ReadiCharge, LLC (“ReadiCharge”) allows customers (collectively “Customers”) to purchase electric vehicle charging stations (“EV Chargers”) and/or seek out the services of electricians, contractors, and/or subcontractors (collectively “Installers”) to install or service EV Chargers. Customers (collectively “You,” “Your” or “Yourself”), may use the ReadiCharge mobile application and any future versions or modifications thereof (the “App”), the information contained therein, the Website and the Features (as such terms are defined herein) subject to Your agreement to adhere to the obligations contained in these terms and conditions (hereinafter, the “Agreement”), which may be modified, amended, or replaced by ReadiCharge from time to time at ReadiCharge’s sole discretion. Such modifications will become effective immediately upon posting. This Agreement shall also govern other aspects of Your relationship with ReadiCharge beyond Your use of the App, as described herein.
In consideration of ReadiCharge granting You access to its App, and the information contained therein, and as a material condition prerequisite to Your use of the App, You must read and accept the terms and conditions of this Agreement. It is Your responsibility to review this Agreement on a regular basis to keep Yourself informed of any modifications, revisions, additions, or replacements.
BY USING THE APP, FEATURES (AS DEFINED BELOW), OR WEBSITE (AS DEFINED BELOW), THE CUSTOMER ACKNOWLEDGES IT HAS READ, UNDERSTANDS, AND AGREES TO BE BOUND BY ALL OF THE TERMS, CONDITIONS, AND NOTICES CONTAINED IN THIS AGREEMENT.
By agreeing to the terms and conditions of this Agreement, You are hereby permitted to use the services offered to Customers, including access to purchase EV Chargers, seeking Installers to perform work associated with the installation of EV Chargers, scheduling and calendar functions, posting and sharing of Customer Content (as defined below), and such other features and services that ReadiCharge may offer to Customers from time to time (collectively, the “Features”) on its App and Website.
The App, Website and Features are intended for use by persons who are at least 18 years old. By using the App, Website and/or Features, you represent and warrant that You: (i) are at least 18 years old and of legal age and are able to form a binding contract, and You hereby ratify any prior grant of rights, consents, agreements, assignments and waivers made by You; and (ii) all information supplied by You on the App, Website and/or Features is true, accurate, current and complete. ReadiCharge retains the right at its sole discretion to deny access to anyone to the App, Website and/or Features, at any time and for any reason, including, but not limited to, for violation of this Agreement.
ReadiCharge hereby disclaims the existence of all relationships with You, with the sole exception being the contractual relationship created by this Agreement. You agree that no joint venture, joint enterprise, partnership, employment, agency, fiduciary, contractor/subcontractor, or bailor/bailee relationship exists between You and ReadiCharge as a result of this Agreement (including, without limitation, as a result of the manner of payments as provided in Section 5 below), or the use of the App, any Features, or ReadiCharge’s Website accessible at https://readicharge.com (the “Website”). You agree that You waive any right to assert any such relationship, unequivocally and without reservation, now or
in the future. You agree that you waive any claim or argument that You did not understand the scope, breadth, or import of this provision.
You acknowledge and agree that ReadiCharge is not in the service of installing or performing services relating to EV Chargers but is merely operating as a matchmaker, and plays absolutely no part in the evaluation, design, planning, or performance of any sale, installation, maintenance or other projects related to EV Chargers. Any substantive agreements concerning the particulars or logistics of installation or services of EV Chargers are between You and the Installer and create no rights or responsibilities as to ReadiCharge, with the sole exception of collecting and distributing payment for said projects, as described in greater detail below. To the extent You engage the Installer to perform any services other than those requested and scheduled through the App (“Outside Services”), entry into such arrangement is completely at your own risk and outside the scope of your relationship with ReadiCharge and, as such, You are fully responsible for such arrangement and agree to indemnify and hold ReadiCharge and each of its affiliates and subsidiaries, and their respective owners, managers, officers, employees, agents, and representatives harmless for any liabilities, losses, claims or damages that may arise, directly or indirectly, from any such Outside Services.
ReadiCharge does not endorse any Installer, and ReadiCharge is not a party to any agreements between or among Installers and Customers, or third parties. Customers and Installers are required to provide accurate information to ReadiCharge, and although ReadiCharge may undertake additional checks and processes designed to help verify or check the identities or backgrounds of users, it does not make any representations about, confirm, or endorse any Installer or their purported identity or background.
Any reference on the App and/or Website to an Installer being licensed or certified in some manner, indicates only that the user has completed a relevant account process, and does not represent anything else. Any such description is not an endorsement, certification or guarantee by ReadiCharge and is not verification of their identity and whether they or their services are licensed, insured, trustworthy, safe or suitable. Instead, any such description is intended to be useful information for you to evaluate when You make Your own decisions about the identity and suitability of others whom You contact or interact with via the App and/or Website. You should always exercise responsibility, due diligence and care when deciding whether to have any interaction with any Installer.
THE APP, WEBSITE AND ALL FEATURES ARE PROVIDED “AS IS” AND WITH NO WARRANTY AS TO FUNCTIONALITY OR ABSENCE OF ANY DELAYS (AS DEFINED BELOW). USING THE APP, WEBSITE OR ANY FEATURES DOES NOT ENSURE THAT YOU WILL BE MATCHED WITH ANY INSTALLATIONS OR OTHER PROJECTS OF ANY KIND. READICHARGE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY LAW. READICHARGE DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND YOU EXPRESSLY AGREE THAT YOU WILL USE THE APP, FEATURES, AND WEBSITE IN WHATEVER CONDITION YOU FIND THEM.
You agree to input and make available Customer schedules in a calendar Feature associated with the App, and that installation jobs will be matched between Customers and Installers based on, among other things, each of their stated availability. Customers are obligated to proceed with any Installers on the specific date and time with which they are matched based on their stated availability. You agree to
ensure that either You or another individual of at least 18 years in age authorized by You is present at the installation location at the scheduled time. If, after being matched with an Installer, you fail to proceed, fail to reschedule at least twelve (12) hours prior to your scheduled installation appointment with such Installer or if the Installer arrives at the installation location and neither You or an authorized individual at least 18 years old is present, You will still be responsible for payment of the ReadiCharge Fee (defined in Section 5 below) to ReadiCharge and the applicable payment to the Installer. You agree that You have a continuing and affirmative obligation to update Your Customer schedules as may be necessary in order to avoid scheduling conflicts. Any violation or breach of this section will constitute a material breach of this Agreement, which may result in revoking your account with and access to use the App, and imposition of any other sanctions or remedies described herein.
By scheduling the services of an Installer and being matched on a specific date and time, You agree to pay for installation projects according to ReadiCharge’s Pricing Schedule, which is incorporated by reference as though stated verbatim herein, as the same by be modified from time to time by ReadiCharge in its sole discretion. You will also be required to pay applicable taxes where required by law and may also include other applicable fees such as delivery fees, service fees, cancellation fees, government-mandated fees and/or surcharges. The Pricing Schedule and prices for EV Chargers and other Products are subject to change without notice. ReadiCharge reserves the right at any time to modify or discontinue any services or products (or any part or content thereof) made available on the App or Website without notice at any time and shall not be liable to You or to any third-party for any modification, price change, suspension or discontinuance of such services of products. You agree that ReadiCharge will be entitled to a fee according to the Pricing Schedule (the “ReadiCharge Fee”) as consideration for offering the Customer-Installer matchmaking, collection, and Content (as defined below) functions described in this Agreement. You agree that ReadiCharge will accept all payment for installation projects (with the exception of any permitting fees which will be handled directly among the Customer and installer), collect its matchmaking fee, and remit the remainder as payment to the Installer and that ReadiCharge is collecting payment on the Installers’ behalf solely as their limited payment collection agent, and shall be considered the same as payment made directly by You to the Installer.
ReadiCharge is not a guarantor of any service, installation or other projects and is not and shall not be liable to You for any costs, expenses or other payments related to any incomplete or defective services by Installers. You expressly, unequivocally, and irrevocably waive all rights, claims, demands, or causes of action against ReadiCharge in connection with any failure of an Installer to provide complete services without defects; and in so doing, agree and acknowledge that such a failure is, by definition, an act outside of ReadiCharge’s control, and therefore, cannot give rise to any liability against ReadiCharge.
Even if not indicated on the App, Features or Website, You understand that the prices displayed through the App, Features and/or Website for Products and services may differ from the prices offered or published by Installers for the Products and services and/or from prices available at other third-party websites/mobile applications and may not be the lowest prices at which the product or services are sold. If You think a correction should be made to any payments You made for Products or services, You must let ReadiCharge know in writing within thirty (30) days thereafter ReadiCharge will have no further responsibility and you waive Your right to later dispute the amounts charged.
