side can end the relationship (Section 12); if you leave, you can export your data before it's deleted.

This document works together with, and does not replace, our Privacy & Data Policy. Where the two overlap (for example, data handling or liability), read them together; the Privacy & Data Policy governs how personal and dealership information is collected and used, and these Terms govern the commercial relationship.

2. Definitions

• "Portal" means the Apex20 web application at apex20groups.com, including the dealer dashboard, The Numbers (each store's monthly benchmark book), Group Comparison, Store Briefing, the Della AI coach, Planned Events (meeting scheduling, RSVPs, and planning tools), the Dealer Listing (the group's member/store directory), goal tracking, and any related features we add over time.
• "Group" means a performance group of Member dealerships benchmarked together inside the Portal.
• "Member Data" means the financial statements, supplement spreadsheets, goals, survey responses, meeting information, and any other data a Member or its Authorized Users upload or enter into the Portal.
• "Authorized User" means an employee or agent of a Member whom the Member has approved to access the Portal on its behalf (for example, through the Member's Dealer Principal/GM or an administrator).
• "Subscription Term" means the period for which a Member has an active, paid subscription to the Portal.

3. Eligibility and accounts

• You must be an automotive dealership (or an authorized representative of one) to become a Member. Accounts are for business use by dealership personnel, not personal use.
• Every Authorized User needs their own login (sign-in is via Google Sign-In, or another method we may offer). Do not share accounts. You are responsible for the activity of every Authorized User you approve, and for promptly telling us if an Authorized User should be removed (for example, when someone leaves the dealership).
• You must provide accurate account information and keep it up to date.
• We may decline to open, or may suspend, an account that we reasonably believe is fraudulent, abusive, or in breach of these Terms.

4. Subscription, fees, and billing

Apex20 is offered on the following flat, per-store, all-in pricing (no setup fees):

• Billing cycle. Fees are billed monthly in advance, per registered store, in Canadian dollars, to the payment method or invoicing arrangement on file, unless we agree otherwise in writing.
• Taxes. Fees are exclusive of applicable taxes (for example, GST/PST/HST), which are added where required by law.
• Price changes. We may change our fees, but not for a Subscription Term already paid for. We will give Members at least 30 days' notice of a price change before it takes effect on renewal.
• Non-payment. If a payment fails or is overdue, we may suspend access to the Portal for the affected store(s) after reasonable notice, until the account is brought current. Suspension does not end the subscription or waive fees owed.
• No refunds, except where required by law or where we agree otherwise in writing (for example, a documented service outage credit).
• Adding or removing a store changes the per-store fee starting the next billing cycle unless we agree otherwise.

5. Acceptable use

You agree to use the Portal only for legitimate dealership performance-benchmarking and management purposes, and you agree not to:

• share your login or let anyone who isn't an Authorized User access the Portal;
• upload data you do not have the authority to share, or data belonging to a person or business that has not consented to its use as described in our Privacy & Data Policy;
• attempt to identify, reverse-engineer, scrape, or de-anonymize another Member's data from the Group Comparison or any anonymized report;
• copy, resell, sublicense, or redistribute the Portal, its reports, or its underlying methodology outside your own dealership, or use the Portal to build a competing product;
• probe, scan, or attempt to bypass the Portal's security, rate limits, or access controls, or interfere with its normal operation or another Member's use of it;
• upload malicious code, or use the Portal in a way that violates applicable law; or
• use the "Della" AI assistant, or any part of the Portal, to generate or distribute unlawful, infringing, or misleading content.

We may suspend or terminate access for a violation of this section, consistent with Section 12.

Competition law (antitrust-safe use)

Members of a Group are, or may be, actual or potential competitors of one another. The Portal exists to support the lawful exchange of historical, aggregated, and anonymized performance information for the improvement of each Member's own business — nothing more. You agree not to use the Portal, a Group meeting, or any Apex20-facilitated communication to discuss, propose, or coordinate future pricing, output, territories, customer or market allocation, bidding, or any other topic that could constitute an agreement or reviewable practice under the Competition Act (Canada) or comparable legislation. If a moderated meeting under Section 4's "Portal + moderation" tier is in use, the 3rd Party Moderator's role includes redirecting discussion away from such topics; that does not shift your own obligation under this section.

6. Data ownership and tenant isolation

• You own your Member Data. As between you and us, you retain all rights, title, and interest in the data you upload. We do not sell it.
• Our license to use it. You grant us a limited license to host, process, and use your Member Data solely to (a) operate the Portal for you and your Authorized Users, (b) compile it — always in anonymized, aggregated form — into the Group's benchmark reports and comparisons, and (c) provide support, security, and service improvements, all as described in our Privacy & Data Policy.
• Tenant isolation. Each Member's store-level data is stored and scoped separately per store and per Group inside the Portal's access-control model. A Member's private data (for example, its own Store Briefing) is visible only to that store's own authorized roles and to our operator administrators — never to another Member — except for the anonymized, aggregated benchmark outputs every Member of the same Group is entitled to see by the nature of the service.
• Our IP. We (and our licensors) own the Portal itself — its software, design, benchmark methodology, and the "Apex20" name and marks. Nothing in these Terms transfers any of that to you. You may not use our name or marks without our prior written consent, except to identify that you are a Member.

