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Terms Of Service

Please read these Terms of Use (the “Terms”) for services offered by HEVO Inc., Inc. (“HEVO”, “We”, or “Us”) through www.hevopower.com (the “Website”) and any software applications (each an “Application”) (the Website, Applications, and any access through Third Party Sites are, collectively, the “Services”), carefully before using the Services.

THESE TERMS CREATE A BINDING LEGAL CONTRACT BETWEEN THE USER AND HEVO. By using the Services, you the User acknowledges and accepts these terms and conditions. HEVO reserves the right to change these terms from time to time at its sole discretion. Any revisions to the Terms are effective upon posting. The Terms will be identified as of the most recent date of revision. Users should visit this page regularly to ensure continued acceptance of these Terms. Continued use of the Services after any revision to these Terms constitutes binding acceptance of the revised Terms.

The Services offered by HEVO enable Users to: browse and reserve HEVO’s electric vehicle charging locations in the United States, receive electric vehicle performance analytics, electric vehicle parking alignment, and similar tools. Users sign up for HEVO’s Services to provide electricity to recharge an electric vehicle’s battery.

1. GENERAL

1.1. Users understand and agree that these Terms are entered into in consideration of their use of the Services and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged.

1.2. The Services are new and subject to change at any time. HEVO is continually looking to improve the Services but if Users are at any time dissatisfied with the Services, then the sole remedy is to discontinue use of the Services. User comments are important to us we kindly ask for feedback. Please send an e-mail at support@teamhevo.com to express your concerns.

2. USE OF THE SERVICES

2.1. HEVO may provide the Services through the Website and Applications, or other channels owned or operated by or on behalf of HEVO. The Services may occasionally require that Users agree to additional terms and conditions in order to use the Services, including those of Third Party Sites. Any terms and conditions required by HEVO for use of any portion of the Services offered by HEVO (but not those of any Third Party Site) will, unless otherwise expressly stated in such terms, supersede these Terms in the event of a conflict only as to the services with respect to which those terms relate. Such additional terms and conditions (if any) (but not those of any Third Party Site), are hereby incorporated into and made a part of these Terms by reference. Users may also be subject to the terms of use of any Third Party Sites and are solely responsible for acceptance of and compliance with such terms. Users should review the terms of use and privacy policies of Third Party Sites before using such Third Party Sites.

3. CHILDREN

3.1. The Services are not directed at persons under 16. Further, and consistent with the United States Children’s Online Privacy Protection Act of 1998 (COPPA),HEVO will never knowingly request personal information from anyone under the age of 16 without requiring parental consent as more fully set forth in HEVO’s Privacy Policy at http://www.hevopower.com/privacy. By using the Services, Users affirm that they are at least 16 years of age. If a User is under the age of 16, it must not use or access the Services.

4. VIOLATION OF THESE SERVICES

4.1. Users are prohibited from violating, or attempting to violate, the security of the Services. Any such violations may result in the termination of User privileges in using the Services, at HEVO’s sole discretion. In the case of any violation of these terms, HEVO reserves the right to seek all remedies available by law and in equity for such violations. HEVO reserves the right to investigate any alleged or suspected violations and, if a criminal violation is suspected, refer such suspected violation to the appropriate law enforcement agencies and cooperate fully with such investigations, including, but not limited to, the disclosure of any or all of your activities on or related to the Services.

5. REGISTRATION

5.1. In order to use the Services Users will have to register for an account on the Services. Users may be required to provide HEVO with certain personal information, which may include, but is not limited to, one’s name, birth date, e-mail address, and payment information. This information will be held and used in accordance with HEVO’s Privacy Policy. Users are responsible for maintaining the confidentiality of your log-in credentials in order to use the Services, and are fully responsible for all activities that occur through the use of your credentials. Users agree to notify HEVO immediately of any unauthorized use of log-in credentials or any other breach of security with respect to their account. HEVO will not be liable for any loss or damage arising from unauthorized use of User credentials prior to Users notifying HEVO of such unauthorized use or loss of credentials.

