TERMS OF USE:

Thank you for using the Vida Charge website, (together with any related websites, and our mobile, tablet and other smart device applications, the “App”). This App is owned, maintained, and operated by MotoCorp Limited (“We”, “Us” or “Hero”) and has been made available to you (“You” or “User”), to facilitate the usage of VIDA Charging stations by users of various electric vehicles, regardless of whether they are manufactured or marketed by Us or any other entity (the “Services”).

We are publishing these Terms of Use (“Terms of Use”) in accordance with the provisions of Information Technology Act 2000 and related amendments, to govern your access to and use of our App and its Services

These Terms of Use include and incorporate by reference, Privacy Policy and Disclaimer, (as amended and/or supplemented from time to time, the “Terms”), and constitute a legally binding document between You and Us. These Terms lay out the terms, conditions and rules which shall be applicable to your present and future access and use of the App, and availing/ applying for/ use of Services. By accessing or using the App or its Services, you agree to be bound by these Terms. If you do not agree to our Terms, you must not access or use the App.

For ease of reference, these Terms of Use are divided into two parts, (i) Part A containing the general terms of use applicable to the App as whole; and (ii) Part B which contains the terms and conditions specifically applicable for the Services provided through the App. With respect to the Services, Part B shall apply along with Part A of these Terms of Use.

Notwithstanding anything contained or said in any other document, if there is a conflict between the terms mentioned herein below and any other document, the terms contained in the present Terms of Use shall alone prevail for the purposes of usage of the App.

PART A - GENERAL TERMS OF USE

1. YOUR ELIGIBILITY AS A USER

Use of this App is allowed only to persons who can form a legally binding contract under the Indian Contract Act, 1872. If You are a minor i.e. under the age of 18 years, You are not eligible to use the App and may only use the App with the involvement of a parent or guardian.

2. CHARGES FOR APP’S USAGE

Hero does not charge any fee for browsing the App. Notwithstanding the above, You may be required to pay a fee in lieu of using any Service availed through the App.

3. YOUR RIGHTS AS A USER

Your compliance of the Terms of Use provides You with a limited, personal, non-exclusive, non-transferable privilege to enter and use the App and its Services, Your use does not convey to You any rights of ownership in or related to the App or its Service. You are also prohibited from making any commercial/ business use of the App or its Services;

4. YOUR OBLIGATIONS

In order to use the App, You agree to:

provide true, accurate, current, complete information, and to keep all such information up to date;
maintain the confidentiality of your user ID/your account/display name and password;
restrict access to your computer or any other device used to access the App and prevent unauthorized access to your account;
exit and log-out from your user account at the end of each log-in session;
not use any other user’s ID, password or account at any time without the express permission and consent of the holder of that ID, password or account.
not host, display, upload, modify, publish, transmit, update or share any information which:

