(1) The Customer’s contracting party within the meaning of these General Terms and Conditions of Business and Delivery is The Mobility House LLC., 545 Harbor Blvd. Belmont, CA 94002, incorporated in Delaware, USA (hereinafter TMH).
(2) Only the following General Terms and Conditions of Business and Delivery in the version valid at the time of the order shall apply to the business relationship between TMH and the Customer.
(3) Third parties who work for TMH but are not TMH employees are not authorized to make agreements deviating from these terms or provide any assurances. This also applies for retrospective changes and addenda.
Conclusion of contract TMH provides the customer with a written offer/proposal/quote (hereinafter “Offer”) for products and/or services mentioned in clause III. The contract comes into effect when the offer is accepted by the customer (preferably in writing) within the time limit and/or if the customer avails itself of services offered by TMH.
Scope The content and scope of the service owed by TMH are based on the service description provided by TMH in the offer. TMH or the third parties entrusted with the provision of the service shall not be obliged to carry out any work that goes beyond the contractually agreed service. This work shall be the sole responsibility of the customer.
Delivery, shipping a. The delivery time for goods and services shall be agreed upon on an individual basis or shall be indicated by TMH upon acceptance of the offer.
TMH reserves the right not to perform installation services due to unforeseen circumstances or for reasons for which TMH is not responsible. TMH shall inform the customer about this by e-mail immediately.
TMH reserves the right to make partial deliveries provided that this is acceptable to the Customer.
4. Transfer of risk If the Customer is a business owner, the risk of accidental loss or damage to the goods shall transfer to the Customer upon delivery; in the case of a mail order transaction, the risk shall transfer to the Customer when the goods are delivered to the forwarder, haulier or other entity designated to ship the goods.
If the Customer is a consumer, the risk of accidental loss or accidental damage to the goods sold shall be transferred to the buyer upon delivery, even in the event of mail order transactions.
The transfer shall be deemed to have taken place, even if the Customer delays in accepting the goods.
Provision of services by third parties TMH shall reserve the right to appoint third parties to provide the services owed, either in their entirety or in part.
Billing and payment The customer shall be billed for the services or goods ordered after the delivery of the goods or provision of the service ordered. Payments terms are NET 14 unless otherwise indicated on the invoice.
Retention of title Until payment is made in full, the delivered goods shall remain the property of TMH. The Customer shall be obliged to properly insure the items for which TMH retains ownership (i.e. insurance against theft, fire, water and weak current). Proof of the relevant insurance must be provided to TMH upon request. In the event of damage, the Customer’s insurance claim shall be deemed assigned to TMH.
7. Duty of the Customer to cooperate a. The customer is responsible for procuring all public and private permits necessary for the installation, connection and operation on site.
Liability a. TMH is not liable for indirect or consequential damages, such as loss of profit, unrealized savings, work stoppage, third-party claims and consequential damages or damages due to loss of data.
b. Temporary disruptions, restrictions and/or interruptions to the TMH web portal (for example, due to maintenance work) are possible and are not deemed technical defects. They do not entitle the customer to damages and/or compensation claims.
c. The TMH ChargePilot functions partly with help from the essential communication infrastructure such as mobile or wired internet connections. TMH shall not be liable for damage caused by malfunctioning of the communications infrastructure and/or power supply. The same shall apply if the customer commissions a third party with the installation of components and/or the configuration of the components and/or if there are vehicle defects which make proper charging at least temporarily impossible. Controllers obtained from TMH only function in conjunction with the software provided by TMH.
References The customer agrees to be named as a reference by TMH after the order has been placed. TMH is also entitled to use the logo of the customer on its own website and in marketing documents. Any exception to this must be provided by customer to TMH in writing.
Transfer of contract TMH is entitled to transfer this contract, together with all rights and duties, to a company of its choice. If this contract is transferred to another company, the customer has an exceptional right of termination, which must be exercised with TMH within one week of receiving notification in writing.