5.2. Users agree to provide true, accurate, current, and complete information about themselves as requested in any registration forms required by HEVO. Users also agree to update the information about themselves promptly, and as necessary, to keep it current and accurate. If messages sent to e-mail addresses provided by Users are returned as undeliverable, HEVO reserves the right to terminate a User’s account immediately with or without notice and without any liability to Users or any third party.

5.3. If Users use or open/register an account on the Services on behalf of a company, entity or organization (each a “Subscribing Entity”), then said Users represent and warrant that they: (a) are an authorized representative of that Subscribing Entity with the authority to bind such entity to these Terms and (b) agree to be bound by these Terms on behalf of such Subscribing Entity.

6. FEES AND PAYMENT

6.1. Refunds. All fees relating to the Services that have already been provided to the User, including any fees charged for access to the Services are final and nonrefundable. However, may provide a refund, pro-rated, for Services that have not been provided to the User.

6.2. Method of Payment. Users agree to pay for all services that are purchased through the Service and further agree that HEVO may charge a User’s selected payment method for any such payments. HEVO accepts payments through payment methods detailed on the applicable payment screen, which may include various credit cards and PayPal. Users may be asked to provide HEVO with a credit card number from a card issuer that we accept in order to activate and/or pay for any fees related to the Service. HEVO may seek pre-authorization of a User’s credit card account prior to a purchase to verify the credit card is valid and/or has the necessary funds or credit available to cover your purchase. These pre-authorizations will reduce the account’s available balance by the authorization amount until it is released or reconciled with the actual charge. Users should contact their card issuer if there are additional questions regarding when an authorization amount will be removed from the account statement. Charges occur within a reasonable time of the transaction or shortly thereafter, and multiple charges during the same period may be aggregated together. HEVO does not accept payment forms other than those specified on the applicable payment screen.

6.3 Taxes. Users are responsible for paying any governmental taxes imposed on the use of the Services, including, but not limited to, sales, use or value-added taxes. To the extent HEVO is obligated to collect such taxes, the applicable tax will be added to a User’s billing account.

6.4. Disputed Charges. USERS AGREE TO SUBMIT ANY DISPUTES REGARDING ANY CHARGE TO THEIR ACCOUNT IN WRITING TO HEVO WITHIN THIRTY (30) DAYS OF SUCH CHARGE, OTHERWISE SUCH DISPUTE WILL BE WAIVED AND SUCH CHARGE WILL BE FINAL AND NOT SUBJECT TO CHALLENGE.