belongs to another person and/or to which You do not have any right to use;
is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, paedophilic or menacing, libellous, invasive of another's privacy, hateful, racial, ethnically objectionable, disparaging, relating or encouraging money laundering, gambling or otherwise unlawful in any manner whatsoever; or unlawfully threatening or unlawfully harassing including but not limited to “indecent representation of women” within the meaning of the Indecent Representation of Women (Prohibition) Act, 1986 as amended from time to time and other applicable laws;
is false, inaccurate or misleading in any way;
is patently offensive to the online community, such as sexually explicit content, or content that promotes obscenity, paedophilia, racism, bigotry, hatred or physical harm of any kind against any group or individual;
harasses or advocates harassment of another person;
involves the transmission of “junk mail”, “chain letters”, or unsolicited mass mailing or “spamming”;
promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libellous;
infringes upon, promotes, or violates any of Hero’s or any third party’s intellectual property and proprietary rights under any patent, trademark, copyright, trade secret (see “Intellectual Property Right Complaints” below for instructions on how to lodge a complaint about uploaded copyrighted material);
infringes upon or violates any third party’s rights of privacy (including without limitation unauthorized disclosure of a person's name, email address, physical address or phone number) or rights of publicity;
contains restricted or password-only access pages, or hidden pages or images (those not linked to or from another accessible page);
provides instructional information about illegal activities, violating someone’s privacy, or providing or creating computer viruses;
contains video, photographs, or images of another person;
tries to gain unauthorized access or exceeds the scope of authorized access to the App or to profiles, blogs, account information, bulletins, or other areas of the App or solicits passwords or personal identifying information for commercial or unlawful purposes from other users;
interferes with another user’s use and enjoyment of the App or any other individual’s user and enjoyment of similar Services;
refers to any App or URL that, in our sole discretion, contains material that is inappropriate for the App or any other app, contains content that would be prohibited or violates the letter or spirit of these Terms of Use;
harm minors in any way;
violates any law for the time being in force;
deceives or misleads the addressee/ users about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;
impersonates another person;
contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; or contains any Trojan horses, worms, time bombs, cancel bots, Easter eggs or any other computer programming routines that may damage, detrimentally interfere with, diminish value of, surreptitiously intercept or expropriate any system, data or personal information;
threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public order, or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any other nation;
whether, directly or indirectly, offers, or attempts to offer, trades or attempts to trade in any item, the dealing of which is prohibited or restricted in any manner under the provisions of any applicable law, rule, regulation or guideline for the time being in force; or
creates liability for Us or cause Us to lose (in whole or in part) the services of our internet service provider ("ISPs") or other suppliers;

In furtherance of the above, You understand, acknowledge and agree that You have a responsibility inform Us immediately if You have any reason to believe that (i) your password has become known to anyone else, or if the password is being, or is likely to be, used in an unauthorized manner, or (ii) any content on the App is violating the Terms of Use, in which case Hero will make all reasonable endeavours to remove such content within a reasonable time.

5. INTELLECTUAL PROPERTY RIGHTS AND RESTRICTIONS

All content included on the App, such as text, graphics, user interfaces, logos, artworks, button icons, images, audio clips, sounds, music, digital downloads, trademarks, data compilations, and software, are the property of Hero and/or, its affiliates or its content suppliers and are protected under trademark and copyright laws and other relevant law(s), as applicable from time to time. These Terms of Use do not convey to You any intellectual property rights owned by Hero.

You understand, acknowledge and agree that your usage of the App or its Services may be restricted in view of Hero’s intellectual property rights. In the light of the same, You shall not:

copy, extract, re-utilise, duplicate, sell, resell, visit, reproduce, republish, translate, transmit, distribute, upload post, or publicly display, encode, parts of the contents of the App without Hero and / or its affiliates’ (as may be applicable) consent/permission.
utilise any data mining, robots, or similar data gathering and extraction algorithms, program and tools to modify, extract (whether once or many times) for re-utilisation, decompile, or dissemble any parts of this App.
let any third party to utilise any data mining, robots, or similar data gathering and extraction algorithms, program and tools to modify, extract (whether once or many times) for re-utilisation, decompile, or dissemble any parts of this App
create and/ or publish your own database that features any/or substantial (eg: prices and product listings etc.) parts of this App.

You also understand, acknowledge and agree that Hero will retain intellectual property rights in any texts, images, documents, audio, or video that has been generated by your usage of the Services and shared by You in the form of your feedback (“Feedback”). Further, by providing the Feedback, You grant Hero the right to develop, modify, publish, and distribute the Feedback.

6. INTELLECTUAL PROPERTY RIGHTS COMPLAINTS

Hero respects the intellectual property of others. If You believe that your work has been copied in a way that constitutes any intellectual property right infringement, please address a complaint to the Grievance Officer whose contact details are mentioned at the end of the Terms of Use.

7. YOUR LIABILITY

User, by the use of this App, assumes full responsibility for all risks associated in connection with use of this App. As such, any material and/or data downloaded or otherwise obtained through the App is done entirely at User’s own discretion and risk. We shall also not be responsible for your use of any unauthorized and/or illegal versions of the App that may be unlawfully created by a third party including but not limited to the download of any unauthorized version of the App from third party application stores and/or any other medium.