ReadiCharge uses the third-party Stripe payment gateway provided by Stripe for its secure online payment transactions. Payments made through Stripe are subject to Stripe’s own terms and conditions and privacy policy, links to which are provided from the Stripe checkout pages. For more information
about Stripe, see the Stripe website (http://www.stripe.com). While Stripe and our App and Website hosting providers employ secure technology for transactions with our Customers, ReadiCharge will not be responsible for any damages, including consequential losses (whether direct or indirect), that may be suffered by a Customer whose credit or debit card or bank account information is used in a fraudulent or unauthorized manner by any person other than ReadiCharge as a result of the Customer’s use of the App, Website or otherwise. By scheduling Installer services or ordering a Product, You authorize ReadiCharge to send instructions to the financial institution that issued Your card to take payments from Your card account in accordance with the terms of Your agreement with ReadiCharge.
ReadiCharge may request further information from You, such as a copy of Your credit card and/or other identification documentation, as part of ReadiCharge’s internal validation procedures. These procedures help protect bank and credit card account holders from online fraud. Your order may remain on pending status until Your order has passed our internal fraud prevention checks.
All payments will be enabled by ReadiCharge using the preferred payment method designated in Your Account, after which You will receive a receipt. If Your primary Account payment method is determined to be expired, invalid or otherwise not able to be charged, you agree that ReadiCharge may use a secondary payment method in your Account, if available. Charges paid by you are final and non- refundable, unless otherwise determined by ReadiCharge.
In consideration of Your agreement to the terms and conditions of this Agreement, ReadiCharge grants You a limited license to access and use the App, Website and Features, and to communicate with Installers regarding the same to the extent required to schedule and complete installation projects (collectively, the “Limited License”). Notwithstanding the foregoing, You acknowledge and agree that You will not access, reproduce, duplicate, copy, sell, re-sell, use, or otherwise exploit the App, Features, or Website (or any of the content therein including, without limitation, any “PII” (as defined below) for any purpose, without the express written consent of ReadiCharge.
You and other Customers may submit a review, report, or other information (collectively, “Customer Content”) concerning any Installer with which you or they have communicated or had another first-hand experience, whether or not work was started, performed, or completed.
ReadiCharge does not endorse, and is not responsible, or liable for, any information, responses, writings, or other materials that submitted, transmitted, or otherwise convey through the App or Website by any Installers (collectively, “Installer Content” and, together with Customer Content, the “Content”), Customer Content, data, advertising, products, goods, or services available from, or through, ReadiCharge. The statements, information, and ratings contained in any Installer Content or Customer Content submitted by other Customers do not reflect the opinion of ReadiCharge or any of its affiliates, subsidiaries, owners, shareholders, members, directors, managers, officers, employees, agents, or representatives.
You acknowledge and understand that ReadiCharge simply acts as a passive conduit and an interactive provider for the publication and distribution of Customer Content and Installer Content.
ReadiCharge does not have any duty or obligation to investigate the accuracy of Installer Content or Customer Content or the quality of the work performed by Installers, or any other Installer which is the subject of any Customer Content.
It is Your sole responsibility to review and monitor any Installer Content and/or Customer Content submitted by other Customers You deem necessary. ReadiCharge does not have any obligation to provide You with a notice or update with respect to any new information or Customer Content that is submitted regarding any Installers.
You agree that, absent express written authorization by ReadiCharge, You are not to access, copy, duplicate, reproduce, alter, modify, create derivative works, display, sell, re-sell, advertise, market, or otherwise exploit Customer Content, any Customer profiles, any Installer profiles, or any other Content from the App, Features, Website, or ReadiCharge.
To the extent you send any messages to an Installer via the in-app messaging feature of the App, any messages sent thereby shall be considered Customer Content and shall be governed by this Section
By using the App, You agree it is solely Your responsibility to evaluate Your risks associated submitting any Customer Content. You acknowledge and agree that You can neither require ReadiCharge to place any Customer Content on its App or Website; nor can You compel or require ReadiCharge to remove, revise, amend, or supplement any Installer, Installer Content, Customer, or Customer Content from its App, Features, or Website. You further acknowledge and understand that You are not an Installer, cannot refer to Yourself as an Installer, are not afforded the same access to the App or Website as an Installer, and do not enjoy the same scope of benefits afforded to an Installer. If you are an Installer, any access to the App, Website or Features as a Customer or any instance in which You refer to Yourself as a Customer, or otherwise create the impression that you are a Customer, will constitute a material breach of this Agreement, which may result in termination, and imposition of any other sanctions or remedies described herein, including, but not limited to, liquidated damages.
You have the sole responsibility of updating any and all of Your information on the App and/or Website including, without limitation, Your calendar, description, and profile information. Customer Content shall not contain any unauthorized content which includes but is not limited to:
You hereby represent and warrant to ReadiCharge that: (a) all information You provide to ReadiCharge is true, complete, and accurate in all respects, and (b) You are authorized to submit information to ReadiCharge. You authorize ReadiCharge to rely upon the truthfulness, completeness, and accuracy of any Customer Content you submit in order to serve its Customers and Installers.
To the extent a third party posts or submits any Customer Content on your behalf, or manages Your profile, or any other information on the App or Website, You hereby acknowledge and agree that You shall remain fully responsible for any Customer Content or information posted or submitted by such third party. You agree to notify ReadiCharge immediately if any third party, authorized or unauthorized, posts any Customer Content on your behalf, or that appears to be posted by You, that violates this Agreement in any manner whatsoever.
Under no circumstances will ReadiCharge be liable in any way for any Customer Content or Installer Content, including, but not limited to, any Customer Content or Installer Content that contains errors, omissions, or defamatory statements, or for any loss or damage of any kind incurred as a result of the use of any Customer Content or Installer Content submitted, accessed, transmitted or otherwise conveyed via the App, Website or otherwise.
You hereby waive any claims, rights, actions, or demands that You may have against ReadiCharge, or any of its affiliates, subsidiaries, owners, shareholders, members, directors, managers, officers, employees, agents, representatives, or Releasees (as defined below) with respect to any Customer Content or Installer Content, and hereby release ReadiCharge and all other Releasees, from any and all liability for, or relating to, Customer Content or Installer Content.
You acknowledge and agree that ReadiCharge has the sole discretion to remove any Content, or any portion thereof, without notice, for any reason whatsoever. ReadiCharge is under no obligation to post, use, or maintain any Content. You acknowledge and agree that this Agreement does not afford You any intellectual property rights aside from the Limited License described herein, and that you have no freedom of speech rights associated with the App, Features, Website, or this Agreement, and that ReadiCharge is not a government agency of any kind. Furthermore, you expressly waive and relinquish all rights to any type of defamation claims, any type of Anti-SLAPP claims or defenses, any type of public disclosure of private fact claims, and any type of invasion of privacy claims. ReadiCharge may suspend, restrict, or terminate Your use of the App, or any portion thereof if You have, or if ReadiCharge believes that You have, breached or failed to comply with any of the terms and conditions of this Agreement.
You agree to indemnify and hold ReadiCharge and each of its affiliates and subsidiaries, and their respective owners, managers, officers, employees, agents, or representatives harmless for any damages
that may arise, directly or indirectly, from any claim or right You may have against ReadiCharge with respect to any statements made by any Content which is communicated, posted, or published by you on the App, its Website, or to a third party.
Similarly, You agree to indemnify and hold ReadiCharge and each of its affiliates and subsidiaries, and their respective owners, managers, officers, employees, agents, or representatives harmless for any damages that may arise, directly or indirectly, with respect to any statements made by You, or any Content submitted by You, which is communicated, posted, or published by ReadiCharge on the App, its Website, or to a third party or regarding any Installer in connection with any services of an Installer resulting from use of the App.
Although ReadiCharge does not claim ownership of any Customer Content, or other communications or materials submitted by You to ReadiCharge, by providing Customer Content for or in relation to the App, Website, or other mediums, You automatically grant, and You represent and warrant that You have the authority to grant, ReadiCharge an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, reproduce, adapt, modify, and distribute such Customer Content, and to prepare derivative works, or incorporate Customer Content into other works, and to grant sublicenses (through multiple tiers) of the foregoing rights and privileges. In addition, by providing ReadiCharge with Customer Content, You automatically grant ReadiCharge all rights necessary to prohibit the subsequent display, copying, duplication, reproduction, aggregation, or exploitation of Customer Content by any other party. ReadiCharge is not obligated to pay for its use of Customer Content. Rather, the consideration for the aforementioned rights and privileges is ReadiCharge’s provision of the App, Features, Website, and the functions therein. You acknowledge and agree that such consideration is of good and sufficient value, and is received by You by virtue of You using the App, Features, or Website.
You are expressly prohibited from purchasing ReadiCharge goods or services on behalf of any Installers, irrespective whether such Installer is reimbursing You for the same. In addition, you may not submit Customer Content concerning any Installer if such Content does not relate to any bona fide arm’s length transaction between You and an Installer resulting from your use through the App, Website or Features.
