Terms of Use

TERMS OF USE (Effective as of December 9th, 2016)

IMPORTANT – THIS IS A LEGAL AGREEMENT BETWEEN EACH END USER (referenced herein as "YOU" or "USER" or with “YOUR”) AND Electrify America LLC (“Company”) THAT APPLIES EACH TIME YOU ACCESS OR USE THE ELECTRIFY AMERICA WEBSITE (referenced herein as the “Site”).  YOU SHOULD THEREFORE READ CAREFULLY THE FOLLOWING TERMS AND CONDITIONS CONTAINED IN THIS TERMS OF USE AGREEMENT (the or this “TOU”) AS THEY GOVERN YOUR USE OF THE SITE AND ITS FUNCTIONALITY.  IF YOU DO NOT AGREE WITH THIS TOU, YOU ARE NOT GRANTED PERMISSION TO ACCESS OR OTHERWISE USE THE SITE AND ARE INSTRUCTED TO EXIT THE SITE IMMEDIATELY.

 

  1. License Grant.  This TOU provides to you a personal, revocable, limited, non-exclusive, non-sublicensable, and non-transferable license to use the Site conditioned on your continued compliance with the terms and conditions of this TOU.  You may print a single print copy or make a single screen shot of the materials and information from the Site solely for your personal use, provided that all hard copies contain all copyright and other applicable notices contained in such materials and information.       
  2. Restrictions.  Except as expressly provided herein, Company does not grant any other express or implied right to you or any other person.  Accordingly, you may not modify, translate, decompile, create derivative work(s) of, copy, distribute, disassemble, broadcast, transmit, publish, remove or alter any proprietary notices or labels, license, sublicense, transfer, sell, mirror, frame, exploit, rent, lease, private label, grant a security interest in, or otherwise use the Site in any manner not expressly permitted herein.  Moreover, you shall not, nor shall you permit any third party or person to, disable, circumvent, or otherwise avoid any security device, mechanism, protocol, or procedure implemented by Company for use of the Site. 
  3. User Obligations.  You represent that you are at least the legal age of majority (in your state, country or locality of residence) and will, at all times, provide true, accurate, current, and complete information (for which you have all necessary rights, permission(s), or authority) when submitting information through the Site, including, without limitation, when you provide information via a Website registration or submission form.  In addition, you access the Site on your own volition and are responsible for compliance with all applicable laws, rules, and regulations with respect to your use of the Site (including use of any permitted copies of the Site materials and information).  If you access the Site on behalf of any organization, your organization shall be bound to this TOU and liable for any breach by you.  You represent that you have all rights, power, and authority to agree to this TOU on behalf of your organization.
  4. Privacy Policy.  You understand, acknowledge, and agree that the operation of certain areas of the Site may require or involve the submission, use, and dissemination of various personally identifiable information.  Please see the ElectrifyAmerica.com Privacy Policy for a summary of Company's personally identifiable information collection and use practices.  Any information submitted by you through the Site will be pursuant to Company’s Privacy Policy (and any related disclosure(s)) and include a right and license from you to allow Company to use such information in accordance therewith.
  5. Submissions.  Company may permit you to provide certain information, proposals, or materials to Company through the Site with respect to certain electric charging projects or programs related to automobiles, infrastructure, and other associated matters (each, a “Submission(s)”).  You agree you will not upload, post, display, or transmit any Submission(s) if such Submission(s), part thereof, or the act of making the Submission(s) would be considered defamatory, abusive, violative of any intellectual property or other property or proprietary rights of any third party, or unlawful in any other way.  Company is not responsible for screening, policing, editing, or monitoring your or another user’s Submissions and encourages all of its users to use reasonable discretion and caution in evaluating or reviewing any Submission(s).  Nevertheless, if you violate this TOU, Company may, in its sole discretion, take whatever action is necessary to protect Company’s legal or equitable rights, or otherwise enforce the terms of this TOU.  Moreover, it is a policy of Company to take appropriate actions under applicable intellectual property laws.  If you become aware of Submissions that violate these rules regarding acceptable behavior or content, you may contact Company as provided herein. 