7. PROHIBITED ACTIVITIES

7.1. Users agree not to:

– Use the Services if a User is under 18;
– Share a User password, let anyone else access a User’s account, transfer an account or do anything else that might jeopardize the security of a User’s account;
– Solicit or attempt to solicit personal information from other Users of the Services;
– Restrict, discourage or inhibit any person from using the Services, disclose personal information about a third person on the Services or obtained from the Services without the consent of such person or collect information about Users of the Services;
– Use the Service, without HEVO’s express written consent, for any commercial purpose, including, communicating or facilitating any commercial advertisement or solicitation;
– Gain unauthorized access to the Services, to other users’ accounts, names or personally identifiable information, or to other computers or websites connected or linked to the Services;
– Post, transmit or otherwise make available any virus, worm, spyware or any other computer code, file or program that may or is intended to damage or hijack the operation of any hardware, software or telecommunications equipment, or any other aspect of the Services or communications equipment and computers connected to the Services;
– Remove, disable, damage, circumvent or otherwise interfere with any security-related features of the Services, features that prevent or restrict the use or copying of any part of the Services or any content on the Services, or features that enforce limitations on the use of the Services or any content on the Services;
– Use any scraper, spider, cheats, exploits, robots or other automated means of any kind to access, modify or interfere with the Services, or harvest or manipulate data, except and solely to the extent permitted by these Terms and the features of the Services, deep-link to any feature or content on the Services, bypass any robot exclusion headers or other measures we may use to prevent or restrict access to the Services;
– Create a false identify or impersonate another person or entity in any way;
– Provide any false personal information or create an account for anyone other than the User itself without permission;
– Create more than one personal profile;
– Create another account without HEVO’s express written permission, if HEVO previously disabled your account;
– Upload or otherwise transmit to or through the Services any information or content that infringes any patent, trademark, trade secret, copyright or other rights of any party (including rights of privacy or publicity, including by incorporating any such material in User Materials;
– Undertake, cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of any aspect of the Services or any part thereof, or attempt to do any of the foregoing, except and solely to the extent permitted by these Terms, the authorized features of the Services, or by law, or otherwise attempt to use or access any portion of the Services other than as intended by HEVO;
– Reproduce, distribute, publicly display, publicly perform, sell, trade, resell or exploit any portion of the Services, use of the Services, access to the Services or content obtained through the Services, for any purpose other than expressly permitted by these Terms, including, by way of example and not limitation, by doing or engaging in any of the following without HEVO’s express written consent:
– Framing, embedding and/or passing off User Materials obtained from the Services in such a manner as to present them as originating from a source other than the Services;
– Copying, caching or reformatting any User Materials for commercial purposes in any manner whatsoever, whether by copying to physical or electronic media for purposes of buffering delivery or converting transmissions from the Service to alternative delivery formats;
– Altering, defacing, mutilating or otherwise bypassing any approved software through which the Services are made available; and
– Using any trademarks, service marks, design marks, logos, photographs or other content belonging to HEVO or obtained from the Services.
– Interfering with or disrupting the Services, networks or servers connected to the Services or violate the regulations, policies or procedures of such networks or servers;
– Violate any applicable federal, state or local laws or regulations or these Terms; and
– Assist or permit any persons in engaging in any of the activities described above.

8. DISCLAIMER OF CERTAIN MATERIALS

8.1. UNDER NO CIRCUMSTANCES WILL HEVO BE LIABLE IN ANY WAY FOR OR IN CONNECTION WITH ANY PRODUCTS, PHOTOGRAPHS, ARTWORK, MESSAGES, AND AUDIO CONTENT, INCLUDING, BUT NOT LIMITED TO, FOR ANY INACCURACIES, ERRORS OR OMISSIONS, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY PRODUCTS, PHOTOGRAPHS, SKETCHINGS, ARTWORK, MESSAGES, AND AUDIO CONTENT, EMAILED, UPLOADED OR OTHERWISE DISPLAYED, PERFORMED OR TRANSMITTED VIA THE SERVICES. BY ACCESSING OR USING ANY PRODUCTS, PHOTOGRAPHS, SKETCHINGS, ARTWORK, MESSAGES, AND AUDIO CONTENT, AND USER MATERIALS TRANSMITTED ON OR THROUGH THE SERVICES, USERS WAIVE ANY AND ALL CLAIMS AGAINST HEVO THAT MAY HAVE ARISEN OUT OF OR RELATING TO SUCH PRODUCTS, PHOTOGRAPHS, SKETCHINGS, ARTWORK, MESSAGES, AND AUDIO CONTENT.

9. INTELLECTUAL PROPERTY RIGHTS

9.1. Generally. The content made available on or through the Services, including without limitation, any text, software, graphics, photos, sounds, videos and interactive features may be protected by copyright or other intellectual property rights and owned by HEVO or third party licensors of HEVO. No material made available on or through the Services may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way without written permission of the copyright owner. Modification of materials obtained from the Services for any other purpose, including, without limitation, any commercial purpose, is a violation of the copyrights and other proprietary rights of HEVO or its licensors, unless one has obtained express written authorization to the contrary. All design rights, databases and compilations and other intellectual property rights, in each case whether registered or unregistered, and related goodwill are proprietary to HEVO.

9.2. Trademarks. All trademarks, service marks, logos and trade names on the Services, whether registered or unregistered, are proprietary to HEVO or to other companies where so indicated. Users may not reproduce, download or otherwise use any such trademarks, service marks, logos or trade names without the prior written consent of the appropriate owner thereof.

