Ethos Edge™ Terms of Service
Last Updated Date: 11/12/2024
These Ethos Edge™ Terms of Service (these “Terms”) are a
binding agreement between Ethos Group, Inc. (“Company”
“we” or “our”) and you (“you” “your”
or “Customer”) and govern your use of the Ethos Edge
vehicle management services along with our related websites,
mobile applications, and other services provided by us
(collectively, the “Services”). These Terms are a legally
binding contract between you and Company regarding your use of
the Services.
PLEASE READ THE FOLLOWING TERMS CAREFULLY
By clicking “Accept”, OR BY DOWNLOADING, INSTALLING, OR
OTHERWISE ACCESSING OR USING THE SERVICES, you acknowledge
and agree that you have received, read, and understand these
Terms and agree to be bound by its terms. If you do not
agree to these terms, please do not use any Services. yOUR
USE OF THE SERVICES, AND COMPANY’S PROVISION OF the SERVICES
TO YOU, CONSTITUTES AN AGREEMENT BY COMPANY AND YOU TO BE
BOUND BY THESE TERMS.
ARBITRATION NOTICE. Except for certain types of disputes
described in Section 11 (Arbitration), you agree that disputes
arising under these Terms will be resolved by binding,
individual arbitration and that
BY ACCEPTING THESE TERMS, YOU AND COMPANY ARE EACH WAIVING
THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS
ACTION OR REPRESENTATIVE PROCEEDING.
1. Services and Eligibility
1.1 Services. The Services include Ethos Edge’s vehicle
management solution, a solution designed to seamlessly manage
and track individual vehicle support and service. The Services
include vehicle sale/lease document retention, display of the
dealership’s contact information, vehicle service history,
rewards points tracking, access to the dealership’s vehicle
inventory, vehicle service appointment scheduling, access to
dealership subscription services and other similar vehicle
management services.
1.2 Eligibility. You must be at least 18 years old to use
the Services. By agreeing to these Terms, you represent and
warrant to us that: (a) you are at least 18 years old; (b) you
have not been previously suspended or removed from the Service;
and (c) your registration and your use of the Services are in
compliance with any and all applicable laws and regulations. If
you are an entity, organization, or company, the individual
accepting these Terms on your behalf represents and warrants
that they have authority to bind you to these Terms and you
agree to be bound by these Terms.
2. Accounts and Registration
2.1 Registration. You may be required to sign up for an
account (“Ethos Edge Account”) and select a password and
username (“Ethos Edge User ID”) in order to use the
Services or certain features of the Services. You agree to
provide us with accurate, complete, and updated registration
information about yourself, including your name and e-mail
address. You may not select as your Ethos Edge User ID a name
that you don't have the right to use, or another person's name
with the intent to impersonate that person. You may not transfer
your account to anyone else without Company’s prior written
permission.
2.2 Personal Use. You will only use the Services for your
own internal, personal, non-commercial use, and not on behalf of
or for the benefit of any third-party, and only in a manner that
complies with all laws that apply to you. If your use of the
Services is prohibited by applicable laws, then you aren't
authorized to use the Services. We can't and won't be
responsible for your using the Services in a way that breaks the
law.
2.3 Security of Login Credentials. You will not share your
account or password with anyone, and you must protect the
security of your account and your password. You are responsible
for any activity associated with your account.
3. Rights and Licenses; Restrictions
3.1 Right to Use Services. Subject to your strict compliance
with these Terms, Company hereby grants to Customer a
non-exclusive, non-sub-licensable, non-transferable,
royalty-free right during the Term to use and access the
Services for Customer’s own personal use.
4. Prohibited Conduct.
BY USING THE SERVICES YOU AGREE NOT TO:
4.1 use the Services for any illegal purpose or in violation of any
local, state, national, or international law;
4.2 violate, or encourage others to violate, any right of a
third-party, including by infringing or misappropriating any
third-party intellectual property right;
4.3 post, upload, or distribute any content that is unlawful,
defamatory, libelous, inaccurate, or that a reasonable person
could deem to be objectionable, profane, indecent, pornographic,
harassing, threatening, embarrassing, hateful, or otherwise
inappropriate;
4.4 modify, alter, or create any derivative work of the Services or
any Materials;
4.5 use the Services to create any competing product or services;
4.6 interfere with security-related features of the Services,
including by: (a) disabling or circumventing features that
prevent or limit use or copying of any content; or (b) reverse
engineering or otherwise attempting to discover the source code
of any portion of the Services except to the extent that the
activity is expressly permitted by applicable law;
4.7 interfere with the operation of the Services or any user’s
enjoyment of the Services, including by: (a) uploading or
otherwise any disseminating virus, adware, spyware, worm, or
other malicious code; (b) making any unsolicited offer or
advertisement to another user of the Services; (c) attempting to
collect, personal information about another user or third-party
without consent; or (d) interfering with or disrupting any
network, equipment, or server connected to or used to provide
the Services, or violating any regulation, policy, or procedure
of any network, equipment, or server;
4.8 perform any fraudulent activity including impersonating any
person or entity, claiming a false affiliation, accessing any
other Services account without permission, or falsifying your
age or date of birth;
4.9 sell or transfer the access rights granted under these Terms;
or
4.10 attempt to do any of the acts described in this Section 4, or
assist or permit any person in engaging in any of the acts
described in this Section 4.
