NAD Grid Corp (“ampUp”, “we”, “us”, “our”, the “Company”) provides software solutions and services for electric vehicle (EV) drivers, charging infrastructure hosts and other stakeholders to support EV adoption and reduce range anxiety. These software solutions and services include but are not limited to:
- “ampUp app” – mobile application available on Android and iOS
- “Community Manager”, “Enterprise Manager” and “Utility Manager” – web-based interface for charging infrastructure hosts to manage the on-site charging infrastructure
- ampUp cloud services including the smart scheduler service, OCPP control & management service, OpenADR service and other related services.
Hereinafter jointly and severely referred to Software, Solutions and Services.
The following Parties (“Party”, “you”, “your”) represents anyone using NAD Grid Corp’s Software, Solutions and services as described below:
Users: (“User”, “Guest”, “Driver”, “Tenant” or “Employee”): an individual that downloaded and is using the ampUp app to find, reserve and / or pay for EV charging and other services associated with the ampUp app.
Hosts: (“Host”, “Site Host”): an individual or entity hosting an electric vehicle charging station.
Partner: an individual or entity providing software, hardware or other services for NAD Grid corp and our users and hosts.
The company’s services (“Services”, “Solutions”) include:
- Mobile app (“ampUp app”) and associated services that provide the user experience and interactions including but not limited to: searching, reservations, notifications, payments and other associated services related to charging the user’s electric vehicle at a site host location.
- Web-based Interface (“Community Manager”, “Enterprise Manager” and “Utility Manager”) for charging infrastructure hosts to manage the on-site charging infrastructure and interactions with users.
- Services related to use of Nad Grid Corp’s Software.
By using company’s services, Users agree to pay ampUp, site hosts or other stakeholder any necessary fees associated with EV charging services.
By using company’s services, hosts agree to configure necessary parameters that Users need to accept prior to charging at site host’s charging locations, including but not limited to price for providing charging services, access restrictions, and any other rules Host deems appropriate. Hosts also agree to ensure continuous operation and access to charging infrastructure to the Users, as well as the exact timing of the charging session paid for by the user.
Both Hosts and Users acknowledge that in case of a dispute between them, they shall release Nad Grid Corp from any and all claims, demands and damages whether actual or consequential, of every kind and nature arising out or connected with such dispute.
Except as expressly set forth in these Terms, Users and /or Hosts receive no other expressed and/or implied right, title, or interest in and to the Software, Solutions and/or Services. For avoidance of doubt, Host and/or Users are prohibited from modifying, translating, decompiling, copying, distribution, disassembling, broadcasting, transmitting, publishing, removing, creating derivative work(s) of or altering any proprietary notices or labels related to Software, Solutions and Services. Users and/or Hosts are not allowed to license, sublicense, transfer, sell, mirror, frame, exploit, rent, lease, create derivative work(s) of, copy, grant a security interest in, or otherwise use the Software, Solutions and Services in any manner. Moreover, Hosts and/or Users shall not disable, circumvent, or otherwise avoid any security device, mechanism, protocol, or procedure implemented by Company for use of the Software, Solutions and Services.
5. Intellectual Property Ownership
Users and Hosts acknowledge and agree that all trademarks, patents, industrial designs, copyright, know how as well as all other intellectual property rights of the Company (the “ampUp Marks”), trademarks, patents, industrial designs, copyright, know how as well as all other intellectual property rights related to Software, Services, Solutions, the design and appearance, of any content accessible through ampup.io, the performances, parameters and all other content of the Software, Solutions and Services belongs to the Company and are proprietary, original works of authorship and/or an intellectual property right of the Company, or licensors of the Company, protected under United States and worldwide copyright, trademark, patent, industrial design and trade secret laws of general applicability (“Company IP”). Users and Hosts further acknowledge and agree that all rights, title and interests in and to the Company IP are and shall remain with the Company or its licensors. Users and Hosts undertakes not to contest or infringe these rights, directly or indirectly, at any time. Without the prior written consent of the Company, Users and Hosts may not use, modify, decompile, reproduce, distribute, transmit, create derivative works of, or undertake any other action that is not explicitly allowed under this terms in relation to the Company IP.
6. Third Party Content
7. Interruptions to the Services
Access to the Services may from time-to-time be unavailable to Users and Hosts due to technical failures or interruptions, temporarily suspension of Services due to updates or changes to the Services, or for any other reason beyond the control of the Company (“Interruption of Services”). Users and/or Hosts agree that Interruption of Services shall not constitute the Company’s default on any of its obligations, and that the Company shall have no liability towards Users and/or Hosts for any such Interruption of Services. In case of the Interruption of Services, please contact firstname.lastname@example.org for support.