9.3. No Implied Rights. There are no implied licenses granted in these Terms.

10. LINKS TO THIRD PARTY SITES

10.1. As Users engage the Services they may notice links to Third Party Sites. These links are for convenience only. If Users use these links, they will leave the Services. Certain of these Third Party Sites may make use of HEVO’s proprietary intellectual property rights (such as copyrights, trademarks, service marks, logos and trade names) under license from HEVO. HEVO is not responsible for the availability or content of these Third Party Sites or for any viruses or other damaging elements encountered in linking to a Third Party Site, whether or not HEVO is affiliated with the owners of such Third Party Sites. In addition, the provisioning of these links to Third Party Sites is not an endorsement or approval by HEVO of the organizations sponsoring such Third Party Sites or their products or services. These Terms do not apply to Third Party Sites, and Users should review applicable terms and policies, including any relevant privacy policies, associated with any Third Party Sites, applications, software or services.

10.2. USERS AGREE THAT HEVO WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS THE RESULT OF ANY SUCH DEALINGS THEY MAY HAVE ON OR THROUGH A THIRD PARTY SITE OR AS THE RESULT OF THE PRESENCE OF ANY THIRD PARTY ADVERTISING ON THE SERVICES.

11. INDEMNITY

11.1 Users agree to indemnify, defend, and hold harmless HEVO and its parent, subsidiaries, affiliates, investors, sublicensees or any related companies, licensors and suppliers, and their respective directors, officers, employees, agents, representatives, contractors, and assigns and other HEVO Users from all damages, injuries, liabilities, costs, fees and expenses (including, but not limited to, attorneys’ fees and court costs) arising from or in any way related to: (a) the use or misuse of the Services; (b) any breach or other violation of these Terms, including any representations, warranties and covenants herein; or (c) the violation of the rights of any other person or entity, including, but not limited to, claims that infringe or violate any third-party intellectual property rights or other proprietary rights, Notwithstanding the foregoing, HEVO reserves the right, at the User’s expense, to assume the exclusive defense and control of any matter for which Users are required to indemnify HEVO if HEVO, in its reasonable discretion, concludes that said User is not adequately protecting HEVO’s interests or is incapable of protecting HEVO’s interests, and said User agrees to cooperate with HEVO’s defense of these claims. Users agree not to settle any matter without the prior written consent from HEVO and HEVO will use reasonable efforts to notify Users of any such claim, action or proceeding upon becoming aware of it.

12. DISCLAIMERS

12.1. THE SERVICES, AND ANY THIRD-PARTY CONTENT, SOFTWARE, SERVICES OR APPLICATIONS MADE AVAILABLE ON OR THROUGH OR IN RELATION TO THE SERVICES, ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE,” “WITH ALL FAULTS” BASIS WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW,HEVO AND ITS AFFILIATES, PARTNERS, LICENSORS, AND SUPPLIERS HEREBY DISCLAIM ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM HEVO, AN EMPLOYEE OR REPRESENTATIVE OFHEVO OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. HEVO AND ITS AFFILIATES, PARTNERS, LICENSORS, AND SUPPLIERS DO NOT WARRANT THAT THE SERVICES OR ANY PART THEREOF, OR ANY PRODUCTS OR CONTENT OFFERED THROUGH THE SERVICES, WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.

USERS UNDERSTAND AND AGREE THAT THEY USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, OR DATA THROUGH THE SERVICES OR ANY ASSOCIATED SITES OR APPLICATIONS AT THEIR OWN DISCRETION AND RISK AND THAT THEY WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO THEIR PROPERTY (INCLUDING THE COMPUTER SYSTEM USED IN CONNECTION WITH THE SERVICES) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.