User agrees to be held solely responsible for

any damage to computer systems or loss of data that results from the download of any material and/or data downloaded or otherwise obtained through the App;
losses incurred by Hero or any other user of or visitor to the App due to someone else using your ID, password or account as a result of your failing to keep your account information secure and confidential; or
any violation of any law and infringements of any intellectual property rights caused by use of the Services on the App.

8. HERO’S LIABILITY

Hero shall not be held responsible or liable for any damages of any kind arising from:

the use of the App, or from any information, content, materials, products (including software);
failure of performance, error, omission, inaccuracy, interruption, deletion, defect or delay in operation or transmission due to computer virus, communication line failure, theft or destruction unauthorized access, or alteration included on or otherwise made available to User through the App;
non-availability of the App during periodic maintenance operations or any unplanned suspension of access to the App that may occur due to technical reasons or for any reason beyond Hero’s control; or
defamatory or offensive or illegal conduct of other users or third parties and that the risk of injury from the foregoing rests entirely with User.

9. LIMITATION OF LIABILITY

IN NO EVENT SHALL HERO BE LIABLE TO YOU FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH THESE TERMS OF USE, AND OTHER POLICIES ASSOCIATED WITH IT.
WITHOUT PREJUDICE TO ANY LIABILITY EXCLUSIONS CONTAINED HEREUNDER, IN THE EVENT HERO IS FOUND TO BE LIABLE FOR ANY DAMAGE OR LOSS OCCURRED TO YOU ARISING OUT OF OR IN IS IN ANY WAY CONNECTED WITH YOUR USE OF THE APP, THE AGGREGATE LIABILITY OF HERO AND ANY OF ITS AFFILIATES TO YOU WILL NOT EXCEED THE AGGREGATE OF THE AMOUNTS FOR SERVICES PAID BY THE USER IN THE 6 MONTHS PRIOR TO THE DATE OF INITIAL CLAIM OR AN AGGREGATE OF INR 500, WHICHEVER IS LOWER .

10. INDEMNITY

You shall indemnify and hold harmless Hero, its management, licensee, affiliates, subsidiaries, group companies (as applicable) and their respective officers, directors, agents, and employees absolutely and unconditionally, from any liability, claim or demand, actions, or expenses including reasonable attorneys' fees, made by any third party or penalty imposed due to or arising out or in connection with the of your use of the App, your breach of this Terms of Use, Privacy Policy and other policies, or your violation of any law, rules or regulations or the rights (including infringement of intellectual property rights) of a third party.

You hereby expressly & unconditionally release Hero and/or its management, affiliates and/or any of its officers and representatives from any cost, damage, liability or other consequence of any of the actions/inactions of any third party or vendors of Hero and specifically waive any and all claims or demands that You may have in this behalf under any statute, contract or otherwise.

11. HERO’S RIGHTS WITH RESPECT TO YOUR USE

In the event You are found to be in breach of the Terms of Use or Privacy Policy, applicable law, or other rules and policies or if We are unable to verify or authenticate any information You provide or if it is believed by Hero that your actions may cause legal liability for You, other users or Us, Hero, without providing prior notice and with immediate effect, reserves the right to:

inspect and investigate your account, your activity, and your usage of the App,
limit your account activity, remove your information, temporarily/indefinitely suspend, terminate or block your login, and/or refuse to provide You with access to this App;
take strict legal action, including, but not limited to, a referral to the police or other authorities for initiating criminal or other proceedings against You; or

d. obtain any injunctive or equitable relief that Hero deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies Hero may have at applicable law or in equity.

Any User that has been suspended or blocked may not register or attempt to register with Us or use the App in any manner whatsoever until such time that such User is reinstated by Hero.

12. TERMINATION OF USAGE OF THE APP

You agree that Hero may, in its sole discretion and without prior notice, terminate your access to the App in any of the following events:

requests by law enforcement or other governmental authorities;
request by You to terminate your account;
discontinuance or material modification of the App or any of its Services; or
any breach or violation of the Terms of Use by You .