You agree not to use, or cause any robot, bot, spider, other automatic device, computer program routine, or manual process to monitor, duplicate, take, obtain, transfer, modify, use, reproduce, aggregate, or copy ReadiCharge, any Customer Content, any Customer profiles, Installer Content, Installer profiles, or any other content contained on the App, Website, or any other publication of ReadiCharge. You shall not use, or cause any device, software, or routine to interfere, or attempt to interfere with, the functionality of the App, Features, or Website.
Certain EV Chargers or other related products may be available for sale to Customers through the App and/or Website (collectively, “Products”). These Products may have limited quantities and are subject to return or exchange only according to our Return Policy, which is incorporated by reference as though stated verbatim herein, as the same by be modified from time to time by ReadiCharge in its sole discretion.
ReadiCharge has made every effort to display as accurately as possible the colors and images of the Products that appear on the App and Website and cannot guarantee that Your computer monitor’s display of any color will be accurate.
ReadiCharge reserves the right, but is not obligated, to limit the sales of the Products to any person, geographic region or jurisdiction. ReadiCharge may exercise this right on a case-by-case basis. ReadiCharge reserves the right to limit the quantities of any Products that are offered via the App and/or Website. All descriptions of Products or Product pricing are subject to change at anytime without notice, at ReadiCharge’s sole discretion. ReadiCharge reserves the right to discontinue any Product at any time. Any offer for any Product made on the App or Website is void where prohibited.
ReadiCharge reserves the right to refuse any order You place for any Products and, in its sole discretion, may limit or cancel quantities of purchased per person, per household or per order. These restrictions may include orders placed by or under the same Customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that ReadiCharge makes a change to or cancel an order, ReadiCharge may attempt to notify You by contacting the e-mail and/or billing address/phone number provided at the time the order was made. ReadiCharge reserves the right to limit or prohibit orders that, in its sole judgment, appear to be placed by dealers, resellers or distributors.
In addition to any disclaimer or limitations on liability set forth in this Agreement, the following applies to any Products sold to You through the App and/or Website:
THE PRODUCTS ARE PROVIDED ON AN “AS IS” BASIS. READICHARGE DISCLAIMS AS FAR AS LEGALLY PERMISSIBLE ALL WARRANTIES RELATING TO THE PRODUCTS, WHETHER EXPRESSED, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, COMPATIBILITY OR NON-INFRINGEMENT. READICHARGE DOES NOT WARRANT THAT THE PRODUCTS WILL MEET YOUR REQUIREMENTS OR BE ERROR-FREE. READICHARGE SHALL BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES (INCLUDING BUT NOT LIMITED TO LOST REVENUES, PROFITS AND/OR SAVINGS) ARISING OUT OF THE USE OR INABILITY TO USE ANY PRODUCTS, EVEN IF READICHARGE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIMS. YOU AND ANY PERSON USING THE PRODUCTS BEAR ALL RISK AS TO THE QUALITY AND PERFORMANCE THEREOF. TO THE EXTENT, NOTWITHSTANDING THE FOREGOING, READICHARGE IS FOUND LIABLE FOR ANY CLAIM, CAUSE OF ACTION, OR DAMAGES WITH RESPECT TO THE USE OF THE PRODUCTS, IN NO EVENT SHALL READICHARGE’S LIABILITY FOR DAMAGES EXCEED ONE THOUSAND DOLLARS ($1,000). YOU HEREBY RELEASE READICHARGE FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THIS LIMITATION. READICHARGE IS NOT LIABLE FOR ANY INAPPROPRIATE OR ILLEGAL USE OF THE PRODUCTS.
ALL PRODUCT SALES ARE FINAL AND NOT RETURNABLE OR REFUNDABLE FOR ANY OR NO REASON, AND READICHARGE DOES NOT OFFER ANY REFUNDS OR MONEY-BACK GUARANTEES. YOU RECOGNIZE AND AGREE THAT YOU SHALL NOT BE ENTITLED TO A REFUND FOR ANY PURCHASE UNDER ANY CIRCUMSTANCES.
ReadiCharge values our Customers and Installers, and understands that occasionally disputes may arise between or among them. ReadiCharge’s goal is to provide tools to help Customers and Installers resolve such disputes independently. In the rare event a dispute regarding an interaction between Customers and Installers on the App or Website cannot be resolved independently, You agree, at ReadiCharge’s request, to participate in good faith, to the extent You are reasonably able to do so, in a neutral resolution or mediation conducted by ReadiCharge or a neutral third-party mediator or arbitrator
selected by ReadiCharge. Notwithstanding the foregoing, You acknowledge and agree that ReadiCharge is under no obligation to become involved in or impose resolution in any dispute between or among Customers and Installers or any third party.
ReadiCharge may publicly display advertisements, paid content, and other sponsored information on the App and/or Website and such displays are in no way intended as any type of endorsement. The manner, mode, and extent of such advertising are subject to change without specific notice to You. Installers may compensate ReadiCharge to “Promote” themselves in search results and therefore rank higher. In ReadiCharge’s sole discretion, any such Installers may or may not be designated in applicable search results as “Promoted” or with a similar designation.
The App and Website may contain links to third party sites. Access to any other Internet site linked to the App or Website is at Your own risk and ReadiCharge is not responsible for the security or accuracy, reliability of any information, data, opinions, advice or statements made on such sites. Readicharge provides these links merely as a convenience and the inclusion of such links does not imply an endorsement or any other representation.
If You create an account on the Website or App (“Account”), you are responsible for maintaining the security of your Account, and you are fully responsible for all activities that occur under the Account and any other actions taken in connection with the Account. You must immediately notify Readicharge of any unauthorized uses of your Account or any other breaches of security. Readicharge will not be liable for any acts or omissions by You, including any damages of any kind incurred as a result of such acts or omissions.
You agree to be bound by ReadiCharge’s Privacy Policy, as the same may be modified from time to time by ReadiCharge in its sole discretion. You agree that, to the extent you receive any information that can be used to distinguish or trace an individual’s identity, either alone or when combined with other personal or identifying information that is linked or linkable to a specific individual (“Personal Identifying Information” or “PII”), you are obligated to take reasonable steps to protect that information from any disclosure to third parties whatsoever. Moreover, You agree that you will not sell, trade, disclose, market, lease, rent, or commercialize any PII obtained through the App, Website, or this Agreement for any reason.
You acknowledge that the App and/or Website utilize one or more website analytic services, including, without limitation, recording mouse clicks, mouse movements, scrolling activity and text entered into the App and/or Website by users. ReadiCharge may use the information collected to improve the usability and other features of the App and/or Website.
You acknowledge that ReadiCharge may use Your telephone numbers, email addresses, and facsimile numbers to contact You with information regarding ReadiCharge and installation projects. ReadiCharge agrees not to sell, trade, rent, or share such information with any third parties. By providing a wireless phone number to ReadiCharge, You agree that ReadiCharge may call or send text messages to
the wireless phone number for any purpose, including marketing purposes, using all methods now known and discovered in the future, including, but not limited to, auto-dialers, pre-recordings, and general telemarketing practices. You agree that ReadiCharge may contact you regarding the products and/or services that You have previously purchased, and products and/or services that ReadiCharge may market to You in the future.
ReadiCharge is the owner, authorized user, and/or licensee of any trademark, service mark, logo, trade dress, or other content displayed on the App and/or Website, including, without limitation, the name “ReadiCharge” (hereinafter, “Intellectual Property”). ReadiCharge does not grant You any license or other authorization to copy or use its trademarks, service marks, copyrighted material, or other intellectual property, except as exclusively provided herein. Any use You make beyond, or outside the Limited License granted to You in this Agreement will constitute a violation of ReadiCharge’s rights, and may subject you to liability, damages, remedies, and/or sanctions.
ReadiCharge does not accept or consider unsolicited ideas or suggestions from You or other third parties so as to avoid any potential misunderstandings or disputes in the event that ReadiCharge’s products, services, or marketing strategies seem similar to unsolicited ideas submitted to ReadiCharge. Unsolicited ideas or suggestions include, but are not limited to, ideas for new or improved technologies, products, services, processes, materials, names, artworks, or advertisements, promotions, or other marketing plans or campaigns. As ReadiCharge respects Your rights to Your ideas, please do not submit any unsolicited ideas or suggestions (“submissions”) in any form to ReadiCharge. If You still choose to submit any unsolicited ideas or suggestions despite our request, regardless of what Your communication regarding Your submissions says, the following terms shall apply to your submissions:
You agree that: (1) Your submissions and their contents will automatically become the property of ReadiCharge, without any compensation to You; (2) ReadiCharge has no obligation to review Your submissions; (3) ReadiCharge may make, use, sell, or distribute Your submissions and their contents for any purpose in any way; and (4) ReadiCharge has no obligation to keep Your submissions confidential.