5.1 Third-party Export Tools and Linked Websites. Company
may provide tools through the Services that enable you to export
information to third-party services. By using one of these
tools, you agree that Company may transfer that information to
the applicable third-party service. Third-party services are not
under Company’s control, and, to the fullest extent permitted
by law, Company is not responsible for any
third-party service’s use of your exported information. The
Services may also contain links to third-party websites. Linked
websites are not under Company’s control, and Company is not
responsible for their content.
5.2 Third-party Software. The Services may include or incorporate
third-party software components that are generally available
free of charge under licenses granting recipients broad rights
to copy, modify, and distribute those components (“Third-party Components”). Although the Services are provided to you subject to these
Terms, nothing in these Terms prevents, restricts, or is
intended to prevent or restrict you from obtaining Third-party
Components under the applicable third-party licenses or to limit
your use of Third-party Components under those third-party
licenses.
5.3 Third-Party Goods and Services. Your interactions with
organizations and/or individuals found on or through the
Services, including payment and delivery of goods or services,
and any other terms, conditions, warranties or representations
associated with such dealings, are solely between you and such
organizations and/or individuals. You should make whatever
investigation you feel necessary or appropriate before
proceeding with any online or offline transaction with any of
these third-parties. You agree that Company shall not be
responsible or liable for any loss or damage of any sort
incurred as the result of any such dealings.
6. Term
6.1 Term. These Terms are effective as of the date you
accept the Terms or first download, install, access, or use the
Services and continue while you use the Services.
7. Privacy
7.1 Privacy Policy. Company takes the privacy of its users
very seriously. For Company’s current Privacy Policy, please
visit: app.ethosedge.com.
7.2 Company Promotional Communications - Opt Out. If you
choose to opt out of receiving Company promotional
communications (email, text, phone calls, etc.) please visit the
Company’s website at: app.ethosedge.com or you can send your
request to Customer Service at support@ethosedge.com. This does
not preclude Company from contacting you regarding the Services
provided to you.
8.1 Your Responsibility to Secure Files. You understand that
Company cannot and does not guarantee or warrant that files
available for downloading from the Services will be free of
viruses or other destructive code. You are responsible for
implementing sufficient procedures and checkpoints to satisfy
your particular requirements for anti-virus protection and
accuracy of data input and output, and for maintaining a means
external to our Services for any reconstruction of any lost
data. NOTWITHSTANDING THE FOREGOING, AND WITHOUT OTHERWISE
EXPANDING OR LIMITING YOUR RIGHTS OR COMPANY’S RIGHTS UNDER THE
TERMS, COMPANY SHALL NOT INCUR ANY LIABILITY FOR ANY LOSS OR
DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK,
VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY
INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR
OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICES OR
ANY SERVICES OR ITEMS OBTAINED THROUGH YOUR ACCESS TO THE
SERVICES OR YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON
ANY WEBSITE LINKED TO IT.
8.2 DISCLAIMER OF WARRANTIES. THE SERVICES AND ALL MATERIALS AND
CONTENT PROVIDED THROUGH THE SERVICES ARE PROVIDED “AS-IS”
WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT
LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, TITLE, OR NON- INFRINGEMENT. YOU ASSUME ALL
RISK AS TO THE RESULTS AND PERFORMANCE OF THE SERVICES. COMPANY
DOES NOT WARRANT THAT THE SERVICES ARE COMPLETELY SECURE OR IS
FREE FROM BUGS, INTERRUPTIONS, ERRORS, OR OTHER PROGRAM
LIMITATIONS, OR THAT ALL ERRORS WILL BE CORRECTED. COMPANY
FURTHER DISCLAIMS ANY AND ALL IMPLIED WARRANTIES AND/OR
WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. NO
ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM
COMPANY OR ELSEWHERE SHALL CREATE ANY WARRANTY NOT EXPRESSLY
STATED IN THESE TERMS. SOME STATES DO NOT ALLOW THE EXCLUSION OF
IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO
YOU.