  6. Permission to Use Submissions.  By using this Site to transmit, provide, distribute, or display a Submission(s), you automatically grant Company and any current or future parents, subsidiaries, as well as any current or future corporations, business entities, trusts, commonly-owned corporations, as well as any other entity owning, owned by, controlling, controlled by or under common control or ownership of an entity (whether legally, beneficially, by agreement or through stock ownership or other equity interest, directly or indirectly) and their permitted successors and assigns, with or without attribution, a royalty-free, perpetual, irrevocable, non-exclusive right and license to itself or any other party to use, act upon, make, have manufactured, sell, offer for sale, import, reproduce, modify, publish, create derivative works from, distribute and display such Submission(s) (in whole or in part) worldwide and/or to incorporate into other works in any form, media, or technology now known or later developed for the full term of any rights that may exist in such content or information.  You also acknowledge that such Submissions (in the form received or provided by you) are non-confidential for all purposes and that Company owes no obligation of confidentiality, attribution, or approval, and has no control over the extent to which any idea or information may be used by any other party or person.  You will receive no compensation for any Submission(s) and hereby waive any right to enforce any intellectual property or proprietary right against Company and its parent, affiliates, and subsidiaries as a result of or on the basis of any use or exploitation of any Submission.
  7. Representations and Warranties.  With respect to the Submission(s), you acknowledge and agree that you are solely responsible for rights clearance and accuracy, and you hereby represent and warrant that you own all rights, title, and interest in the Submission(s) or have the full right, power and authority to grant the rights granted herein, free and clear of any claims, liens, encumbrances, or violations of any other agreement.  You also represent and warrant that you are not aware of any investigation, claim, or litigation involving the Submission(s); the Submission(s) does not violate or infringe the rights of any other party (or person) or the laws or regulations of any government or judicial authority; and the Submission(s) is accurate to the best of your knowledge.  You also represent that You have taken all necessary action to enter into, execute, and perform under this TOU both on your behalf and on behalf of any organization pursuant to which you use the Site or provide any Submission(s). 
  8. Account. You may be required to register to use the Site.  Each registration is for a single user only, unless otherwise expressly agreed upon by Company.  Registration for access to and use of the Site may also require access credentials, such as a user name and a password, or adherence to other particular access requirements as designated by Company in its sole discretion from time to time.  You hereby agree to consider your access credentials, such as a user name and password, as confidential information and not to disclose such information to any third party without the prior express written consent of Company, which may be withheld in its sole discretion.  You shall immediately notify Company if you suspect or become aware of any loss or theft of your password or any unauthorized use of your user name and password.  Company will not be liable for any loss or damage arising from your failure (whether inadvertent or intentional) to comply with these obligations.
  9. Proprietary Rights.  All rights, titles, and interests in and to this Website are owned by Company. The Site is protected by United States copyright law and international treaty provisions, including, without limitation, the Berne Convention. This TOU provides only a limited license to access and use the Site.  Accordingly, you expressly acknowledge and agree that Company transfers no ownership or intellectual property right, title, or interest in and to the Site to you or anyone else.  All trademarks, service marks, text, graphics, headers, icons, user interfaces, visual interfaces, photographs, sounds, artwork, computer code (including HTML, CSS, XML, and JavaScript code), programs, software, products, information, and documentation as well as the design, structure, selection, coordination, expression, "look and feel," and arrangement of any content contained on or available through the Site, unless otherwise indicated, are owned, controlled, and licensed by Company and/or its licensors.  In particular, without limitation, the Company logo, the words "Electrify America," all Company product or service names, and Company advertising slogan(s) are trademarks. Nothing contained on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of Company's trade names, trademarks or service marks without express prior written consent.  All rights not expressly licensed hereunder are reserved by Company. 
  10. Links to Third-Parties.  Company may provide links, in its sole discretion, to other Internet sites or networks (including social media networks for your convenience in locating or accessing related information and/or services).  These other sites or networks are maintained by third parties over which Company exercises no control.  Your correspondence or any other dealings with third parties are solely between you and such third party.   
  11. Disclaimer.  COMPANY DOES NOT REPRESENT OR WARRANT THAT THE SITE WILL OPERATE ERROR-FREE OR ON AN UNINTERRUPTED BASIS.  SITE IS PROVIDED “AS IS” AND “AS AVAILABLE,” AND COMPANY HEREBY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.  MOREOVER, COMPANY EXPRESSLY DISCLAIMS RESPONSIBILITY AND LIABILITY FOR ANY THIRD-PARTY PROVIDED MATERIALS, PROGRAMS, PRODUCTS, AND SERVICES SET FORTH, DESCRIBED ON, OR ACCESSED THROUGH THE SITE, AND YOU AGREE THAT COMPANY SHALL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS A RESULT OF ANY SUCH DEALINGS BETWEEN YOU AND A THIRD PARTY.
