EVBox Subscription Terms
Last updated: August 23, 2019
Unless stated otherwise in the Platform, Subscriptions are offered and provisioned by EVBox B.V., a limited liability company under Dutch law, located at Fred. Roeskestraat 115, 1076 EE, in Amsterdam, registered in the trade register of the Chamber of Commerce in the Netherlands under number 32165082 and registered for VAT under number NL821785795B01. When the Terms mention “EVBox”, “we”, “us”, “our”, it refers to the relevant EVBox entity offering the Subscription services to you.
If EVBox at any given time does not enforce any clause of these Terms, this cannot be interpreted as a waiver to later rely on the said Terms.
In these Terms, capitalised terms shall have the meaning given to them in this clause 1 (Definitions) and as otherwise determined in these Terms, unless the context requires otherwise:
"Application" means EVBox’s user interfaces through which the Subscription can be accessed;
"Business Days" means every day except Saturdays, Sundays and official public holidays in the country of the relevant EVBox entity offering the Subscription services to you;
"Charging Station" means a facility, including all associated and underlying installations, through which electric energy is delivered for the purpose of electric vehicle charging;
“Consumer” is a term interpreted according to the applicable law determined in clause 14.2 of these Terms;
“Documentation” means all documents or information provided by EVBox to you under these Terms in relation to the Subscription service, including user guide and manuals;
"Error" means any material, verifiable and reproducible failure of the Platform or Products to conform in all material respects to features and functions as described in the Documentation (specifically excluding any nonconformity resulting from Misuse);
"EVBox Network" means the collection of all Charging Stations accessible with the Token;
"Intellectual Property Rights" means
(a) patents, utility models, right to inventions, copyright and related rights (including software rights), goodwill, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), database rights, design rights, trademarks and service marks, business names and domain names; semiconductor topography rights;
(b) all registrations or applications to register and the right to apply for and be granted registration, renewal or extension of, and right to claim priority from, any of these rights; and
(c) all equivalent or similar rights or forms of protection;
(d) together with all rights of action, powers and benefits arising from ownership of any such rights;
“Misuse” shall mean any use of the Subscription otherwise than in accordance with the Terms, the Documentation or any other instructions provided by EVBox and/or applicable laws;
"Party/Parties" means EVBox and/or you, as applicable;
"Platform" means the charging management solution offered by EVBox, including any modifications, enhancements, additions, extensions, translations and derivative works, programming code and other associated technologies related thereto;
"Subscription" means the service, whereby EVBox grants you access to functionalities of the Platform for a Charging Station and/or Token, as described in the Documentation;
"Token" means the card, key ring, digital ID or any other means provided by EVBox by which you can identify yourself at a Charging Station;
"Updates" means updates, enhancements, improvements to and translations of the Platform, any of the related services, and new features or versions;
"Workaround" means a suggested set of actions or recommendations intended, when properly implemented, to correct an Error in the Subscription service, including the Platform, and/or to restore its functionality or to provide equivalent or similar, but not inferior, functionality.
2. SCOPE OF SUBSCRIPTION SERVICE
2.2 Related to a Charging Station. On our Platform dashboard you can activate your Charging Station to manage your Charging Station and track all charging sessions. If you have a business account and depending on the applicable laws, when activating your Charging Station, you may activate it for guest use by other end-users and set a chargeable rate for such guest use. Different subscription plans may be available. Fees may apply and will be communicated to you prior to entering into any Subscription.
3. OUR OBLIGATIONS
3.1 EVBox will use reasonable care and skill with respect to the provision of the Subscription service.
3.2 EVBox reserves the right to make any reasonable changes to the specifications or settings of the Platform, Applications and/or payable Subscription service. Additionally, EVBox has the right to make any changes to all free of charge Subscription services.
3.3 EVBox has the right to monitor the use of the Platform, Application and/or Subscription service, and to verify whether such use is in compliance with these Terms.
3.4 EVBox has the right to involve its affiliates or subcontractors in the performance of the services described in these Terms, if this is necessary for the good performance thereof. You agree that we can share any relevant data provided by you hereto with such party.
