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Last Updated: May 1, 2023
1. Your Acceptance
Welcome. This Terms of Service (the “Terms”) between Omnicharge, Inc., a Delaware company and its affiliates (collectively, “Omnicharge”) and you (“you” or “your” or “user(s)”) governs your access or use of our website available at: https://www.omnicharge.co/, including any of its content (the “Website”) and purchase and use of any Omnicharge products offered on the Website (“Products”). Certain provisions of these Terms also govern the purchase of Products and/or Subscriptions pursuant to a quote or other related documents issued by Omnicharge (“Quote”) that reference these Terms or the delivery of a purchase order or other related documents for Products identified in the Quote (“Offline Purchase”). Please refer to Section 10 if you acquire the Products and/or Subscriptions in an Offline Purchase.
Throughout this document, the words “Omnicharge,” “us,” “we,” and “our,” refer to our company, Omnicharge Inc. and the Website, as is appropriate in the context of the use of the words.
In some instances, a separate document that provides additional conditions may apply to a service or product offered via the Website ("Additional Terms''). To the extent there is a conflict between these Terms and any Additional Terms, these Terms shall control unless the Additional Terms expressly state otherwise.
2. Omnicharge Accounts
You can use parts of the Website without having an account. However, you need an Omnicharge account to use some features, including using services offered by the Omnicharge Smart Center (“Smart Center”). During registration we require that you provide us with your full name and email address (collectively, “Account Information”). We may also require additional information from you as necessary to verify your identity. If we cannot verify your identity, we can refuse to allow you to use certain of our services. You agree and understand that you are responsible for maintaining the confidentiality of your password and your login ID. By providing us with your e-mail address, you consent to receive all required notices and information. Electronic communication may be posted on the Website and/or delivered to your e-mail address we have on file for you. It is your sole responsibility to promptly update your information. You consent to receive communications electronically from Omnicharge until the termination of your account with us.
If you become aware of any unauthorized use of your account, you agree to immediately notify us at: firstname.lastname@example.org. It is your sole responsibility for any activities, costs and fees that occur under your account.
We have the final discretion in granting accounts and reserve the right to reject users without explanation. We reserve the right to reclaim any Omnicharge usernames and other unique login IDs on behalf of businesses or individuals that we believe may have trademark rights or other legal claims to them.
3. Purchases & Payments
We may make various payment processing methods available to you for your purchases through the Website. You are responsible for complying with any applicable terms and conditions, whether with Omnicharge or a third party provider, which apply to your use of your selected payment processing method. Omnicharge may add, remove, or change payment processing methods without notice.
For each purchase, you represent that you are authorized to use the form of payment provided to Omnicharge and that any payment information that you provide is accurate.
When you place an order through the Website, you authorize Omnicharge to charge your selected payment card or method in the total amount of your order (including any applicable taxes). From time to time, we may receive updated information from your issuing bank or applicable payment service provider about any payment card or method you have stored in your Omnicharge Account (or, in the case of an existing Subscription, the payment card or method you provided to us at the time you signed up for such Subscription), and you hereby authorize Omnicharge to use such updated information to charge (or, in the case of an existing Subscription, to continue to charge) such payment card or method. Applicable tax will be calculated and applied at the time of purchase. Omnicharge reserves the right to reject your order for any reason.
Refund Policy and Warranty
Return and refund for Products you purchased are governed by our refund policy. After the applicable refund window as set forth in the refund policy has expired, your only recourse regarding the Products is through our warranty.
Purchase from Online Marketplace
Omnicharge makes available some of its Products through Amazon or other online marketplace (“Online Marketplace”). You understand and agree that if you purchase our Products from an Online Marketplace, your purchase may be governed by the terms of service, privacy policies, refund policies, and other policies and agreements of such Online Marketplace. It is up to you to familiarize yourself with the policies and agreements of these Online Marketplaces.
Smart Center Subscription
If you subscribe to the Smart Center services (“Subscription”), this provision also applies to you. As part of your Subscription, you may obtain access to the Smart Center. The Smart Center Subscription allows you to monitor power station usage and improve utilization with insight into user activity and power station health.
Your Subscription grants you a non-exclusive, non-transferable, revocable license to use the Smart Center solely for your personal and non-commercial use. You are not allowed to lease, rent, sublicense, publish, copy, modify, adapt, translate, reverse engineer, decompile or disassemble all or any portion of the Smart Center without Omnicharge's written consent, or unless otherwise expressly permitted by applicable law.
You hereby acknowledge and agree that you are solely responsible for its use of the Smart Center. Omnicharge expressly disclaims any liability as a result of your use of the Smart Center or your actions or inactions with respect to any information derived therefrom.
4. Risk of Loss
Except as otherwise set forth in our PRODUCT WARRANTY, risk of loss or damage for Products will transfer to you upon delivery of the Product to the shipping carrier. You acknowledge that Omnicharge is not responsible for any damages, loss, or delays that may occur during transit. It is your responsibility to provide accurate shipping information and to promptly notify Omnicharge of any issues with the delivery.