13. LIMITATION OF LIABILITY

13.1. IN NO EVENT WILL HEVO OR ITS OFFICERS, DIRECTORS, LICENSORS OR SUPPLIERS BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, SPECIAL OR OTHER CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH: (A) THE USE OR ACCESS OF OR INABILITY TO USE OR ACCESS THE SERVICES; (B) ANY PRODUCTS ADVERTISED, PROMOTED OR DISPLAYED ON THE SERVICES; AND (C) CONTENT MADE AVAILABLE THROUGH THE SERVICES, IN EACH INSTANCE, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, OR OTHERWISE, WHETHER BASED IN TORT, CONTRACT OR OTHER LEGAL THEORY, EVEN IFHEVO Inc. OR ITS LICENSORS OR SUPPLIERS ARE EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL HEVO OR ITS LICENSORS OR SUPPLIERS BE LIABLE IN THE AGGREGATE FOR ANY DAMAGES INCURRED BY USERS THAT EXCEED THE GREATER OF (A) ONE HUNDRED DOLLARS OR (B) THE AMOUNT OF FEES USERS HAVE PAID HEVO IN THE ONE HUNDRED EIGHTY (180) DAYS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY.

14. LIMITATIONS; BASIS OF THE BARGAIN

14.1. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO ALL USERS. IN SUCH CASES, USERS AGREE THAT BECAUSE SUCH WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN USERS AND HEVO, AND ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN USERS AND HEVO, HEVO’S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. USERS UNDERSTAND AND AGREE THAT HEVO WILL NOT BE ABLE TO OFFER THE SERVICES TO YOU ON AN ECONOMICALLY FEASIBLE BASIS WITHOUT THESE LIMITATIONS.

15. TERM AND TERMINATION

15.1. These Terms, as amended, will be effective commencing with a User’s first use or registration of the Services and will remain in full force and effect throughout your use of the Services.

15.2. HEVO may terminate a User’s use of the Services or any of the features or Services at any time and for any reason, with or without notice, for conduct violating these Terms or upon HEVO’s sole determination. Users hereby agree to HEVO’s broad right of termination. Users agree that if their use of the Services is terminated pursuant to these Terms, Users will not attempt to use the Services under any name, real or assumed, and further agree that if they violate this restriction after being terminated, they will indemnify and hold HEVO harmless from any and all liability that may be incurred. Upon HEVO’s termination of a User’s use of the Services, HEVO may delete any of a User’s User Materials available on or through the Services and terminate said User’s access to its User Materials if those materials remain on the Service, without any liability to the User.

15.3. Users are free to terminate their use of the Services at any time by choosing to simply stop visiting or using any aspect of the Services. If a User wishes to terminate its account on the Services, it may do so by sending an e-mail to support@teamhevo.com or using any other account termination functionality that may be offered through the Services.

16. PRIVACY

16.1. Use of the Services is governed by HEVO’s Privacy Policy at http://www.hevopower.com/privacypolicy which is hereby incorporated into these Terms by reference.

17. JURISDICTIONAL ISSUES

17.1. The Site and the Services are controlled and operated by HEVO from its offices within the State of New York. HEVO makes no representation that materials on the Services are appropriate or available for use in other locations. Those who choose to access or use the Services from other locations, including from outside the United States of America, do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. Access to the Services from jurisdictions where the contents or practices of the Services are illegal, unauthorized or penalized is strictly prohibited.

18. DISPUTE RESOLUTION

18.1. ALL USERS AND HEVO AND EACH OF ITS RESPECTIVE SUBSIDIARIES, AFFILIATES, PREDECESSORS IN INTEREST, SUCCESSORS, AND PERMITTED ASSIGNS AGREE TO ARBITRATION (EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT), AS THE EXCLUSIVE FORM OF DISPUTE RESOLUTION EXCEPT AS PROVIDED FOR BELOW, FOR ALL DISPUTES AND CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SERVICES. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Please visit www.adr.org for more information about arbitration.

Commencing Arbitration. A party who intends to seek arbitration (the “Party”) must first send to the other, by certified mail, a written notice of intent to arbitrate (a “Notice”), or, in the absence of a mailing address provided by the Party to HEVO, or to the Party via any other method available to HEVO including via e-mail. Any Notice to HEVO should be addressed to: HEVO INC., 15 Metrotech Center, c/o Urban Future Labs, Fl. 19, Brooklyn, NY 11201, Attn: General Counsel

The Notice must (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought (the “Demand”). If the parties do not reach an agreement to resolve the claim within thirty (30) days after the Notice is received, either may commence an arbitration proceeding as set forth below or file a claim in small claims court.