Notwithstanding anything to the contrary contained herein, You can also deregister and delete your account from App with or without any cause /reason.

You agree and confirm that, if either You or Hero terminate your use of the App or any Service therein, Hero may delete any content or other materials relating to your use of the App and will have no liability to You or any third party for doing so.

13. NO WARRANTY

All information, content, materials, products (including software) and other Services included on or otherwise made available to You by Hero are provided on an ‘AS IS’ and ‘AS AVAILABLE’ basis, unless otherwise specified in writing. You expressly agree that your use of the App is at your sole risk. Hero does not warrant that this App will be uninterrupted, error free, or constantly available, or available at all or that any information on this App is complete, true, accurate or non-misleading.

While Hero shall make all reasonable measures to protect its App from any viruses, unauthorized access, modification, deletion, unplanned downtimes, cyberattacks or other illegal use of its App, however, We do not warrant that this App, and/or information, content, materials, product (including software) or Services included on or otherwise made available to You through the App; its servers; or electronic communication sent from Us are free of viruses or other harmful components. Nothing on App constitutes or is meant to constitute, an advice of any kind.

14. ASSIGNMENT:

You cannot assign or otherwise transfer your obligations under these Terms of Use, or any right granted hereunder to any third party.

15. COMPLIANCE

Services offered on the App are provided as per the applicable local laws of India and are in conformity with the required Indian industry standards. The User shall also comply with all the applicable laws, rules, notifications as issued from time to time by appropriate authorities.

16. SEVERABILITY

We reserve the right to make changes to our site, policies, and these Terms of Use at any time. If any of these terms is deemed to be invalid, void, or for any reason unenforceable, that condition shall be deemed severable and shall not affect the validity and enforceability of remaining terms.

17. WAIVER

The failure by Hero to enforce at any time or for any period any one or more of the terms or conditions of the Agreement shall not be a waiver by Hero of them or of the right any time subsequent to enforce all terms and conditions of these Terms of Use.

18. ELECTRONIC COMMUNICATIONS

When You visit the App or send e-mails to Us, You are communicating with Us electronically. We may communicate with You by e-mail, SMS, phone call or by posting notices on the App or via any other mode of communication. For contractual purposes, You consent to receive communications (including transactional, promotional and/or commercial messages) from Us with respect to your use of the App.

19. DISPUTE RESOLUTION; MISCELLANEOUS

These Terms of Use, along with Privacy Policy and Disclaimer shall be construed and the legal relations between You and Hero hereto and shall be determined and governed according to the laws of India. Any dispute relating to enforcement, interpretation or application of these Terms of Use shall be subject to Arbitration by a single arbitrator. The seat and venue of arbitration shall be at New Delhi. The arbitration proceedings shall be in accordance with the Arbitration and Conciliation Act, 1996 and its allied rules as amended from time to time. The Parties submit to the exclusive jurisdiction of the courts at New Delhi and all disputes relating to these Terms of Use shall be subject to the exclusive jurisdiction to the courts of New Delhi.

If any provision of these Terms of Use is held to be invalid or unenforceable, such provision will not affect the validity and enforceability of the remaining provisions.

No partnership, employment or agency relationship exists between You and Hero as a result of these Terms of Use or your use of the App or availing of the Services.

20. THIRD PARTY WEBSITES/ LINKS

The App may contain links to other independent third-party websites ("Linked Sites"). These Linked Sites are provided solely as a convenience to the visitors. Such Linked Sites are not under Hero’s control, and Hero is not responsible for and does not endorse the content of such Linked Sites, including any information or materials contained on such Linked Sites. Such Linked Sites may also be subject to different terms and conditions and privacy policy. You agree that You will be solely responsible regarding your access and use of these Linked Sites and make your own independent judgment regarding your interaction with these Linked Sites.