5. License to Use Website
Subject to your compliance with these Terms, we grant you a non-exclusive, non-sublicensable, revocable, non-transferable license to access the Website for your personal use. This license does not include, and you must not:
6. Your Responsibilities
You are responsible for your use of Omnicharge, and for any use of Omnicharge made using your username and account. You acknowledge that in order for the Website to function properly, you must keep your Account Information up to date.
You agree that you may not use the Website and the Products for any purpose that is unlawful or prohibited by these Terms, specifically you agree to the following:
For the Products:
For the Website:
You agree to defend, indemnify, and hold harmless the Omnicharge Parties from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from your breach of the use obligations related to the Website and the Products as set forth in these Terms. This defense and indemnification obligation will survive these Terms and your use of the Website and the Products.
7. Intellectual Property Rights
The Website is owned and operated by Omnicharge. The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), software and all other elements of the Website provided by Omnicharge (the “Materials”) are protected by United States copyright, trade dress and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws.
All trademarks, service marks, and trade names are proprietary to Omnicharge or its affiliates or third-party licensors. Except as expressly authorized by Omnicharge, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials.
Omnicharge retains full ownership and control of all intellectual property rights associated with the Products, encompassing but not limited to firmware, software, hardware design, patents, trademarks, copyrights, trade secrets, and any other applicable intellectual property rights. These intellectual property rights are exclusively the property of Omnicharge, its subsidiaries, affiliated companies, or third-party licensors, as applicable. No rights, licenses, or permissions are granted to you, either explicitly or implicitly, to use, reproduce, modify, or distribute any part of the Products or their associated intellectual property, except as explicitly authorized by Omnicharge in writing or as permitted under applicable law. Unauthorized use or infringement of Omnicharge's intellectual property rights may result in legal action and penalties. Omnicharge reserves the right to enforce and protect its intellectual property rights to the fullest extent of the law.
Omnicharge reserves all rights not expressly granted in these Terms.
Omnicharge shall be entitled to unrestricted use of any and all comments, suggestions, ideas, concepts with respect to the Website disclosed or offered or submitted by you to us (collectively, “Feedback”). We may use the said Feedback for any and all purposes whatsoever, commercial or otherwise, without any payment or other obligation to you or any other person involved with the Feedback.
9. Disclaimer of Warranties.
EXCEPT AS OTHERWISE STATED IN OUR PRODUCT WARRANTY FOR THE PRODUCTS, AND SUBJECT TO APPLICABLE LAW:
I. THE WEBSITE (INCLUDING ALL MATERIALS) ARE MADE AVAILABLE ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS;
II. THE PRODUCTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
OMNICHARGE AND ITS EMPLOYEES, MANAGERS, MEMBERS, OFFICERS, SHAREHOLDERS, PARENT COMPANY, AGENTS, VENDORS AND CONTRACTORS (COLLECTIVELY, THE "OMNICHARGE PARTIES") MAKE NO REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (A) THE WEBSITE; (B) THE MATERIALS ON OR PROVIDED THROUGH THE WEBSITE; (C) THE FUNCTIONS MADE ACCESSIBLE ON OR THROUGH THE WEBSITE; (D) ANY PRODUCTS, SERVICES OR INSTRUCTIONS OFFERED OR REFERENCED AT THE WEBSITE; OR (F) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO OR FROM OMNICHARGE OR VIA THE WEBSITE. IN ADDITION, THE OMNICHARGE PARTIES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM VIRUS.
THE OMNICHARGE PARTIES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE WEBSITE ARE ACCURATE, COMPLETE, CORRECT, ADEQUATE, USEFUL, TIMELY, RELIABLE OR OTHERWISE. THE OMNICHARGE PARTIES DO NOT WARRANT THAT YOUR USE OF THE WEBSITE OR ITEMS ARE LAWFUL IN ANY PARTICULAR JURISDICTION, AND THE OMNICHARGE PARTIES SPECIFICALLY DISCLAIM SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO THESE TERMS.
BY ACCESSING OR USING THE WEBSITE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THAT WEBSITE.
10. Limitations on Liability; Assumption of Risk
UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL ANY OF THE OMNICHARGE PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES THAT MAY RESULT FROM THE ACCESS OF, USE OR INABILITY TO USE OUR WEBSITE AND/OR PRODUCTS, INCLUDING WITHOUT LIMITATION, USE OF OR RELIANCE ON INFORMATION, INTERRUPTIONS, ERRORS, DEFECTS, MISTAKES, OMISSIONS, DELETIONS OF FILES, DELAYS IN OPERATION OR TRANSMISSION, NON-DELIVERY OF INFORMATION, DISCLOSURE OF COMMUNICATIONS, OR ANY OTHER FAILURE OF PERFORMANCE.