You, acting on behalf of Your agents, heirs, executors, representatives, designees, spouse(s), successors, predecessors, attorneys, affiliates, and assigns, knowingly and voluntarily release and forever discharge ReadiCharge, and its current and former shareholders, owners, members, partners, directors, managers, officers, principals, employees, independent contractors, insurers, lenders, agents, heirs, executors, representatives, designees, predecessors, affiliates, divisions, attorneys, and assigns (collectively, “Releasees”) from any and all actions, causes of action, suits, debts, dues, sums of money, accounts, damages, judgments, claims, and demands whatsoever in law or in equity (“Claims”), which You might raise against ReadiCharge, based on any alleged acts, omissions, transactions, or occurrences whatsoever, from the effective date of this Agreement onward, and unequivocally waive the same, with the sole exception being Claims for breaches of this Agreement which may occur after the effective date. To be clear, You waive all Claims, aside from breach of contract, and conversely, agree that your rights to redress against ReadiCharge for any action or omission are limited to asserting causes of action sounding as breach(es) of contract.
In the event the foregoing release is held to be unenforceable or void for any reason, the Parties agree to stipulate to a new release with equal effect to the greatest extent permitted by law. You agree
that You have been represented by counsel, or have had adequate opportunity to be represented by counsel, and make these waivers knowingly and voluntarily.
ReadiCharge reserves the right to exercise any rights or remedies which may be available to it if You breach or violate the terms and conditions of this Agreement. These remedies include, but are not limited to, (a) revocation of the Limited License and Your use of the App, Website, and all Features, and termination of this Agreement, (b) removing Your presence from the App and/or Website, (c) cancellation of any yet to be performed purchases, installation or services, and/or (d) instigation of arbitration or other appropriate civil proceedings against You. These remedies are cumulative, and non-exclusive, such that ReadiCharge has the right to exercise any, or all, remedies, and the exercise of one remedy shall not preclude the availability of any other remedy. If You are suspected by ReadiCharge for any reason of a breach or violation of the terms of this Agreement, ReadiCharge may suspend your Limited License and access to and use of the App, Website, and all Features pending further review to determine if an actual breach has occurred.
You understand and agree that damages resulting from Your breach of this Agreement are difficult, if not impossible, to calculate. Thus, You agree that if ReadiCharge pursues legal action to enforce the terms and conditions of this Agreement, You will be liable to pay ReadiCharge the amounts described below as liquidated damages. Furthermore, You agree that the following liquidated damages are reasonable estimates of ReadiCharge’s damages for the specified breaches of this Agreement and are not punitive in nature.
If You post Customer Content which violates this Agreement, You agree to promptly pay ReadiCharge One Thousand Dollars ($1,000) for each post in violation of this Agreement. If You exploit or commercialize any Installer Content, any PII, or any other information contained on the App or Website, for any purpose, in a manner that violates this Agreement, You agree to promptly pay Ten Thousand Dollars ($10,000) per instance.
If You use, or cause any robot, bot, spider, other automatic device, computer program, or any manual process to monitor, duplicate, take, aggregate, obtain, modify, use, reproduce, or copy any Customer Content, any PII, Installer Content, profiles, or any other content contained on the App or Website, or in any other ReadiCharge product or publication, You agree to promptly pay Ten Thousand Dollars ($10,000) for each report, record, review, or other information that is monitored, duplicated, transferred, taken, obstructed, modified, used, reproduced, aggregated, or copied.
You agree to pay the actual damages suffered by ReadiCharge resulting from Your breach of this Agreement to the extent such actual damages can be reasonably calculated to exceed the liquidated damages stated above.
Notwithstanding any other provision of this Agreement, ReadiCharge reserves the right to seek the remedy of specific performance of any term contained herein, or a preliminary or permanent injunction. You understand and agree that ReadiCharge’s choice to seek those remedies does not waive or diminish its rights to liquidated or actual damages or any other remedy to which it may be entitled.
You expressly understand and agree that ReadiCharge will not be liable for any indirect, incidental, special, punitive, compensatory, consequential, or exemplary damages whatsoever. Additionally, and without limitation to any other provision of this Agreement, you agree ReadiCharge will not be liable for any damages whatsoever resulting from: (a) termination of this Agreement and resulting inability to use
the App, Features, or Website; (b) the cost of any goods and/or services purchased or obtained as a result of the use of the App, Features, or Website; (c) disclosure of, unauthorized access to, or alteration of Your information or Customer Content; (d) Customer Content you submit, receive, access, transmit, or otherwise convey through the App, Features, Website, or this Agreement; (e) statements or conduct of any Installer or other third party; (f) any failure of the App, Website or any Features to operate as intended or any failure of ReadiCharge to provide the services under this Agreement; (g) any other dealings or interactions You have with any Installer (or any of their representatives or agents); (h) an Installer’s negligent, gross negligent or willful acts or omissions with respect to any aspect of any installation project or sale of goods; (i) any intentional tort or other action by You or any of Your personnel of any type whatsoever; (j) the services performed by an Installer; or (k) any act or omission claimed according to respondeat superior or any other vicarious liability theory. These limitations shall apply to the fullest extent permitted by law, and shall be reformed and incorporated to the extent any part is considered void or enforceable.
TO THE EXTENT READICHARGE IS FOUND LIABLE FOR ANY CLAIM, CAUSE OF ACTION, OR DAMAGES RELATED TO THIS AGREEMENT, OR USE OF THE APP, FEATURES, OR WEBSITE, IN NO EVENT SHALL READICHARGE’S LIABILITY FOR DAMAGES EXCEED ONE THOUSAND DOLLARS ($1,000).
In some jurisdictions, limitations of liability are not permitted, or are abridged in some way. If, despite the choice of law provisions contained herein, this agreement is construed, interpreted, or adjudicated under the law of any jurisdiction which prohibits, restricts, or abridges the right to limit liability or damages, then this provision shall be severed from the agreement and reformed. You expressly agree to form a new provision which mirrors this provision to the extent permitted by law, and which severs only those portions which might be considered void or unenforceable.
You agree to indemnify and hold ReadiCharge and all Releasees harmless from any loss, liability, claim, or demand of any nature whatsoever, including attorneys’ fees and applicable costs, made by any Installer, or any third party, due to, or arising out of, Your use of ReadiCharge, the App, the Features, or the Website, or any services You have performed, or products You have installed, by any Installer or otherwise.
2510 S Telegraph Rd, Ste L263 Bloomfield Hills, MI 48302
arbitrator under the Commercial Arbitration Rules (the “AAA Rules”) of the American Arbitration Association (“AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”), both of which are available at the AAA website (www.adr.org). Your arbitration fees and Your share of arbitrator compensation will be governed by the AAA Rules. Each party will pay the initial fees for his/her or its own attorneys, subject to any remedies that party may later be awarded, which may include an award of attorney fees as the prevailing party. The arbitrator will make a decision in writing. Additionally, the arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any Dispute relating to the interpretation, applicability, enforceability, or formation of this Arbitration Clause. However, the preceding sentence shall not apply to the “Class Action Waiver” described in Subsection (d) below.
You agree that, regardless of any statute or law to the contrary, any claim, demand, or cause of action arising out of, or related to, your use of the App, Features, Website, or this Agreement shall be submitted to arbitration within six (6) months after such claim or cause of action arose or will forever be barred (the “Limitations Period”). Claims, demands, or causes of action shall be deemed to have arisen at the time that a reasonable person should have known of the facts giving rise to the same. Furthermore, You agree that You are required to provide notice of any potential claims to ReadiCharge within thirty (30) days of the claim arising, such that the parties can attempt Informal Negotiations in a timely fashion.
ReadiCharge does not waive any rights or Claims by failing or declining to enforce any of the terms or conditions of this Agreement against You. To the contrary, ReadiCharge reserves the right to raise a Claim or cause of action to enforce or preserve any rights created by this Agreement regardless of any prior course of action, or inaction, with respect to prior violations or breaches of the Agreement.
This Agreement shall be governed by, and construed in accordance with, the laws of the State of Michigan, without giving effect to any choice or conflict of law provision or rule (either of the State of Michigan or any other jurisdiction), with the sole exception being the need for ReadiCharge to obtain an injunction or writ to enforce this Agreement immediately, in which case ReadiCharge shall be permitted to utilize the law or courts of any jurisdiction to seek such relief. You agree that, by using the App or Website, You waive any objection to this provision, or to the application of Michigan law to any disputes or conflicts.
This Agreement shall be enforceable from the date You execute the same, and until it is terminated. ReadiCharge shall be permitted to terminate this Agreement at any time, for any reason, it being acknowledged that certain terms of this Agreement shall survive, as expressly stated herein, and therefore, will bind all parties indefinitely.