21. THESE TERMS MAY CHANGE

We reserve the right, at our sole discretion, to change, modify, add or remove portions of the Terms at any time without any prior written notice to You. For this reason, We encourage You to review these Terms of Use every time You visit or use our App. Your continued access and use of the App means that You agree to the changes, modifications, additions, and omissions in the Terms made by Hero.

22. GRIEVANCE

Any grievances by way of your use of App can be addressed to the Grievance officer. The ‘Grievance officer’ shall thereafter consider the same and provide a response within one month of the date of such complaint/ grievance. The details of the Grievance Officer are as follows:

Mr./Ms. [*]

Grievance Officer
C/o Hero MotoCorp Limited,

The Grand Plaza, Plot No.2,

Nelson Mandela Road,

Vasant Kunj - Phase -II,

New Delhi – 110070

Phone: 011-46044100

Time: 10AM – 5PM

Email: grievanceofficer@heromotocorp.com

PART B - TERMS FOR AVAILING VEHICLE CHARGING SERVICES THROUGH THE VIDA CHARGE ONE APPLICATION (“App”)

The App makes available information with respect to Hero’s vehicle charging services at the Charging Stations (“Services”). The Services are available for any two-wheeler electric vehicles (“Vehicle”) and can be availed at the locations of charging stations for Vehicles, whether owned or managed by Hero or other third parties, as reflected in the App (“Charging Stations”). . The App also provides information on the availability of Charging Stations, amenities offered near the Charging Stations, battery charging status, estimated time left in the completion of the charging session, history of charging sessions, payment mechanism for a completed charging session etc. as are ancillary to the Services.

1. User’s Obligations & Terms for availing Services

The User hereby agrees to avail the Services in accordance with the following terms and conditions and below understanding:

You shall be required to read and understand the charging instructions completely before availing the Services.
You should have a valid driving or other licence, as may be required as per applicable laws, in order to use the Vehicle. You are responsible for ensuring that You hold a valid, current version of any such licence.
You shall take the necessary precautions while operating the Charging Station and shall not damage the charging facility or expose its electrical parts or tamper with it. Hero shall not be liable or responsible if the User plugs in any other electrical equipment other than the Vehicle in the socket.
You undertake to abide by all procedures and guidelines, as notified to you and as modified from time to time, in connection with the use of the Services offered through the App.
You further undertake to comply with all applicable laws, regulations, orders, directions etc. issued by the extant governmental authorities.
You represent and warrant that You have all legal rights to avail the Services.
You acknowledge that the use of Charging Station for charging the Vehicle attracts certain fee and You shall be liable for payment of such fee. All fee payments will be at actuals. An estimate of the fee will be reflected on App prior to the start of a charging session. However depending on the use, the amounts payable by the User for availing the Services may exceed the estimated payments.
Hero further reserves the right to alter any and all fees for Services, from time to time without prior notice.
The User acknowledges and agrees that Hero may charge different rates on specific charging percentage limits or durations on its Charging Station(s), and the User shall be bound by such rates / pricing terms.
Further, the User acknowledges that the fee for availing the Services may vary from one location to another, and the usage of Services shall constitute acceptance of the fee. Any increase in the price charged by Hero on account of change in rate of taxes or imposition of new taxes, levies by the Government shall have to be borne by the User. Such imposition of taxes, levies may be without prior notice and could also be retrospective but will always be as per applicable law.
The User shall be completely responsible for all charges, fees, duties, taxes, and assessments arising out of the use of the Services, as per the applicable law.
The User acknowledges that they shall clear all its outstanding payments (if any) before commencing a charging session for a Vehicle on the Charging Station and in case there are any past over dues Hero may restrict the Services to the User. Additionally, without prejudice to other rights as may be available to Hero, Hero reserves the right to suspend the Services or a portion thereof or initiate a legal action or claim against a User who fails to pay the charges.
All battery and charging data as is captured or recorded pursuant to provision of Services at the Charging Station shall be exclusively owned by Hero.
The User acknowledges that the App has tied up with Salesforce, a cloud-based customer data portal vendor, and Techperspect Private Limited, a charging management system vendor (together, “Third Party Vendors”). You hereby agree to (i) be bound by the terms and conditions and the privacy policy of such Third Party Vendors, as applicable to the User, in addition to the terms stated herein, (ii) your personal data including sensitive personal data or information being transferred to, processed and used by, such Third Party Vendors in connection with the Services.
We may, at our sole discretion and without any notice, change or replace such Third Party Vendors however your obligations with respect to such changed or replaced Third Party Vendors shall remain the same, unless explicitly varied herein
You understand that You are responsible for any damage to the Vehicle and/or the Charging Station that may be caused by your actions and default in observing and following the instructions.
By registering on the App, You accept and agree to these above terms and conditions and also give your unconditional consent for being contacted for Services over your telephone/mobile phone and by e-mail / SMS. Non-acceptance of any of these terms and conditions will result in disqualification from availing the Services.