Technical support Technical support queries (e.g. questions about operation, reports of technical malfunction etc.) can be made by e-mail and/or telephone from Monday to Friday from 8.00 to 18.00. Queries will usually be answered within two working days, but the customer has no entitlement to an answer within two days. Any exceptions or special provisions must be agreed separately in writing by TMH and the customer.
Force majeure Impediments to performance caused by force majeure or similar unforeseen events which are not the responsibility of either party entitle each party to the contract to delay its service owed under the terms of the contract for as long as the impediment lasts and for as long as it is impossible to fulfil the obligation due to this situation, provided that one of the parties to the contract notifies the other party to the contract of this within two weeks of the beginning of force majeure. This does not apply to payments due in accordance with the contractual relationship.
The contracting parties shall treat in confidence any company and business secrets of the other party that become known to it within the context of the business relationship, during and also after the termination of the business relationship, unless one of the parties releases the other party from this confidentiality obligation in writing.
TMH is obliged – and shall oblige its employees through appropriate contractual regulations – to keep secret all documentation handed over by the customer, information exchanged and knowledge acquired which relates to this contract and its fulfilment, even if this not explicitly designated as secret or confidential. The confidentiality obligation of TMH and its employees also continues to apply once the contract has come to an end. This does not apply to a disclosure before the courts or the authorities, insofar as this disclosure is made based on statutory requirements or on an order by a court or an official body. Furthermore, this does not apply to documents, information and acquired knowledge in respect of which and insofar as the customer has given its written consent to the disclosure.
Exempted from this obligation is such information (a) as was demonstrably already known to the recipient when the contract was concluded or as was disclosed to it by a third party after the conclusion of the contract, without any confidentiality agreement, statutory requirements or official decree being contravened, or
(b) as was known by the public when the contract was concluded or was made public thereafter, so long as this disclosure did not breach this contract.
III. TMH Services
In accordance with this agreement, TMH offers ChargePilot- Charging and Energy Management service. This involves the sale of a service consisting of hardware and software.
Conclusion of contract, duration, price adjustment, termination
(1) The contract for the services offered under this clause will be concluded after 60 months or the end of the specified term (term) in the offer. It starts when the customer uses the service(s) for the first time, unless otherwise agreed in writing between TMH and the user. After the period of 60 months or term, the contract will automatically be extended for another 12 months, unless it has been terminated in advance by one of the two parties.
(2) In the case of extension of the contract, TMH shall be entitled, once per year, to revise the prices based on market conditions in future. The customer shall have the right not to renew the contract at new price.
(3) Both parties can terminate the contractual relationship after the end of the first contract period in writing by e-mail subject to a notice period of one month to take effect from the end of the next quarter. The decisive date is the date that the written notice is received by TMH. Termination of contract is to be made in writing by e-mail to the e-mail address: [email protected], complete with details of the Customer’s name and address, and the desired date of termination.
(4) Both TMH and the customer have the right of extraordinary termination of the contractual relationship for good cause. For TMH, good cause for terminating the contract particularly applies if the customer is late in making a payment by more than fourteen (14) working days or if it is not possible to collect the debts owed by a customer and TMH has given the customer a grace period of eight (8) working days to pay to no avail. Good cause also applies if TMH is not in the position to perform the service anymore. If the reasons for the extraordinary termination of the contract are the fault of the customer/company, TMH reserves the right to claim compensation for the damages it has incurred due to the contractual relationship being terminated prematurely and it not being possible to continue it properly until the next possible termination date.
c. Updates During the contractual period, TMH shall make TMH software updates available to the customer, if necessary. These usually include further developments of the standard product and are for the purpose of contractual functionality. The customer incurs no additional fees for these updates.
Upgrades During the contractual period, TMH may offer the customer upgrades of the original software purchased, subject to a fee. These usually relate to further product modules, which can be separately ordered or purchased by the customer.