  12. Limitation of Liability.  COMPANY SHALL NOT BE RESPONSIBLE FOR ANY CLAIM OF HARM RESULTING FROM A CAUSE BEYOND COMPANY’S CONTROL.  MOREOVER, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SITE OR FOR ANY INFORMATION AND MATERIALS AVAILABLE THROUGH THE SITE, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, AND EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  IN ADDITION, TOTAL LIABILITY OF COMPANY FOR ANY REASON WHATSOEVER RELATED TO USE OF THE SITE SHALL NOT EXCEED THE AMOUNT PAID BY YOU FOR USE OF THE SITE (DURING THE LAST TWELVE (12) MONTHS) OR TEN DOLLARS ($10 (US)), WHICHEVER IS GREATER.
  13. Governing Law.  This TOU has been made in and will be construed and enforced solely in accordance with the laws of the Commonwealth of Virginia, U.S.A. as applied to agreements entered into and completely performed in the Commonwealth of Virginia. Any dispute will be resolved by arbitration, with the losing party to pay all costs and fees.
  14. Enforcing Security on the Site.  Company reserves the right to view, monitor, and record activity on the Site without notice or permission from you.  Any information obtained by monitoring, reviewing, or recording is subject to review by law enforcement organizations in connection with investigation or prosecution of possible criminal or unlawful activity on the Site as well as to disclosures required by or under applicable law or related government agency actions.  Company will also comply with all court orders or subpoenas involving requests for such information.   
  15. Injunctive Relief.  You acknowledge that any breach, threatened or actual, of this TOU, including, without limitation, with respect to unauthorized use of Company proprietary rights or assets, will cause irreparable injury to Company, such injury would not be quantifiable in monetary damages, and Company would not have an adequate remedy at law.  You therefore agree that Company shall be entitled, in addition to other available remedies, to seek and be awarded an injunction or other appropriate equitable relief from a court of competent jurisdiction restraining any breach, threatened or actual, of your obligations under any provision of this TOU.  Accordingly, you hereby waive any requirement that Company post any bond or other security in the event any injunctive or equitable relief is sought by or awarded to Company to enforce any provision of this TOU.
  16. Term & Termination.  This TOU will take effect (or re-take effect) at the moment you begin downloading, accessing, or using the Site, whichever is earliest.  Company reserves the right at any time and on any grounds, which shall include, without limitation, any reasonable belief of fraudulent or unlawful activity or actions or omissions that violate any term or condition of this TOU, to deny your access to the Site or to any portion thereof in order to protect its name and goodwill, its business, and/or others, and this TOU will also terminate automatically if you fail to comply with its terms and conditions, subject to the survival rights of certain provisions identified below.  Termination will be effective without prior notice and may impact (and prohibit) submission of any information.  You may also terminate this TOU at any time by ceasing to use the Site, but all applicable provisions of this TOU will survive termination, as identified below, and each re-access or use of the Site will reapply this TOU (then in effect) to you.  Upon termination, you must destroy all copies of any aspect of the Site in your possession.  The provisions concerning Company’s proprietary rights, Submissions, disclaimers of warranty, limitations of liability, waiver and severability, entire agreement, injunctive relief, and governing law will survive the termination of this TOU for any reason.
  17. Waiver & Severability.  Failure to insist on strict performance of any of the terms and conditions of this TOU will not operate as a waiver of any subsequent default or failure of performance.  No waiver by Company of any right under this TOU will be deemed to be either a waiver of any other right or provision or a waiver of that same right or provision at any other time.  If any part of this TOU is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and the liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most clearly matches the intent of the original provision and the remainder of this TOU shall continue in effect.
  18. Entire Agreement.  No joint venture, partnership, employment, affiliate, or agency relationship exists between you and Company as a result of this TOU or your utilization of the Site.  This TOU, the Submission Disclaimer, and Company’s Privacy Policy represent the entire agreement between you and Company with respect to use of the Site, and they supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written between you and Company with respect to Site.  You may not assign, delegate, or transfer any rights under this TOU without the prior written consent of Company.  Please note that Company reserves the right to change the terms and conditions of this TOU by posting a revised TOU or mailing and/or e-mailing notice thereof to you.  In addition, Company may add, modify, or delete any aspect, program, or feature of the Site, but Company is not under any obligation to add any upgrade, enhancement, or modification.  Your continued use of the Site following any announced change will be conclusively deemed acceptance of any change to the terms and conditions of this TOU (and acceptance of the version of this TOU then in effect).  Accordingly, please review the TOU found at this location on a periodic basis.