8.3 No Financial Advice. The Services and information and
content provided through the Services are not, and should not be
construed as, financial, investment, or legal advice, or any
other type of professional advice. You agree that the use of the
Services and any decisions made based on the Services are at
your own risk.
9.1 TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL
COMPANY BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY
OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF
INCOME, DAMAGE TO CREDIT, PROFITS, REVENUE OR BUSINESS
INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, OR OTHER ECONOMIC
LOSS, WHETHER OR NOT COMPANY HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES, AND WHETHER ANY CLAIM FOR RECOVERY IS BASED ON
THEORIES OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE AND
STRICT LIABILITY) OR OTHERWISE.
9.2 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, COMPANY’S
ENTIRE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL
NOT EXCEED IN AGGREGATE THE GREATER OF: (A) THE AMOUNT PAID OR
PAYABLE BY CUSTOMER TO COMPANY PURSUANT TO THESE TERMS DURING
THE 12 MONTHS PRIOR TO THE DATE ON WHICH THE APPLICABLE CLAIM
GIVING RISE TO THE LIABILITY AROSE UNDER THESE TERMS; OR (B)
$100 USD. COMPANY WILL NOT BE LIABLE FOR ATTORNEYS’ FEES, EXCEPT
AS REQUIRED BY LAW.
9.3 EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF
LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS
INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES
UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF
THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE
PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS
OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 9 WILL APPLY
EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
10. Indemnification.
Customer will defend Company from and against any
third-party claim resulting from: (a) a breach of any
material provision of these Terms; (b) violation of any
applicable law in connection with its use of the Services;
(c) your violation of any third-party right, including any
intellectual property right or publicity, confidentiality,
or other privacy or property right; or (d) any dispute
between you and another user of the Services and will
indemnify and hold harmless Company against any damages and
costs awarded against Company (including reasonable
attorneys’ fees) or agreed in a settlement by Customer
resulting from these claims. We reserve the right, at our
own expense, to assume the exclusive defense and control of
any matter otherwise subject to indemnification by you
(without limiting your indemnification obligations with
respect to that matter), and in that case, you agree to
cooperate with our defense of those claims.
ANY CONTROVERSY OR DISPUTE BY YOU MUST BE BROUGHT IN YOUR
INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER
IN ANY PURPORTED CLASS, COLLECTIVE, REPRESENTATIVE, MULTIPLE
PLAINTIFF, OR SIMILAR PROCEEDING (“CLASS ACTION”). YOU AND
COMPANY EXPRESSLY WAIVE ANY ABILITY TO AGGREGATE CLAIMS OR
CONDUCT ANY CLASS ACTION IN ANY FORUM AND THE ARBITRATOR
WILL BE PROHIBITED FROM AND NOT HAVE THE AUTHORITY TO MAKE
AN AWARD TO ANY PERSON OR ENTITY NOT A PARTY TO THE
ARBITRATION. ANY CLAIM THAT ALL OR PART OF THIS CLASS ACTION
WAIVER IS UNENFORCEABLE, UNCONSCIONABLE, VOID OR
VOIDABLE MAY BE DETERMINED ONLY BY A
COURT OF COMPETENT JURISDICTION AND NOT BY AN ARBITRATOR.
13.1 Entire Agreement. The Terms constitutes the entire
agreement between you and Company concerning the subject matter
hereof and supersedes any prior understandings, agreements, or
representations by or between the parties, written or oral, to
the extent they relate in any way to the subject matter hereof.
13.2 Modifications to Terms; Amendments. We reserve the right
to change these Terms on a going-forward basis at any time.
Please check these Terms periodically for changes. Revisions
will be effective immediately, except that, for existing users,
material revisions will be effective 30 days after posting or
notice to you of the revisions unless otherwise stated. We may
require that you accept modified Terms in order to continue to
use the Services. If you do not agree to the modified Terms,
then you should discontinue your use of the Services. Except as
expressly permitted in this Section 13, these Terms may be
amended only by a written agreement signed by authorized
representatives of the parties to these Terms.
13.3 Additional Terms. Your use of the Services is subject to
all additional terms, policies, rules, or guidelines applicable
to the Services or certain features of the Services that we may
post on or link to from the Services (the “Additional Terms”).
All Additional Terms are incorporated by this reference into,
and made a part of, these Terms.
13.4 No Support. We are under no obligation to provide
support for the Services. In instances where we may offer
support, the support will be subject to published policies.
13.5 International Use. The Services are intended for
visitors located within the United States. We make no
representation that the Services are appropriate or available
for use outside of the United States. Access to the Services
from countries or territories or by individuals where such
access is illegal is prohibited.