4. LIMITED WARRANTY
4.1 EVBox warrants that the Platform will perform substantially in accordance with the Documentation and will undertake reasonable efforts to provide support and maintenance services to this end as provided in clause 5 (Support, repair, maintenance and updates) below.
4.2 Although EVBox will use reasonable efforts to allow internet access to the Platform, we can make no guarantee that you will be able to access the Platform at any given time, that your access will be uninterrupted or that the Platform (and any features thereof) will always be fully available and functional.
4.3 Other than as provided in this clause and to the maximum extent permitted under applicable law, the Subscription services are provided “AS IS” and EVBox makes no representations or warranties, express or implied, of any kind whatsoever (including, without limitation, satisfactory quality, fitness for a particular purpose, custom or usage in trade). In particular, EVBox does not guarantee that the Subscription services shall be without Errors and shall function without interruption. EVBox further makes no representations or warranties regarding, without limitation, the security, integrity, efficiency or capabilities of the Platform. EVBox may not be able to respond to or resolve all your queries and makes no guarantees or assurances to that extent.
5. SUPPORT, REPAIR, MAINTENANCE AND UPDATES
5.1 You can contact the EVBox support centre to report any Error and ask questions about the operation of the Platform at the telephone number (on Business Days between 9 and 18h CET) or the e-mail address as provided on the EVBox website.
5.2 EVBox will use reasonable efforts to repair Errors in the Platform, to the extent possible, within a reasonable time. EVBox is entitled to apply problem avoiding restrictions and/or Workarounds, as well as postpone repair until an Update is issued.
5.3 EVBox has the right to suspend access to the Platform due to scheduled downtime for maintenance purposes and unscheduled maintenance.
5.4 In our own full discretion and according to our own timetable (although preferably during planned maintenance), EVBox may issue Updates to the Platform. You only have access to the latest version of the Platform. EVBox reserves the right, when issuing an Update to the Platform, to remove any existing feature or functionality and you have no right to demand those features or functionalities to be supported by EVBox. Where such removal would have a material impact on your Subscription, EVBox will inform you thereof reasonably in advance but no later than thirty (30) days prior to implementing the Update unless where such notice would be impossible or impractical due in particular but not exclusively to legal or security requirements or performance related issues.
6.1 If you are a business user. All fees for the Subscription are set in the currency as stated in the Platform and are exclusive of VAT and other applicable taxes and contributions. EVBox reserves the right to (i) index the fees for Subscription on annual basis with effect from anniversary of the Subscription based on the Services producer price index (SPPI) of the quarter preceding the anniversary; and (ii) increase the fees upon renewal of the Subscription.
6.2 If you are a Consumer. All fees for the Subscription are set in the currency as stated in the Platform and are inclusive of VAT, but exclusive of other applicable taxes and contributions. EVBox reserves the right to index the fees for Subscription on annual basis with effect from anniversary of the Subscription based on the Consumer Price Index on March 1 of the applicable jurisdiction (see clause 14.2 of these Terms). EVBox shall only index its fees if you have signed up for a payable Service more than three (3) months prior to the indexation date.
7.1 EVBox will at activation automatically charge your selected payment method (such as your credit card or debit card) for any payable Subscription service, including any applicable taxes, if not otherwise agreed. If we cannot charge your payment method for any reason (such as expiration or insufficient funds), you remain responsible for any uncollected amounts, and we will attempt to charge the payment method as you may update your payment method information.
7.2 If no automatic payment is agreed and unless otherwise agreed, payment of the Subscription services is to take place within a payment term of thirty (30) days from the invoice date. If you do not agree with the invoice, you must notify EVBox in writing within the payment term, giving the reasons for your objections.
7.3 If you are a business user. If you do not pay within the agreed payment term, you are automatically in default and EVBox shall be entitled to:
(a) without requirement of a notice of default, as from the due date until the moment of full payment, payment of an interest of 1% per (part of a) month on the outstanding amount with a minimum of EUR 40 (forty euro), or an equivalent amount in the agreed currency;
(b) recovery of all judicial costs and extrajudicial collection costs incurred by EVBox in order to achieve fulfilment of the obligation. The extrajudicial collection costs amount to 15% of the outstanding invoice amount, with a minimum of EUR 40 (forty euro), or an equivalent amount in the agreed currency;
(c) at EVBox’s option, suspend, terminate or rescind the execution of the Subscription, without prejudice to the right of EVBox to recover/claim any incurred damages;
(d) prompt payment of any amounts under any invoice issued by EVBox, whether or not such invoices are due at the time of non-payment.