2. Code of Conduct

The User shall additionally adhere to the following code of conduct in relation to availing the Services at the Charging Stations:

Illegal activities are not permitted at the Charging Stations premises;
You should not litter, damage or destroy the Charging Station and surrounding premises. You shall remain responsible and liable for any damage caused by You to the Charging Station or surrounding premises.
You should be aware that Hero or the owner/manager of the premises on which the Charging Stations are situated may refuse service or evict You if You: (i) refuse or fail to pay for the Services; (ii) act in a disorderly fashion or disturb the peace of other users; (iii) destroy, damage, deface or threaten harm to the Charging Station or surrounding premises; (iv) act in a way that is deemed inappropriate by Hero or the owner/manager of the said premises.
Smoking or drinking of alcohol is prohibited within the Charging Stations and the surrounding premises.

3. Payments for Services on the App

You acknowledge that Hero will not be storing any payment related information like bank details (i.e. credit/debit card number, CVV, OTP, card expiry date, user IDs, passwords etc.) on its records and no personnel of Hero will be exposed to this information.
After online payment for the Services, the App will generate a ‘Payment Confirmation Reference Number’ and receipt of payment towards the Services. The User may use the reference number and receipt to communicate with the Hero for correspondences. You acknowledge Hero is not obligated to make any refunds for the payments made by You.
You agree and acknowledge that for undertaking any financial transaction through the App, Hero or its vendor may undertake client/customer due diligence measures and seek mandatory information required for KYC purpose as a customer, You are obliged to give, in accordance with applicable Prevention of Money Laundering Act (“PMLA”) and corresponding rules. Hero may obtain sufficient information to establish, to its satisfaction, the identity each new User, and to ascertain the purpose of the intended nature of relationship between You and the relevant financial institution financing the transaction. You agree and acknowledge that Hero can undertake enhanced due diligence measures (including any documentation), to satisfy itself relating to customer due diligence requirements in line with the requirements and obligations under the applicable PMLA Act and rules.

4. Disclaimer; Limitation of Liability

The Services are provided on an "as is'' and "as available" basis. We do not (i) provide any warranties or assurances that Charging Stations will be functional at the time of your visit to such Charging Station premises, or (ii) endorse or warrant the existence, conduct, performance, safety, quality, compatibility of the Vehicle with the Charging Station or accuracy of information available on the App. We shall not be responsible for any incident of fire, electric shock, personal injury, disruption of Services or any other hazard that may be caused to the User or the Vehicle on account of using the App and/or availing the Services at any Charging Station. No information, whether oral or written, which You obtain from Us or through the Services opted shall create any warranty not expressly made herein or in the terms and conditions of the Services. We expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability and fitness for any particular purpose.
Hero, its affiliates, directors, and employees shall not be liable for: (i) any claims of damages or liabilities that may arise due to improper charging of Vehicle on the Charging Station in violation of the Terms of Use; (ii) any loss and/or damages caused to the Vehicle, any person or property due to the usage of the Charging Station by You; (iii) any claims whatsoever arising from the unauthorized usage or charging of the Vehicle at the Charging Station.