CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS. YOUR ACCEPTANCE OF THESE TERMS AND
CONDITIONS CONSTITUTES A BINDING AGREEMENT BETWEEN YOU AND LEGACY EV, LLC. BY PLACING AN
ORDER FOR PRODUCTS OR SERVICES FROM THIS WEBSITE, YOU ACCEPT AND ARE BOUND BY THESE
TERMS AND CONDITIONS. YOU MAY NOT ORDER OR OBTAIN PRODUCTS OR SERVICES FROM THIS
WEBSITE (A) IF YOU DO NOT AGREE TO THESE TERMS OR (B) IF YOU ARE NOT AT LEAST 18 YEARS OF AGE.
LEGACY EV STANDARD TERMS AND CONDITIONS
All sales made by Legacy EV, LLC (“Legacy EV”) to you or any third party (“Customer”) are subject to these terms and conditions.
These terms and conditions apply to orders for, and sales of, all products described in Legacy EV’s then-current comprehensive
product listing (“Products”) and all services described in Legacy EV’s then-current comprehensive service listing (“Services”). The
Services may include, but are not limited to, the Legacy EV HQ Subscription. Customer shall indicate Customer’s acceptance of
these terms and conditions by the earliest of: (i) Customer clicking the box next to “I agree with the terms and conditions” on Legacy
EV’s website prior to checking out; or (ii) Customer’s acceptance of any Product or Service provided, directly or indirectly, by Legacy
EV. If Customer does not agree to these terms and conditions, Customer shall not click the box next to “I agree with the terms and
conditions” and Customer is not permitted to place orders for Products and Services. Legacy EV may modify these terms and
conditions from time to time. Such modifications of these terms and conditions will not retroactively affect Purchase Orders which
have previously been submitted and accepted by Legacy EV. Customer should review these terms and conditions before purchasing
any Product or Service.
1. ORDERING. When placing an order for Products or Services, Customer may be asked to supply certain information
relevant to Customer’s transaction including, but not limited to, information about Customer’s method of payment (such as Customers
payment card number and expiration date), billing address and shipping information. CUSTOMER REPRESENTS AND WARRANTS THAT CUSTOMER HAS THE LEGAL RIGHT TO USE ANY PAYMENT CARD(S) OR OTHER PAYMENT METHOD(S) UTILIZED IN CONNECTION WITH ANY TRANSACTION. By submitting such information, Customer grants
Legacy EV the right to provide such information to third parties for purposes of facilitating the completion of the transactions initiated
by Customer. Customer agrees that any order is an offer to buy, under these terms and conditions, all Products and Services listed in
Customer’s order. All orders must be accepted by Legacy EV or Legacy EV will not be obligated to sell the Products or Services to
Customer. Legacy EV may choose not to accept orders at its sole discretion, or limit or cancel quantities purchased per person, per
household, or per order even after Legacy EV sends a confirmation email with an order number and details of the items Customer has
ordered. These restrictions could be instituted for safety, fraud, or other concerns and may include orders placed by or under the same
Customer account, the same payment method, and/or orders that use the same billing or shipping address. Legacy EV will provide
written confirmation of its receipt and acceptance of orders for Products and Services along with an order confirmation number for
any order. Customer agrees that problems with payment processing may need to be resolved with such third party processors, and that
all registration, billing, and shipment information must be truthful, accurate, and up-to-date.
2. ALL TRANSACTIONS SUBJECT TO TERMS. All acknowledgments and invoices issued pursuant to these terms and
conditions are issued for convenience of the parties only and shall be subject to the provisions of these terms and conditions. Legacy
EV, by these terms and conditions, objects to any modification of or addition to these terms and conditions. No modification to these
terms and conditions shall be valid without the prior written consent of Legacy EV.
3. PRICE. Legacy EV’s prices are exclusive of insurance, shipping, handling, duties and all sales, use and excise taxes levied
upon or measured by the sale, price or use of Products and Services. Customer shall have the sole responsibility for payment of all
such insurance, shipping, handling, duties and taxes with respect to the purchase of Products and Services. Prices for backordered
Products and Services are not guaranteed by Legacy EV. All descriptions, images, references, features, content, specifications,
products and prices of Products and Services are subject to change at any time without notice.
4. SHIPMENT AND DELIVERY. All Products and Services shall be packed and shipped by Legacy EV or an agent of
Legacy EV and marked for shipment to Customer, at the address set forth in the applicable Purchase Order. All Product and Service
shipments will be made FOB Origin. Title of Products and risk of loss on Products shall pass from Legacy EV when Products are
loaded on board the transporting carrier at the point of departure. Shipping and delivery dates are estimates only and cannot be
guaranteed. Legacy EV is not liable for any delays in shipment.