7.4 If you are a consumer. If you do not pay within the agreed payment term, EVBox will send you a reminder. If you do not pay within the term as set in the reminder, you are automatically in default and EVBox shall be entitled to collect the statutory legal interest rate as well as debt collection costs. EVBox is then also entitled to suspend the provision of the Subscription until full payment is received, or to terminate or rescind the Subscription if such is reasonable. If we suspend the provision of the Subscription service, you remain obligated to pay the full price for the agreed Subscription.
7.5 In addition to the previous clauses, EVBox is at all times entitled to demand security from you for the proper and timely fulfilment of your payment obligations.
8. YOUR OBLIGATIONS
8.1 You agree to:
(a) pay all the fees related to the Subscription services, including but not limited to Subscription fees and fees for charging your electric vehicle at a Charging Station;
(b) provide EVBox with such information and materials as we may reasonably require in order to supply the Subscription and ensure that such information is complete, accurate and correct;
(c) provide all reasonable assistance and information required in order to respond and/or resolve an incident, problem and/or Error discovered by or reported to EVBox;
(d) inform EVBox immediately upon becoming aware of any facts and circumstances which may impact the proper performance by EVBox in providing the Subscription;
(e) comply with all laws and regulations that are applicable to your use of the Subscription service;
(f) observe any and all policies and rules of the owner of the Charging Station and/or the property where the Charging Station is located; and
(g) not gain access or use the Platform/Application in a way intended to avoid incurring fees, if fees are applicable.
8.2 In the event of breach of any obligation set out in this clause 8:
(a) you shall, within the shortest term possible after becoming aware of it, notify us and shall, without prejudice to our other rights and remedies, assist us, at your own cost and expense, in any way we see fit to remedy such breach and/or to limit its consequences; and/or
(b) you shall bear exclusively any costs and losses directly or indirectly arising thereof and reimburse us on written demand for such costs or losses sustained or incurred by us or any of our partners.
9. RIGHT OF WITHDRAWAL
THIS CLAUSE 9 ONLY APPLIES TO CONSUMERS.
9.1 The Subscription services are regarded as a distance contract (“Distance Contract”), which means a contract concluded in the context of an organised system for distance selling or servicing without simultaneous physical presence of EVBox and you and where, up to and including the moment when the Distance Contract is concluded, only on or more techniques for distance communication is used;
9.2 You have the right to withdraw (“Right of Withdrawal”) from the Distance Contract within 14 days, commencing on the day the Subscription was concluded (“Withdrawal Period”).
9.3 You agree with that the Right of Withdrawal prematurely lapses after full completion of these Terms to provide the Subscription.
9.4 If you wish to exercise the Right of Withdrawal, you are required to inform us using the model form annexed to these Terms within the Withdrawal Period. We shall confirm your confirmation of receipt of withdrawal without delay by email if you have declared withdrawal via electronic means.
9.5 If you exercise the Right of Withdrawal, you shall owe EVBox a sum of money that is equivalent to that proportion of the Subscription services that EVBox has fulfilled at the moment of withdrawal, in comparison with fulfilling the Subscription services entirely. EVBox shall reimburse any money owed to you no later than fourteen (14) days after the day on which you reported the withdrawal. EVBox will use the same payment method that was initially used by you, unless you agree to another method.
10. TERM AND TERMINATION
10.1 If you are a business user. Any Subscription is concluded for an initial term of one (1) year from activation of the Subscription. After this initial term, the Subscription is continuously renewed for that same period, unless you notify EVBox that you do not wish to renew the Subscription sixty (60) days prior to the end of the term.
If you are a Consumer. Any Subscription is concluded for an initial term of one (1) year from activation of the Subscription. After this initial term, the Subscription is extended for an indefinite period and you may terminate the Subscription giving us a one (1) month notice that you wish to stop using the Subscription service, unless you have agreed to renew the Subscription services with another year.