THE ARBITRATION SHALL BE ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES AND THE SUPPLEMENTARY PROCEDURES FOR CONSUMER RELATED DISPUTES (THE “RULES”), AS MODIFIED BY THIS AGREEMENT.

18.2. The arbitration shall be conducted in the English language. A single independent and impartial arbitrator shall be appointed pursuant to the Rules. The parties to the arbitration agree to comply with the following rules, which are intended to streamline the dispute resolution process: (i) the arbitration shall be conducted in person by both parties at a location in Kings County, New York, unless both parties mutually agree in writing to conduct the arbitration remotely through telephone or video conference; and (ii) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

18.3. All arbitration proceedings shall be closed to the public and confidential and all records relating thereto shall be permanently sealed, except as necessary to obtain court confirmation of the arbitration award. The award of the arbitrator shall be in writing and shall include a statement setting forth the reasons for the disposition of any claim. The arbitrator shall apply the laws of the State of New York in conducting the arbitration. The Parties acknowledge that these terms and the use of the Services evidences a transaction involving interstate commerce. The United States Federal Arbitration Act shall govern the interpretation, enforcement, and proceedings pursuant to the Mandatory Arbitration clause in these Terms.

18.3. Governing Law. These Terms and your use of the Service shall be governed by the substantive laws of the State of New York without reference to its choice or conflicts of law principles.

18.4. Venue. Only if the Mandatory Arbitration clause is deemed to be null and void, then all disputes arising between any User and HEVO under these Terms shall be subject to the exclusive jurisdiction of the state and federal courts located in Brooklyn, New York, and you and HEVO hereby submit to the personal jurisdiction and venue of these courts.

18.5. Equitable Relief. The foregoing provisions of this Dispute Resolution section do not apply to any claim in which HEVO seeks equitable relief of any kind. Users acknowledge that, in the event of a breach of these Terms byHEVOor any third party, the damage or harm, if any, caused to said User will not entitle it to seek injunctive or other equitable relief against HEVO, including with respect to any User Materials, and the only remedy shall be for monetary damages, subject to the limitations of liability set forth in these Terms.

18.6. Claims. All Users and HEVO agree that, notwithstanding any other rights the party may have under law or equity, any cause of action arising out of or related to these Terms or the Services, excluding a claim for indemnification, must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.

18.7, Improperly Filed Claims. All claims Users bring against HEVO must be resolved in accordance with this Dispute Resolution section. All claims filed or brought contrary to this Dispute Resolution section shall be considered improperly filed. Should you file a claim contrary to this Dispute Resolution section, HEVO may recover attorneys’ fees and costs up to $5,000, provided that HEVO has notified Users in writing of the improperly filed claim, and said Users have failed to promptly withdraw the claim.

19. MISCELLANEOUS

19.1. Waiver. A provision of these Terms may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of HEVO to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision.

19.2. Severability. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.

19.3. Assignment. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by any User, but may be assigned by HEVO without restriction. Any assignment attempted to be made by any Unser in violation of these Terms shall be null and void. These Terms will be binding upon and inure to the benefit of the parties hereto, and permitted successors and assigns.

19.4. No Agency. Users agree that no joint venture, partnership, employment, or agency relationship exists between them and HEVO as a result of these Terms of use of the Services.

19.5. Survival. The provisions of these Terms that are intended to survive the termination of these Terms by their nature will survive the termination of these Terms.

19.6. Headings. The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and shall not be deemed to limit or affect any of the provisions hereof.

19.7. Entire Agreement. This is the entire agreement between you and HEVO relating to the subject matter herein and supersedes all previous communications, representations, understandings and agreements, either oral or written, between the parties with respect to said subject matter. These Terms shall not be modified except in writing, signed by both parties, or by a change to these Terms made by HEVO as authorized in these Terms.

19.8. Disclosures. The services hereunder are offered by HEVO Inc. 102 Commerce Street Suite 100 Brooklyn, NY 11231
Users may contact HEVO by sending correspondence to the foregoing address or by email at hello@hevopower.com