13.6 Notice to California Residents. If you are a California
resident, under California Civil Code Section 1789.3, you may
contact the Complaint Assistance Unit of the Division of
Consumer Services of the California Department of Consumer
Affairs in writing at 1625 N. Market Blvd., Suite S-202,
Sacramento, California 95834, or by telephone at (800) 952-5210
in order to resolve a complaint regarding the Services or to
receive further information regarding use of the Services.
13.7 Consent to Electronic Communications. By using the
Services, you consent to receiving certain electronic
communications from us as further described in our Privacy
Policy.
13.8 Third-Party Beneficiaries. Except as specifically
provided herein, the Terms shall not confer any rights or
remedies upon any person other than you and Company and their
respective successors and permitted assigns.
13.9 Succession and Assignment. The Terms shall be binding
upon and inure to the benefit of you and Company herein and
their respective successors and permitted assigns. You may not
assign Terms or any of your rights, interests, or obligations
hereunder without the prior written approval of
Company. Company may assign the Terms or
any of its rights, interests, or obligations hereunder without
your prior written approval at any time.
13.10 Severability. If any provision of the Terms is held to
be illegal, invalid or unenforceable under present or future
laws, such provision shall be fully severable and the Terms
shall be construed and enforced as if such illegal, invalid or
unenforceable provision never comprised a part hereof; and the
remaining provisions hereof shall remain in full force and
effect and shall not be affected by the illegal, invalid or
unenforceable provision or by its severance here from. In such
an event, you and Company shall negotiate in good faith to amend
the Terms to capture as closely as possible the original intent
of such illegal, invalid or unenforceable provision.
13.11 Force Majeure. In the case of an event beyond the
control of Company and you, which prevents either from complying
with any or all of its obligations under the Terms, including
but not limited to acts of God (such as, but not limited to,
fires, explosions, earthquakes, drought, tidal waves and
floods); war, hostilities, acts of threats or terrorism,
strikes, protests, lock outs or disorder, neither Company nor
you shall be considered in breach of the Terms to the extent
that performance of their respective obligations is prevented by
such force majeure event that arises after the date that Company
processes the enrollment.
13.12 Notices. Company may give general notices related to the
Services that are applicable to all customers by email or
through the Services. All other notices required to be sent
under these Terms will be in writing and will be effective upon:
(i) personal delivery, or (ii) the second business day after
mailing, in each case addressed as follows: if to Company, 370
W. Las Colinas Boulevard, Suite 108, Irving, Texas 75039, Attn:
Legal, and, if to Customer, to Customer’s physical or e-mail
address on record in Company’s account information, or to any
other address as the parties may specify from time to time by
written notice to the other party.
13.13 Governing Law; Choice of Forum. The Terms shall be
construed in accordance with and governed by the laws of the
state of Texas, without giving effect to any choice or conflict
of law provision or rule. Any dispute not otherwise subject to
Section 11 (Arbitration) will be heard exclusively in the state
and federal courts located in Dallas County, Texas.
13.14 Notice Regarding Apple. This Section 13.14 only applies to the extent you are using our mobile
application on an iOS device. You acknowledge that these Terms
are between you and Company only, not with Apple, and Apple is
not responsible for the Services or the content thereof. Apple
has no obligation whatsoever to furnish any maintenance and
support services with respect to the Services. In the event of
any failure of the Services to conform to any applicable
warranty, then you may notify Apple and Apple will refund the
purchase price for the relevant Services to you; and, to the
maximum extent permitted by applicable law, Apple has no other
warranty obligation whatsoever with respect to the Services.
Apple is not responsible for addressing any claims by you or any
third-party relating to the Services or your possession and/or
use of the Services, including, but not limited to: (a) product
liability claims; (b) any claim that the Services fails to
conform to any applicable legal or regulatory requirement; and
(c) claims arising under consumer protection or similar
legislation. Apple is not responsible for the investigation,
defense, settlement and discharge of any third-party claim that
the Services or your possession and use of the Services
infringes that third-party’s intellectual property rights. You
agree to comply with any applicable third-party terms, when
using the Services. Apple, and Apple’s subsidiaries, are
third-party beneficiaries of these Terms, and upon your
acceptance of these Terms, Apple will have the right (and will
be deemed to have accepted the right) to enforce these Terms
against you as a third-party beneficiary of these
Terms. You hereby represent and warrant
that (i) you are not located in a country that is subject to a
U.S. Government embargo, or that has been designated by the U.S.
Government as a “terrorist supporting” country; and (ii) you are
not listed on any U.S. Government list of prohibited or
restricted parties.