10.2 If you fail, or EVBox has reasonable grounds to suspect that you fail to comply with any of the provisions of these Terms, EVBox may, without notice to you, suspend the provision of or terminate the Subscription service. The following examples of events shall be considered as a breach by you upon which EVBox can suspend and/or terminate the Subscription service: (a) any form of Misuse of the Platform, Application or Subscription; (b) any infringements on EVBox's Intellectual Property Rights; (c) any non-compliance with payment obligations.
10.3 In the event you do not agree to material changes to the services as set out in clause 3.2 of these Terms, you will be entitled to terminate the Subscription taking into account a 30 (thirty) days written notice period.
10.4 After termination of the Subscription, any outstanding amounts up to the termination date payable by you are due immediately.
11. INTELLECTUAL PROPERTY
11.1 EVBox (and its licensors, where applicable) owns all right, title and interest, including all Intellectual Property Rights in and to the Subscription service, including the Platform, Token and Application, as well as the processed (electronical) data.
11.2 These Terms does not convey to you any rights of ownership in or related to the Subscription service, or any other Intellectual Property Right owned by EVBox (or its licensors, where applicable) except as explicitly provided in these Terms, in which case the right of use shall in any case be revocable, non-exclusive, non-transferable and non-sublicensable.
11.3 You agree that you will not use the Intellectual Property Rights or any of EVBox’s proprietary information in any way whatsoever, except for use of the Subscription services and the Platform in compliance with these Terms. In particular you shall not:
(a) modify, rent, loan, sell, distribute, assign or in any other way transfer the Subscription services or content in any manner, unless expressly permitted by these Terms;
(b) exploit the Subscription services or the Platform in any manner not expressly authorised;
(c) copy, reproduce, translate, adapt, modify, alter, temper with or make derivative works of all or any part of the Subscription services or the Platform;
(d) remove, change or otherwise use our logos and trademarks, unless agreed otherwise.
12. PERSONAL DATA
13.1 Except in case of EVBox’s fraud, gross negligence or wilful misconduct, and to the extent allowed by law, EVBox’s liability for a breach of its obligations under these Terms is limited to compensation of proven direct damages that were reasonably foreseeable in accordance with the following principles, which apply cumulatively:
(a) EVBox is not liable for any indirect damage and/or consequential damage, such as but not limited to loss of profit, loss of business, loss of goodwill, loss of income, loss of revenue, loss of anticipated savings, loss of opportunity, claims of logistic service providers or other third parties, damage as a result of loss and/or corruption of data, loss of goodwill and reputational damage.
(b) EVBox is not liable for any damages or costs of you or third parties as a result of your violation of your obligations under these Terms.
(c) EVBox is not liable for damages due to problems in the Subscription services caused by your Misuse, the alteration or modification of the Subscription services, problems arising out of the malfunction of hardware, network services (whether or not internally with you), firewalls, or Errors caused by third party software or hardware or other infrastructure, or the configuration of such items.
14. GOVERNING LAW AND JURISDICTION
14.1 If you are a business user. These Terms are governed and construed in accordance with the laws of the country where the EVBox office who provides the Subscription services is located. The competent court of the place where the EVBox office is located has exclusive jurisdiction and venue over any dispute arising out of or relating to these Terms.
14.2 If you are a Consumer. These terms are governed and construed in accordance with the laws of the country where you have your habitual residence. You, as well as EVBox, have the right to bring any dispute before the competent court according to applicable law.
15. GENERAL PROVISIONS
15.1 EVBox may decide to transfer part or whole of the rights and obligations under these Terms to a third party. In such we shall inform you through e-mail and/or the Platform. If you do not wish to continue using the Subscription service, then you must send a termination notice in accordance with clause 9.4 of these Terms.
15.2 You are not allowed to transfer all or any of your rights and obligations under these Terms to a third party without the prior written consent of EVBox.
15.3 If any provision of these Terms is or becomes illegal, invalid or unenforceable, in any respect it shall not affect or impair the legality, validity or enforceability of any other provision of these Terms; and if such provision would be legal, valid or enforceable to the extent some part of it were deleted, such provision shall apply with the minimum modifications necessary to make it legal, valid or enforceable.
You can only use the Right of Withdrawal if you are a consumer under the laws of the country where you have your habitual residency.