ReadiCharge shall be entitled to terminate this Agreement immediately based on any violation or breach giving rise to Liquidated Damages, as described herein. You are permitted to terminate this agreement upon no less than thirty (30) days’ written notice to ReadiCharge. You acknowledge and agree that You are obligated to pay for and allow for the commencement and completion of any installations scheduled at the time of termination, and to do so according to the terms of this Agreement. Similarly, You agree that, immediately upon termination, you will not use the App, Features, or Website to schedule any new installation jobs or purchasing any goods. To be clear, this provision does not prohibit You from allowing installations to be commenced and completed after You give notice of termination to ReadiCharge, which may be required in some circumstances. Rather, this provision prohibits You from scheduling any new installations and purchasing any goods once You have provided notice of termination.
You agree to payment of ReadiCharge’s fees and costs, including attorney fees and expert witness fees, incurred in order to enforce the terms of this Agreement or seek damages or remedies for breaches or violations thereof. This obligation shall apply regardless of the method of enforcement or redress, whether formal or informal, and regardless of jurisdiction or venue.
In the event a court or tribunal finds any provision in this Agreement to be invalid, void, or unenforceable, You agree to form a new provision which mirrors this provision to the extent permitted by law. You agree that, if the parties cannot form a new provision within fourteen (14) days, a court or arbiter should incorporate a similar provision that removes only those parts which are void or unenforceable, and otherwise which mirrors the original provision as closely as possible. Furthermore, You agree that all other provisions in the Agreement remain valid and enforceable.
ReadiCharge may modify or supplement the terms and conditions of this Agreement from time to time. Customer may not modify or supplement the terms or conditions of this Agreement. Such modification(s) will be effective immediately upon being posted on the App and/or Website. You are responsible for reviewing this Agreement regularly. Your continued use of the App, Features, and/or Website after such modifications will be deemed to be Your conclusive acceptance of all modifications to this Agreement.
The App, Features, and/or Website may be subject to limitations, delays, and other problems inherent to the use of the internet and electronic communications or otherwise (“Delays”). ReadiCharge is neither responsible nor liable for any difficulties, failures, or other damage resulting from such Delays. You agree that ReadiCharge shall not be held liable for damages resulting from any such Delays, and expressly waive Your right to any claim, demand, or cause of action, including arbitration, resulting from any type of Delay. You are responsible for obtaining the data network access necessary to use the App, Features, and/or Website. Your mobile network’s data and messaging rates and fees may apply if you access or use the App, Features, and/or Website from your device. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the App, Features, and/or Website and any updates thereto. ReadiCharge does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices.
You may not assign, sell, or transfer this Agreement to any third party. If You assign, or attempt to assign, this Agreement, such assignment or attempted assignment will be void and unenforceable.
The person agreeing to this Agreement and the terms and conditions on Your behalf hereby represents and warrants that he/she has the power and authority to bind You, and agrees that this Agreement constitutes a valid and binding agreement.
IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MUST NOT USE THE APP, FEATURES, OR WEBSITE. BY USING THE APP, FEATURES, OR WEBSITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, AND YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.
In the event this Agreement is terminated, certain provisions of this Agreement will continue to remain in effect, including, but not limited to: Customer and Installer Content; Intellectual Property; Breach of Contract and Liquidated Damages; Limitations of Liability, Indemnification; Release and Waiver; Arbitration; Governing Law; and Limitations Period.
ReadiCharge, LLC (“ReadiCharge”) allows customers (collectively “Customers”) to seek out the services of electricians, contractors, and/or subcontractors (collectively “Installers”) to install or service electric vehicle charging stations (“EV Chargers”). Installers, and any agents or employees of Installers (collectively “You,” “Your” or “Yourself”), may use the ReadiCharge mobile application and any future versions or modifications thereof (the “App”) and the information contained therein subject to Your agreement to adhere to the obligations contained in these terms and conditions (hereinafter, the “Agreement”), which may be modified, amended, or replaced by ReadiCharge from time to time at ReadiCharge’s sole discretion. Such modifications will become effective immediately upon posting. This Agreement shall also govern other aspects of Your relationship with ReadiCharge beyond Your use of the App, as described herein.
In consideration of ReadiCharge granting You access to its App, and the information contained therein, and as a material condition prerequisite to Your use of the App, You must read and accept the terms and conditions of this Agreement. It is Your responsibility to review this Agreement on a regular basis to keep Yourself informed of any modifications, revisions, additions, or replacements.
BY USING THE APP, FEATURES (AS DEFINED BELOW), OR WEBSITE (AS DEFINED BELOW), THE INSTALLER ACKNOWLEDGES IT HAS READ, UNDERSTANDS, AND AGREES TO BE BOUND BY ALL OF THE TERMS, CONDITIONS, AND NOTICES CONTAINED IN THIS AGREEMENT.
By agreeing to the terms and conditions of this Agreement, You are hereby permitted to use the services offered to Installers, including access to solicitations from Customers to perform work associated with the installation of EV Chargers, scheduling and calendar functions, posting and sharing of Installer Content (as defined below), and such other services that ReadiCharge may offer to Installers from time to time (collectively, the “Features”).
You warrant that You, and any Installers associated with You who may perform work for any Customers, are licensed, bonded, and otherwise are fully capable, and legally authorized, to perform the services associated with installing EV Chargers. You warrant that all work or services will be performed in a good and workmanlike manner and will be free of defects. You warrant that all products installed, and equipment furnished will be new, and of good quality. Any work that does not meet these standards may be considered defective. You warrant that You have actual, unqualified authority to enter this Agreement and bind Yourself hereto.
Notwithstanding the terms of any agreement between You and any Customer, You shall be responsible for the level of quality, timely completion and coordination of all services You render, and shall, without additional compensation, promptly remedy and correct any errors, omissions or other deficiencies provided that Customer notified Contractor or ReadiCharge thereof within thirty (30) days of the date of the initial installation or the subsequent remedy or correction at issue. ReadiCharge agrees to forward any such notifications from a Customer as soon as practicable but the fact that any messages received by ReadiCharge during the thirty (30) day period are only forwarded to You after the expiration of such period shall in no way release you of the foregoing obligation.
ReadiCharge hereby disclaims the existence of all relationships with You, with the sole exception being the contractual relationship created by this Agreement. You agree that no joint venture, joint enterprise, partnership, employment, agency, fiduciary, contractor/subcontractor, or bailor/bailee relationship exists between You and ReadiCharge as a result of this Agreement (including, without limitation, as a result of the manner of payments as provided in Section 8 below), or the use of the App, any Features, or ReadiCharge’s Website (the “Website”). You agree that You waive any right to assert any such relationship, unequivocally and without reservation, now or in the future. You agree that you waive any claim or argument that You did not understand the scope, breadth, or import of this provision.
You acknowledge and agree that ReadiCharge is merely a matchmaker, and plays absolutely no part in the evaluation, design, planning, or performance of any installation, maintenance or other projects related to EV Chargers. Any substantive agreements concerning the particulars or logistics of installation or services of EV Chargers are between You and the Consumer and create no rights or responsibilities as to ReadiCharge, with the sole exception of collecting and distributing payment for said projects, as described in greater detail below. To the extent a Customer engages You to perform any services other than those requested and scheduled through the App (“Outside Services”), entry into such arrangement is completely at your own risk and outside the scope of your relationship with ReadiCharge and, as such, You are fully responsible for such arrangement and agree to indemnify and hold ReadiCharge and each of its affiliates and subsidiaries, and their respective owners, managers, officers, employees, agents, and representatives harmless for any liabilities, losses, claims or damages that may arise, directly or indirectly, from any such Outside Services.
THE APP, WEBSITE AND ALL FEATURES ARE PROVIDED “AS IS” AND WITH NO WARRANTY AS TO FUNCTIONALITY OR ABSENCE OF ANY DELAYS (AS DEGINED BELOW). USING THE APP, WEBSITE OR ANY FEATURES DOES NOT ENSURE THAT YOU WILL BE MATCHED WITH ANY INSTALLATIONS OR OTHER PROJECTS OF ANY KIND. READICHARGE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY LAW. READICHARGE DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND YOU EXPRESSLY AGREE THAT YOU WILL USE THE APP, FEATURES, AND WEBSITE IN WHATEVER CONDITION YOU FIND THEM.
You agree to input and make available Installer schedules in a calendar Feature associated with the App, and that installation jobs will be matched with Installers based on, among other things, their stated availability. Installers are obligated to accept any jobs they are matched with based on their stated availability. You agree that You have a continuing and affirmative obligation to update Your Installer schedules regularly in order to avoid double-bookings or other scheduling conflicts. You agree not to perform any services on behalf of a Customer unless either the Customer or another individual of at least 18 years of age authorized by the Customer is present at the installation location at the scheduled time. Any violation or breach of this section will constitute a material breach of this Agreement, which may result in termination, and/or the imposition of any sanctions or remedies described herein, including, but not limited to, liquidated damages.