7. Availability and beta features

We aim to keep the Portal available and reliable, but we do not guarantee uptime or uninterrupted access. The Portal may be unavailable for maintenance, updates, or events outside our reasonable control. From time to time we may label a feature "beta" or otherwise indicate it is early-stage; beta features are provided for evaluation, may change or be removed without notice, and are provided with the same "AS IS" basis as the rest of the Portal (Section 9) but with an even higher expectation of change. We may modify, add to, or discontinue any part of the Portal at any time, consistent with Section 12 for a Member's paid Subscription Term.

8. Disclaimer of professional advice

The Portal, including The Numbers, Group Comparison, Store Briefing, and anything generated by the Della AI assistant, is provided for general information and peer-benchmarking purposes only and does not constitute financial, accounting, tax, or legal advice. You are solely responsible for decisions made using the Portal and should obtain your own professional advice. This mirrors, and does not replace, the fuller disclaimer in our Privacy & Data Policy.

9. Service provided "AS IS" — disclaimer of warranties

The Portal is provided on an "AS IS" and "AS AVAILABLE" basis, with all faults and without warranty of any kind. To the fullest extent permitted by law, we disclaim all warranties, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, accuracy, and non-infringement. We do not warrant that the Portal will be error-free, secure, or that any benchmark, ranking, or AI-generated output will be accurate or fit for your purposes.

10. Limitation of liability

To the fullest extent permitted by applicable law:

• No indirect or consequential damages. We will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, business, goodwill, or data, arising out of or related to the Portal or these Terms, even if advised of the possibility of such damages.
• Aggregate cap. Our total aggregate liability for all claims arising out of or related to the Portal and these Terms will not exceed the total fees actually paid by your dealership to us for the Portal in the three (3) months immediately before the event giving rise to the claim.
• Statutory rights preserved. Nothing in these Terms excludes or limits any liability that cannot be excluded or limited under applicable law; where a limitation isn't fully enforceable, it applies to the maximum extent the law allows.

11. Indemnification

To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless Apex20 Performance Groups Ltd. and its owners, employees, contractors, and service providers from any claims, losses, or costs (including reasonable legal fees) arising out of: your Member Data; your breach of these Terms or applicable law (including Section 5's competition-law commitment); your lack of authority to share data you submitted; or your use of the Portal's outputs, including decisions made based on them.

12. Term, termination, and data export

• Term. These Terms apply for as long as you have an active Apex20 account, starting when you first sign in or subscribe.
• Termination for convenience. Either side may end a Member's subscription by giving the other 30 days' written notice (email is sufficient). Fees already paid for the current billing cycle are not refunded, but no further fees are charged after the effective termination date.
• Termination for cause. We may suspend or terminate a Member's access immediately, on notice, for a material breach of these Terms (including Section 5's acceptable-use and competition-law commitments) that the Member does not cure within a reasonable period after we ask them to, or where immediate action is reasonably needed to protect the Portal or other Members.
• Data export. For 30 days after termination, you may request an export of your Member Data in a reasonably usable format (for example, the same spreadsheet/export formats the Portal already offers). After that window, we may delete your Member Data from the live system, subject to the retention and backup terms in our Privacy & Data Policy (backup copies may persist for a further period before they age out of the normal backup cycle, and anonymized, aggregated benchmark figures already compiled into past Group reports are not unwound).
• Survival. Sections covering fees already owed, data ownership, disclaimers, limitation of liability, indemnification, and governing law survive termination.

13. Changes to these Terms

We may update these Terms from time to time. When we do, we will revise the "Effective date" above and, where the change is material, notify Members through the portal or by email with reasonable advance notice. Continued use of Apex20 after a change takes effect means you accept the updated Terms.

14. Governing law

These Terms, and any dispute relating to them or to Apex20, are governed by the laws of the Province of Saskatchewan and the federal laws of Canada applicable there, without regard to conflict-of-laws rules. You agree to the exclusive jurisdiction of the courts located in Saskatchewan, Canada, for any dispute, except where applicable law requires otherwise.

15. Miscellaneous

• Entire agreement. These Terms, together with our Privacy & Data Policy, are the entire agreement between you and us about the Portal, and replace any earlier understanding on the same subject.
• Assignment. You may not assign these Terms without our consent. We may assign these Terms in connection with a merger, acquisition, or sale of substantially all our assets.
• Severability. If any part of these Terms is found unenforceable, the rest remains in effect.
• No waiver. Our failure to enforce a provision is not a waiver of it.
• Force majeure. Neither side is liable for a delay or failure caused by events reasonably beyond its control.
• Notices. We may give notice to Members by email or inside the Portal. Members should contact us using Section 16.

16. Contact us

If you have questions about these Terms, contact:

Apex20 Performance Groups Ltd. — Apex20 Mailing address: PO Box 1015, Indian Head, SK S0G 2K0 Email: info@apex20groups.com Portal: apex20groups.com

By using Apex20 you agree to these Terms of Service alongside our Privacy & Data Policy. Continued use of Apex20 after a change takes effect means you agree to the then-current version.