IN ADDITION, THE OMNICHARGE PARTIES SHALL NOT BE LIABLE FOR ANY DAMAGES, INJURIES, OR LOSSES RESULTING FROM THE MISUSE, ABUSE, OR UNAUTHORIZED MODIFICATION OF ITS PRODUCTS, INCLUDING BUT NOT LIMITED TO, DAMAGE CAUSED BY USING THE PRODUCTS IN A MANNER NOT RECOMMENDED BY OMNICHARGE OR FAILING TO FOLLOW SAFETY GUIDELINES OR USER MANUALS
IN THE EVENT THAT ANY OF THE OMNICHARGE PARTIES ARE FOUND LIABLE FOR ANY DIRECT DAMAGES, THE TOTAL LIABILITY OF THE OMNICHARGE PARTIES SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE PRODUCT OR SERVICE THAT CAUSED THE DAMAGE, OR, IF NO PAYMENT WAS MADE, TO AN AMOUNT NOT EXCEEDING ONE HUNDRED U.S. DOLLARS (USD $100).
YOU KNOWINGLY AND FREELY ASSUME ALL RISK WHEN USING THE PRODUCTS.
You agree to defend, indemnify, and hold harmless the Omnicharge Parties from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (a) your use of and access to the Website; (b) your violation of any term of these Terms, excluding the use obligations related to the Website and the Products, which are covered by the specific indemnification clause above; or (c) your violation of any third party right, including without limitation any copyright, property, or privacy right. This defense and indemnification obligation will survive these Terms and your use of the Website.
You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases. You agree that this indemnity extends to requiring you to pay for our reasonable attorneys' fees, court costs, and disbursements. In the event of a claim such as one described in this paragraph or in the specific indemnification clause above, we may elect to settle with the party/parties making the claim, and you shall be liable for the damages as though we had proceeded with a trial.
12. Offline Purchase
If you purchase the Products and/or Subscription in an Offline Purchase, this provision shall apply to you. Omnicharge’s issuance of Quotes is expressly conditioned on your agreement to these Terms and other provisions set forth in the applicable Quotes. Omnicharge expressly objects to the terms of any purchase order or similar documents you provided that are in addition to, or different from these Terms. Such additional or different terms will be of no force or effect. To the extent the terms of the Quotes conflict with these Terms, the terms of the Quote shall govern.
Notwithstanding Section 3 hereof, you shall pay for the Products and/or Subscriptions in accordance to the terms of the Quote.
For any Offline Purchase, the Quote and these Terms will constitute the entire agreement and understanding between Omnicharge and you relating to your purchase of the Products and/or Subscriptions.
13. Choice of Law
Your physical address will determine the law that will apply in any dispute or lawsuit arising out of or in connection with these Terms and the courts that have jurisdiction over any such dispute or lawsuit, as set out in the table below:
|User Location||Governing Law (without reference to conflicts of laws) and Jurisdiction|
|North America||Laws of California, with exclusive jurisdiction in the courts of Los Angeles, California.|
|Japan||Laws of Japan|
|Europe||Laws of Switzerland, with exclusive jurisdiction in the courts of Zurich|
|China||Laws of China|
In the event that a provision of these Terms is found to be unlawful, conflicting with another provision of the Terms, or otherwise unenforceable, the Terms will remain in force as though it had been entered into without that unenforceable provision being included in it.
If two or more provisions of these Terms are deemed to conflict with each other's operation, Omnicharge shall have the sole right to elect which provision remains in force.
We reserve all rights permitted to us under these Terms as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of these Terms or the any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.
16. Our Termination and Cancellation Rights
We may terminate or suspend the Website or your account or any other provision thereof at our discretion without explanation and notice, though we will strive to provide a timely explanation in most cases. If you wish to terminate these Terms or the Omnicharge account, you are solely responsible for properly canceling your account. All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
You may not assign your rights and/or obligations under these Terms to any other party without our prior written consent. We may assign our rights and/or obligations under these Terms to any other party at our discretion.
We reserve the right, at our discretion, to change, modify, add or remove portions of these Terms on a going-forward basis at any time by posting the amended Terms on our website. Please check these Terms periodically for changes. We may provide additional notice, such as an email message or a message within the Website, of any material changes, but such changes will be effective as provided herein whether or not such message is sent or received. Unless we state otherwise, changes are effective seven (7) days following the date posted on our website. If you continue to use the Website after the effective date, you agree to the changes. For the avoidance of doubt, disputes arising under these Terms will be resolved in accordance with these Terms as in effect at the time the dispute arises.
We may also change or discontinue the Website in whole or in part at any time, in our sole discretion. Such changes may include, but not be limited to, changes to the number of administrative Users you have on the Website at any time. Your continued use of the Website indicates your agreement to the changes.
We may amend these Terms from time to time. When we amend these Terms, we will update this page and indicate the date that it was last modified. You may refuse to agree to the amendments, but if you do, you must immediately cease using our website and the Website. You must visit this page each time you come to our website and read and agree to it if the date it was last modified is more recent than the last time you agreed to the Terms.
Please contact us at email@example.com with any questions regarding these Terms.