You acknowledge and agree that all Installers must be licensed according to the state and local rules for the location of any project with which you are matched under this Agreement. You agree to provide accurate licensing information, including copies of current licenses as prompted by the App, for all Installers as a prerequisite scheduling or performing any projects. Likewise, You acknowledge and agree that allowing any person who is not properly licensed to perform any installation project is a material breach of this Agreement. Similarly, You agree to provide notice of any termination, suspension, or expiration of any Installer’s license within three (3) days of such occurrence, regardless of whether the license is promptly reinstated or restored. Any violation or breach of this section will constitute a material breach of this Agreement, which may result in termination, and imposition of any other sanctions or remedies described herein, including, but not limited to, liquidated damages.
You agree to maintain in effect insurance and, if required pursuant applicable laws or rules for the location of any project with which you are matched under this agreement, bonding adequate to cover damages, losses, and liabilities that may occur as part of any installation project performed by You. All insurance maintained by You shall comply with applicable laws and any standards for Your industry in the state or locale in which any installation project may be performed by You.
You agree to provide accurate information concerning Your insurance and bonding as prompted by the App, and to deliver a certificate of insurance or bonding certificate within three (3) days of any request by ReadiCharge. You agree to provide ReadiCharge notice of any change or cancellation of coverage within three (3) days of such change or cancellation, regardless of whether coverage is restored. You agree to not perform or schedule any installation projects via the App until coverage and/or bonding are fully restored.
You agree to regularly update Your insurance and bonding information, and shall upload such accurate documents and other information as are prompted by the App. You agree that you will be solely responsible for any liability arising from inaccurate or stale insurance information. You understand and agree that Your insurance will be the primary policy to cover all damages as a result of installation or other projects performed by You, and you agree to waive all arguments to the contrary. You understand it is exclusively your responsibility to maintain adequate insurance coverage, and that it is exclusively your responsibility to disclose the existence of this Agreement and installation projects matched to you via the App to your insurance carrier(s) and sureties. You agree that if You breach this section, liability and/or financial responsibility for any denial of coverage will be solely Your responsibility.
You agree to maintain workers compensation insurance as required by any applicable state or local law in the area in which You perform installation projects. You agree to provide a certificate of coverage to ReadiCharge when prompted by the App or within three (3) days of any request for the same. You agree to notify ReadiCharge of any lapse or change in coverage within three (3) days, regardless of whether coverage is resumed.
Any violation or breach of this section will constitute a material breach of this Agreement, which may result in termination, and imposition of any other sanctions or remedies described herein, including, but not limited to, liquidated damages.
You agree that ReadiCharge may investigate Your personal or company history upon your agreement to the terms and conditions of this Agreement and at any time thereafter, and that such
investigation may include, but not be limited to, verification of all information given by you to ReadiCharge. You authorize ReadiCharge to, at ReadiCharge’s discretion, contact prior employers and others for whom You have provided services in the past to inquire as to your past performance and other matters, and to contact government and other entities to obtain information concerning Your character, reputation, personal or business characteristics and credit standing. The types of information that ReadiCharge may order or pursue include, without limitation, such things as social security number or EIN verification, criminal records, national sex offender search, educational background, driving records, licensing and certification checks, credit reports, and workers compensation injuries and other information deemed relevant by ReadiCharge in its discretion. ReadiCharge will comply with applicable laws in conducting any such investigations, and You agree to fully cooperate therewith and to sign any waivers or releases that may be necessary or desirable to obtain access to relevant information. In the event that any former employer or other company, or any federal, state, or local governmental agency, will not release requested information to ReadiCharge, You agree to personally request such information to the extent permitted by law and to provide the same to ReadiCharge.
You acknowledge and agree that if the results of any background investigation performed by or on behalf of ReadiCharge are unsatisfactory to ReadiCharge for any reason, or if You fail to cooperate with any investigation as required by this Agreement, that ReadiCharge shall be entitled to terminate this Agreement with you and to revoke your access to the App, Website and all Features.
You agree to perform installation projects according to ReadiCharge’s Pricing Schedule, which is incorporated by reference as though stated verbatim herein, as the same by be modified from time to time by ReadiCharge in its sole discretion. You will not charge any Customer any additional or different amounts for work performed by you that are procured as a result of this Agreement or the App. You agree that ReadiCharge will be entitled to a fee according to the Pricing Schedule, and as consideration for offering the matchmaking, collection, and Content (as defined below) functions described in this Agreement. You agree that ReadiCharge will accept all payment for installation projects, collect its matchmaking fee, and remit payment to You. ReadiCharge will not be required to withhold any taxes or other amounts from payments made to You under this Agreement and You shall be fully responsible for any taxes or similar charges due by you in relation to any payments received pursuant to this Agreement or any projects performed in connection herewith. ReadiCharge may issue an IRS form 1099 in relation to payments made to You in order to report such payments as required by applicable law.
ReadiCharge is not a guarantor of payment for any installation or other projects and shall not be liable to You for any costs, expenses or other payments related to any such projects performed by You. You expressly, unequivocally, and irrevocably waive all rights, claims, demands, or causes of action against ReadiCharge in connection with any failure of payment by any Customer, including incomplete payments; and in so doing, agree and acknowledge that such a failure is, by definition, an act outside of ReadiCharge’s control, and therefore, cannot give rise to any liability against ReadiCharge.
In consideration of Your agreement to the terms and conditions of this Agreement, ReadiCharge grants You a limited license to access and use the App and its Features, and to communicate with Customers regarding the same to the extent required to schedule and complete installation projects
(collectively, the “Limited License”). Notwithstanding the foregoing, You acknowledge and agree that You will not access, reproduce, duplicate, copy, sell, re-sell, use, or otherwise exploit the App, Features, or Website (or any of the content therein including, without limitation, any “PII” (as defined below) for any purpose, without the express written consent of ReadiCharge.
Customers may submit a review, report, or other information (collectively, “Customer Content”) concerning any Installer with which they have communicated or had another first-hand experience, whether or not work was started, performed, or completed. If You dispute any Customer Content, Your sole course of action with respect to such Customer Content as it relates to ReadiCharge is to request a review and potential corrective action, both of which fall exclusively within ReadiCharge’s sole discretion.
ReadiCharge does not endorse, and is not responsible, or liable for, any Customer Content, Installer Content (as defined below), data, advertising, products, goods, or services available from, or through, ReadiCharge. The statements, information, and ratings contained in any Customer Content are solely the opinion of the Customer submitting such Content, and do not reflect the opinion of ReadiCharge or any of its affiliates, subsidiaries, owners, shareholders, members, directors, managers, officers, employees, agents, or representatives.
You acknowledge and understand that ReadiCharge simply acts as a passive conduit and an interactive provider for the publication and distribution of Customer Content and Installer Content. ReadiCharge does not have any duty or obligation to investigate the accuracy of Customer Content or the quality of the work performed by You, or any other Installer which is the subject of any Customer Content.
It is Your sole responsibility to review and monitor any Customer Content and to submit responses You deem necessary. ReadiCharge does not have any obligation to provide You with a notice or update with respect to any new information or Customer Content that it learns of or receives about You from its Customers.
You agree that, absent express written authorization by ReadiCharge, You are not to access, copy, duplicate, reproduce, alter, modify, create derivative works, display, sell, re-sell, advertise, market, or otherwise exploit Customer Content, any Customer profiles, any Installer profiles, or any other Content from the App, Features, Website, or ReadiCharge, including, without limitation, any reviews or ratings contained in any Customer Content.
By using the App, You agree it is solely Your responsibility to evaluate Your risks associated with the use, accuracy, usefulness, completeness, appropriateness, or legality of any information, responses, writings, or other materials that You submit, transmit, or otherwise convey through the App (collectively, “Installer Content” and, together with Customer Content, the “Content”).
You acknowledge and agree that You can neither require ReadiCharge to place an Installer, or any Installer Content, on its App or Website; nor can You compel or require ReadiCharge to remove, revise, amend, or supplement any Installer, Installer Content, Customer, or Customer Content from its App, Features, or Website. You further acknowledge and understand that You are not a Customer, cannot refer to Yourself as a Customer, are not afforded the same access to the App or Website as a Customer, and do not enjoy the same scope of benefits afforded to a Customer. Any instance in which You refer to Yourself as a Customer, or otherwise create the impression that you are a Customer, will constitute a material
breach of this Agreement, which may result in termination, and imposition of any other sanctions or remedies described herein, including, but not limited to, liquidated damages.
You have the sole responsibility of updating any and all of Your information on the App and/or Website including, without limitation, Your calendar, description, and profile information. Installer Content shall not contain any unauthorized content which includes but is not limited to:
You hereby represent and warrant to ReadiCharge that: (a) all information You provide to ReadiCharge is true, complete, and accurate in all respects, and (b) You are authorized to submit information to ReadiCharge. You authorize ReadiCharge to rely upon the truthfulness, completeness, and accuracy of Installer Content in order to serve its Customers. Likewise, You agree that, by using the App, Features, or Website as a representative of any company or business that provides electrician’s services, you have the authority to act on that company’s or businesses’ behalf and bind it to the terms and conditions of this Agreement.