By using the Company’s Software, Solutions and Services Users and Hosts acknowledge that the availability of Services as well as flow of data to and from the Services depends on the performance of internet services provided by third parties. The Company shall not be liable for Technical Interruptions of the Services due to impairment or disruption of the internet connections.
8. User Responsibility and Obligations
9. Host Responsibility and Obligations
Hosts represent and warrant that they are under no legal restriction or prohibition that bans them from hosting an electronic vehicle charging station. Hosts are responsible for initial and/or continuous set up of hosting parameters, including charging pricing, access to the charging station, and information using the Company’s Community Manager, Enterprise Manager or Utility Manager. Hosts may at any time reach to NAD Grid Corp for the purpose of training and on-boarding services as well as the initial set up of the charging station via email@example.com. Once the hosting parameters are set up, the Host is responsible for providing the charging infrastructure to Users who reserve and/or pay for the charging service.
10. Payment and Account Requirements
Hosts are responsible for configuring and disclosing EV charging requirements for Users to adhere to for charging their EVs at the site hosts location. Host is required to use the Services and Solutions to determine these charging parameters. For support on setting the charging parameters, the Host can reach out to firstname.lastname@example.org.
Hosts may also be obliged to pay Nad Grid Corp the fee for use of the Software, Solutions and Services if such obligation is provided in a separate agreement concluded between the Nad Grid Corp and the Host.
Users are responsible for paying for charging service based on the Host’s charging parameters. Use of the Solutions or certain features of the Solution may require User’s registration. Each registration shall be valid solely for a single user, unless otherwise expressly agreed upon by Company.
Users authorize Company to charge the applicable fees set by the Host to the payment card or other payment account that User submits to Company and agrees that a third-party processing company may store such financial information. Users will be automatically charged for all fees and taxes as they become due. Users’ obligation to pay fees continues until the payment is satisfied. If User’s payment card issuer, account or bank does not honor charges User has paid using User’s card, account or bank, User will remain directly liable to Company for all unpaid amounts. User may cancel his or her registration by sending an email to email@example.com or by using the ampUp app.
Users and/or Hosts shall indemnify and hold harmless the Company, and its respective officers, directors, employees, shareholders, members, managers, and agents, from and against any and all claims, demands, liabilities, and actions, including the payment of all legal expenses, including reasonable attorney’s fees and costs, arising out of or connected with any claim that the User Content or any portion of the content infringes the rights of any third-party.
11 . Data Protection and Privacy
12. Confidential Information
13 . Disclaimers
Users and Hosts acknowledge that they are using the Company’s Software, Solutions and Services at their own risk and that the Company’s Software, Solutions and Services are provided to them on an “as is” and “as available” basis without any warranty on the side of the Company in relation to reliability or performance of the Software and Services.
Users and Hosts acknowledge that the Company provides no representation or warranties in relation to the functions, availability and performances of the Charging stations, EV chargers, any other hardware or software solution related to the charging stations and/or EV chargers, and/or any inadequate installation of the charging stations and/or EV chargers, which may be accessible through the Company’s Software, Solutions and Services.
Users and Hosts expressly acknowledge that Company has no responsibility for any damages to the vehicles or charging stations resulting from charging of vehicles through use of Services, and that the Company shall not be liable to anyone for losses, damages, settlements or other claims arising out of or due to the use of the Software and/or Services. Users and/or Hosts hereby represent and warrant that they understand and agree to these disclaimers and waive any such claims they may have against the Company arising out of or in any way related to User’s and/or Host’s access to or the use of the Software and/or Services.
14. Limitation of Liability
The Company shall not be liable to Users, Hosts or any third party for any loss of business, anticipatory profit, indirect, consequential, incidental, special, exemplary, punitive damages, lost profits or any other form of damages, losses or expenses. Users acknowledge that the limitation of liability and allocation of risks contained herein are the essential elements of the legally binding contract between the Company and Users and/or Hosts. Hosts and Users also acknowledge that certain jurisdictions do not allow limitation of exclusion of liability as provided herein, which may render some these limitations inapplicable in certain cases.
Users and Hosts not satisfied with the Company’s Software, Solutions and Services may discontinue to use the Services and acknowledge that their right to seek compensation of any damages, losses or expenses is limited to the amount mentioned in paragraph 1 of this section.
18. Governing Law
19. Costs of Litigation
21. No Waiver
22. Entire Agreement; Modifications only in Writing
23. No Third-parry Beneficiaries