To the extent a third party posts or submits any Installer Content on your behalf, or manages Your profile, or any other information on the App or Website, You hereby acknowledge and agree that You shall remain fully responsible for any Installer Content or information posted or submitted by such third party. You agree to notify ReadiCharge immediately if any third party, authorized or unauthorized, posts any Installer Content on your behalf, or that appears to be posted by You, that violates this Agreement in any manner whatsoever.
To the extent you send any messages to a Customer via the in-app messaging feature of the App, any messages sent thereby shall be considered Installer Content and shall be governed by this Section 10. You also recognize and agree that You have no expectation of privacy with respect to any messages sent
and/or received via in-app messaging and that any messages on or using such feature may be monitored and/or removed by ReadiCharge at any time and for any reason without notice.
Under no circumstances will ReadiCharge be liable in any way for any Customer Content or Installer Content, including, but not limited to, any Customer Content or Installer Content that contains errors, omissions, or defamatory statements, or for any loss or damage of any kind incurred as a result of the use of any Customer Content or Installer Content submitted, accessed, transmitted or otherwise conveyed via the App, Website or otherwise.
You hereby waive any claims, rights, actions, or demands that You may have against ReadiCharge, or any of its affiliates, subsidiaries, owners, shareholders, members, directors, managers, officers, employees, agents, representatives, or Releasees (as defined below) with respect to any Customer Content or Installer Content, and hereby release ReadiCharge and all other Releasees, from any and all liability for, or relating to, Customer Content or Installer Content.
You acknowledge and agree that ReadiCharge has sole discretion to remove any Content, or any portion thereof, without notice, for any reason whatsoever. ReadiCharge is under no obligation to post, use, or maintain any Installer Content. You acknowledge and agree that this Agreement does not afford You any intellectual property rights aside from the Limited License described herein, and that you have no freedom of speech rights associated with the App, Features, Website, or this Agreement, and that ReadiCharge is not a government agency of any kind. Furthermore, you expressly waive and relinquish all rights to any type of defamation claims, any type of Anti-SLAPP claims or defenses, any type of public disclosure of private fact claims, and any type of invasion of privacy claims. ReadiCharge may suspend, restrict, or terminate the Your use of the App, or any portion thereof if You breach or fail to comply with any of the terms and conditions of this Agreement.
You agree to indemnify and hold ReadiCharge and each of its affiliates and subsidiaries, and their respective owners, managers, officers, employees, agents, or representatives harmless for any damages that may arise, directly or indirectly, from any claim or right You may have against ReadiCharge with respect to any statements made by an Installer, or Installer Content which is communicated, posted, or published on the App, its Website, or to a third party.
Similarly, You agree to indemnify and hold ReadiCharge and each of its affiliates and subsidiaries, and their respective owners, managers, officers, employees, agents, or representatives harmless for any damages that may arise, directly or indirectly, with respect to any statements made by You, or any Installer Content submitted by a You, which is communicated, posted, or published by ReadiCharge on the App, its Website, or to a third party.
Although ReadiCharge does not claim ownership of any Installer Content, or other communications or materials submitted by You to ReadiCharge, by providing Installer Content for or in relation to the App, Website, or other mediums, You automatically grant, and You represent and warrant that You have the authority to grant, ReadiCharge an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, reproduce, adapt, modify, and distribute such Installer Consent, and to prepare derivative works, or incorporate Installer Content into other works, and to grant sublicenses (through multiple tiers) of the foregoing rights and privileges. In addition, by providing ReadiCharge with Installer Content, You automatically grant ReadiCharge all rights necessary to prohibit the subsequent display, copying, duplication, reproduction, aggregation, or exploitation of Installer Content by any other
party. ReadiCharge is not obligated to pay for its use of Installer Content. Rather, the consideration for the aforementioned rights and privileges is ReadiCharge’s provision of the App, Features, Website, and the functions therein. You acknowledge and agree that such consideration is of good and sufficient value, and is received by You by virtue of You using the App, Features, or Website.
You and Your current or former owners, directors, managers, employees, agents, and family members are expressly prohibited from purchasing ReadiCharge goods or services for Customers, or reimbursing Customers for the same. In addition, individuals affiliated with You, including, without limitation, current or former owners, current or former employees or officers, family members, or current or former partners, investors, managers, or directors (collectively, the “Affiliated Persons”) may not submit Customer Content concerning Yourself. You hereby acknowledge and agree that, to the extent an Affiliated Person has submitted or posted any Customer Content concerning Yourself, or any company or person competitive to You, ReadiCharge may immediately remove such Content without notice to You, and without recourse against ReadiCharge.
You agree not to use, or cause any robot, bot, spider, other automatic device, computer program routine, or manual process to monitor, duplicate, take, obtain, transfer, modify, use, reproduce, aggregate, or copy ReadiCharge, any Customer Content, any Customer profiles, Installer Content, Installer profiles, or any other content contained on the App, Website, or any other publication of ReadiCharge. You shall not use, or cause any device, software, or routine to interfere, or attempt to interfere with, the functionality of the App, Features, or Website.
You agree to be bound by ReadiCharge’s Privacy Policy, as the same may be modified from time to time by ReadiCharge in its sole discretion. You agree that, to the extent you receive any information that can be used to distinguish or trace an individual’s identity, either alone or when combined with other personal or identifying information that is linked or linkable to a specific individual (“Personal Identifying Information” or “PII”) you are obligated to take reasonable steps to protect that information from any disclosure to third parties whatsoever. Moreover, You agree that you will not sell, trade, disclose, market, lease, rent, or commercialize any PII obtained through the App, Website, or this Agreement for any reason. Similarly, You agree to refrain from contacting Customers to offer or advertise additional services or products not offered through the App.
You acknowledge that the App and/or Website utilize one or more website analytic services, including, without limitation, recording mouse clicks, mouse movements, scrolling activity and text entered into the App and/or Website by users. ReadiCharge may use the information collected to improve the usability and other features of the App and/or Website.
You acknowledge that ReadiCharge will use Your telephone numbers, email addresses, and facsimile numbers to contact You with information regarding ReadiCharge and installation projects. ReadiCharge agrees not to sell, trade, rent, or share such information with any third parties. By providing a wireless phone number to ReadiCharge, You agree that ReadiCharge may call or send text messages to the wireless phone number for any purpose, including marketing purposes, using all methods now known and discovered in the future, including, but not limited to, auto-dialers, pre-recordings, and general telemarketing practices. You agree that ReadiCharge may contact you regarding the products and/or services that You have previously purchased, and products and/or services that ReadiCharge may market to You in the future.
ReadiCharge is the owner, authorized user, and/or licensee of any trademark, service mark, logo, trade dress, or other content displayed on the App and/or Website, including, without limitation, the name “ReadiCharge” (hereinafter, “Intellectual Property”). ReadiCharge does not grant You any license or other authorization to copy or use its trademarks, service marks, copyrighted material, or other intellectual property, except as exclusively provided herein. Any use You make beyond, or outside the Limited License granted to You in this Agreement will constitute a violation of ReadiCharge’s rights, and may subject you to liability, damages, remedies, and/or sanctions.
You, acting on behalf of Your agents, heirs, executors, representatives, designees, spouse(s), successors, predecessors, attorneys, affiliates, and assigns, knowingly and voluntarily release and forever discharge ReadiCharge, and its current and former shareholders, owners, members, partners, directors, managers, officers, principals, employees, independent contractors, insurers, lenders, agents, heirs, executors, representatives, designees, predecessors, affiliates, divisions, attorneys, and assigns (“Releasees”) from any and all actions, causes of action, suits, debts, dues, sums of money, accounts, damages, judgments, claims, and demands whatsoever in law or in equity (“Claims”), which You might raise against ReadiCharge, based on any alleged acts, omissions, transactions, or occurrences whatsoever, from the effective date of this Agreement onward, and unequivocally waive the same, with the sole exception being Claims for breaches of this Agreement which may occur after the effective date. To be clear, You waive all Claims, aside from breach of contract, and conversely, agree that your rights to redress against ReadiCharge for any action or omission are limited to asserting causes of action sounding as breach(es) of contract.
In the event the foregoing release is held to be unenforceable or void for any reason, the Parties agree to stipulate to a new release with equal effect to the greatest extent permitted by law. You agree that You have been represented by counsel, or have had adequate opportunity to be represented by counsel, and make these waivers knowingly and voluntarily.
ReadiCharge reserves the right to exercise any rights or remedies which may be available to it if You breach or violate the terms and conditions of this Agreement. These remedies include, but are not limited to, (a) revocation of Your use of the App, Website, and all Features, and termination of this Agreement,
You understand and agree that damages resulting from Your breach of this Agreement are difficult, if not impossible, to calculate. Thus, You agree that if ReadiCharge pursues legal action to enforce the terms and conditions of this Agreement, You will be liable to pay ReadiCharge the amounts described below as liquidated damages. Furthermore, You agree that the following liquidated damages are reasonable estimates of ReadiCharge’s damages for the specified breaches of this Agreement and are not punitive in nature.
If You post Installer Content which violates this Agreement, You agree to promptly pay ReadiCharge One Thousand Dollars ($1,000) for each post in violation of this Agreement. If You exploit or commercialize
any Customer Content, any PII, or any other information contained on the App or Website, for any purpose, in a manner that violates this Agreement, You agree to pay Ten Thousand Dollars ($10,000) per instance.
If You use, or cause any robot, bot, spider, other automatic device, computer program, or any manual process to monitor, duplicate, take, aggregate, obtain, modify, use, reproduce, or copy any Customer Content, any PII, Installer Content, profiles, or any other content contained on the App or Website, or in any other ReadiCharge product or publication, You agree to pay One Thousand Dollars ($1,000) for each report, record, review, or other information that is monitored, duplicated, transferred, taken, obstructed, modified, used, reproduced, aggregated, or copied.
You agree that any breaches of the Licensing or Insurance and Bonding provisions stated herein shall result in liquidated damages to be paid by You in the amount of One Thousand Dollars ($1,000) per occurrence; and Ten Thousand Dollars ($10,000.00) for any three occurrences within one year.
You agree to pay the actual damages suffered by ReadiCharge to the extent such actual damages can be reasonably calculated to exceed the liquidated damages stated above.
Notwithstanding any other provision of this Agreement, ReadiCharge reserves the right to seek the remedy of specific performance of any term contained herein, or a preliminary or permanent injunction. You understand and agree that ReadiCharge’s choice to seek those remedies does not waive or diminish its rights to liquidated or actual damages.
You expressly understand and agree that ReadiCharge will not be liable for any indirect, incidental, special, punitive, compensatory, consequential, or exemplary damages whatsoever. Additionally, and without limitation to any other provision of this Agreement, you agree ReadiCharge will not be liable for any damages whatsoever resulting from: (a) termination of this Agreement and resulting inability to use the App, Features, or Website; (b) the cost of any goods and/or services purchased or obtained as a result of the use of the App, Features, or Website; (c) disclosure of, unauthorized access to, or alteration of Your information or Installer Content; (d) Installer Content you submit, receive, access, transmit, or otherwise convey through the App, Features, Website, or this Agreement; (e) statements or conduct of any Customer or other third party; (f) any failure of the App, Website or any Features to operate as intended or any failure of ReadiCharge to provide the services under this Agreement; (g) any other dealings or interactions You have with any other Installer (or any of their representatives or agents); (h) Your negligence with respect to any aspect of any installation project; (i) any intentional tort or action by You or any of Your personnel of any type whatsoever; or (j) any act or omission claimed according to respondeat superior or any other vicarious liability theory. These limitations shall apply to the fullest extent permitted by law, and shall be reformed and incorporated to the extent any part is considered void or enforceable.
TO THE EXTENT READICHARGE IS FOUND LIABLE FOR ANY CLAIM, CAUSE OF ACTION, OR DAMAGES RELATED TO THIS AGREEMENT, OR USE OF THE APP, FEATURES, OR WEBSITE, IN NO EVENT SHALL READICHARGE’S LIABILITY FOR DAMAGES EXCEED ONE THOUSAND DOLLARS ($1,000).
In some jurisdictions, limitations of liability are not permitted, or are abridged in some way. If, despite the choice of law provisions contained herein, this agreement is construed, interpreted, or adjudicated under the law of any jurisdiction which prohibits, restricts, or abridges the right to limit liability or damages, then this provision shall be severed from the agreement and reformed. You expressly agree to form a new provision which mirrors this provision to the extent permitted by law, and which severs only those portions which might be considered void or unenforceable.
You agree to indemnify and hold ReadiCharge and all Releasees harmless from any loss, liability, claim, or demand of any nature whatsoever, including attorneys’ fees and applicable costs, made by any Customer, or any third party, due to, or arising out of, Your use of ReadiCharge, the App, the Features, or the Website, or any services performed, or products installed, for any Customer.
ReadiCharge
2510 S Telegraph Rd, Ste L263
Bloomfield Hills, MI 48302
You agree that, regardless of any statute or law to the contrary, any claim, demand, or cause of action arising out of, or related to, your use of the App, Features, Website, or this Agreement shall be submitted to arbitration within one (1) year after such claim or cause of action arose or will forever be barred (the “Limitations Period”). Claims, demands, or causes of action shall be deemed to have arisen at the time that a reasonable person should have known of the facts giving rise to the same. Furthermore, You agree that You are required to provide notice of any potential claims to ReadiCharge within thirty (30) days of the claim arising, such that the parties can attempt Informal Negotiations in a timely fashion.
ReadiCharge does not waive any rights or Claims by failing or declining to enforce any of the terms or conditions of this Agreement against You. To the contrary, ReadiCharge reserves the right to raise a Claim or cause of action to enforce or preserve any rights created by this Agreement regardless of any prior course of action, or inaction, with respect to prior violations or breaches of the Agreement.
This Agreement shall be governed by, and construed in accordance with, the laws of the State of Michigan, without giving effect to any choice or conflict of law provision or rule (either of the State of Michigan or any other jurisdiction), with the sole exception being the need for ReadiCharge to obtain an injunction or writ to enforce this Agreement immediately, in which case ReadiCharge shall be permitted to utilize the law or courts of any jurisdiction to seek such relief. You agree that, by using the App or Website, You waive any objection to this provision, or to the application of Michigan law to any disputes or conflicts.
This Agreement shall be enforceable from the date You execute the same, and until it is terminated. ReadiCharge shall be permitted to terminate this Agreement at any time, for any reason; however it shall remain obligated to perform its payment obligations until such time as all payments earned at the time of termination are paid to You. Similarly, certain terms of this Agreement shall survive, as expressly stated herein, and therefore, will bind all parties indefinitely.
ReadiCharge shall be entitled to terminate this Agreement immediately based on any violation or breach giving rise to Liquidated Damages, as described herein. You are permitted to terminate this agreement upon thirty (30) days’ written notice to ReadiCharge. You acknowledge and agree that You are obligated to complete any installations scheduled at the time of termination, and to do so according to the terms of this Agreement. Similarly, You agree that, immediately upon termination, you will not use the App, Features, or Website to agree to any new jobs. To be clear, this provision does not prohibit You from performing installations after You give notice to ReadiCharge, which may be required in some circumstances. Rather, this provision prohibits You from accepting any new installations once You have provided notice of termination.
You agree to payment of ReadiCharge’s fees and costs, including attorney fees and expert witness fees, incurred in order to enforce the terms of this Agreement or seek damages or remedies for breaches or violations thereof. This obligation shall apply regardless of the method of enforcement or redress, whether formal or informal, and regardless of jurisdiction or venue.
In the event a court finds any provision in this Agreement to be invalid, void, or unenforceable, You agree to form a new provision which mirrors this provision to the extent permitted by law. You agree that, if the parties cannot form a new provision within fourteen (14) days, a court or arbiter should incorporate a similar provision that removes only those parts which are void or unenforceable, and otherwise which mirrors the original provision as closely as possible. Furthermore, You agree that all other provisions in the Agreement remain valid and enforceable.
ReadiCharge may modify or supplement the terms and conditions of this Agreement from time to time. Such modification(s) will be effective immediately upon being posted on the App and/or Website. You are responsible for reviewing this Agreement regularly. Your continued use of the App, Features, and/or Website after such modifications will be deemed to be Your conclusive acceptance of all modifications to this Agreement.
The App, Features, and/or Website may be subject to limitations, delays, and other problems inherent to the use of the internet and electronic communications (“Delays”). ReadiCharge is neither responsible nor liable for any difficulties, failures, or other damage resulting from such Delays. You agree
that ReadiCharge shall not be held liable for damages resulting from any such Delays, and expressly waive Your right to any claim, demand, or cause of action, including arbitration, resulting from any type of Delay.
You may not assign, sell, or transfer this Agreement to any third party. If You assign, or attempt to assign, this Agreement, such assignment or attempted assignment will be void and unenforceable.
The person agreeing to this Agreement and the terms and conditions on Your behalf hereby represents and warrants that he/she has the power and authority to bind You, and agrees that this Agreement constitutes a valid and binding agreement.
IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MUST NOT USE THE APP, FEATURES, OR WEBSITE. BY USING THE APP, FEATURES, OR WEBSITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, AND YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.
In the event this Agreement is terminated, certain provisions of this Agreement will continue to remain in effect, including, but not limited to: Customer and Installer Content; Intellectual Property; Breach of Contract and Liquidated Damages; Limitations of Liability, Indemnification; Release and Waiver; Arbitration; Governing Law; and Limitations Period.
© 2025 ReadiCharge, LLC. All Rights Reserved.