5. COPYRIGHT AND TRADEMARK NOTICES; LIMITATIONS ON USE. Customer shall not alter or remove, or
permit any third parties to alter or remove, any trademarks, service marks, logos, icons or trade names included on or used in
connection with Products, Services, packages or other materials contained in the packages, Services or Products, or any other
trademarks, service marks, logos, icons or trade names of Legacy EV (collectively, the “Trademarks”). All use of the Trademarks,
including, but not limited to, use in promotional, marketing or other materials related to Products or Services, shall be subject to the
prior written consent of Legacy EV. In the event promotional, marketing or other materials are provided to Customer by Legacy EV,
no modifications or alterations may be made to any such materials without the prior written consent of Legacy EV. Nothing in these
terms and conditions shall grant Customer any right, title or interest in the Trademarks. Customer shall not, directly or indirectly,
cause or allow to be caused any infringement of Legacy EV’s intellectual property or other proprietary rights. Customer shall
maintain, and shall not remove, any copyright and trademark notices on any Products or contained in marketing, promotional or other materials regarding Products and Services. Customer shall not: (i) use Products or Services for any purpose other than as intended by
Legacy EV; or (ii) reproduce, distribute, modify, disassemble, decompile, reverse engineer, attempt to derive the source code or to
create any derivative works of any Products or Services or portions or components of Products or Services.
6. CONFIDENTIAL INFORMATION. Each party shall maintain any and all Confidential Information (defined below) of
the other party in the strictest confidence and shall not disclose, use, commercialize or otherwise appropriate, in whole or in part, any
Confidential Information of the other party without the prior written consent of such party. Notwithstanding the foregoing, Legacy
EV may share Confidential Information with financing institutions and its suppliers. Without limiting the foregoing, each party shall
safeguard the Confidential Information of the other party and prevent its unauthorized, negligent or inadvertent use, copying or
disclosure in a manner not less than that employed to protect such party’s similar confidential information and always with at least a
reasonable degree of care. Upon the written request of the disclosing party, the receiving party shall return or, at the disclosing party’s option, destroy all Confidential Information of the disclosing party. “Confidential Information” means any information (written, oral or stored in any information storage or retrieval medium or device) that the disclosing party treats as confidential or proprietary, including, but not limited to, all information, documents and financial reports relating to the disclosing party or its business, operations, technical or financial information, including, but not limited to, research, products, costs, marketing information, business studies, finances, compositions, strategies, pricing information and any other information and materials that have not been made available to the general public. Confidential Information shall not include any information which: (i) is already known to the receiving party at the time of receipt or access without duty of confidentiality or other restriction; (ii) is or becomes publicly known through no wrongful act of the receiving party; (iii) is rightfully received from a third party without restriction and without breach of these terms and conditions; (iv) is independently developed by the receiving party without use of or reliance on the disclosing party’s Confidential Information; or (v) is approved for release by written authorization of the disclosing party. Should a party be required to disclose Confidential Information of the other party by order of a government agency or bureau or a court of law or equity, such party may make such disclosure, provided that the receiving party will first have provided the disclosing party with prompt written notice of such required disclosure and will take reasonable steps to allow the disclosing party to seek a protective order with respect to the Confidential Information required to be disclosed.
7. PRODUCT RETURNS. EXCEPT AS SET FORTH IN THIS SECTION 7, LEGACY EV OFFERS NO REFUNDS FOR ANY PRODUCTS OR SERVICES.
A. Stock Items. All unused Products that are part of Company’s standard stock may be returned, subject to a 25% restocking charge. The Product must be unused and returned in its original packaging in order to receive credit for the return. All shipping costs for any returned product will be the responsibility of Customer.
B. Special Items. All unused Products that are not part of the Company’s standard stock will be subject to a 100% restocking charge. No credit will be issued for return of these Products.
C. Deposits for Products. Under no circumstances will a deposit paid on a Product be refunded.
8. NO WARRANTY AND DISCLAIMER OF IMPLIED WARRANTIES. LEGACY EV MAKES NO WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, IN CONNECTION WITH THESE TERMS AND CONDITIONS, PRODUCTS, SERVICES AND LEGACY EV’S PERFORMANCE UNDER THESE TERMS AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, ORAL OR IN WRITING, IN FACT OR ARISING BY OPERATION OF LAW, COURSE OF DEALING, USAGE OF TRADE OR OTHERWISE, AND CUSTOMER EXPRESSLY WAIVES ANY AND ALL SUCH WARRANTIES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE AND NON-INFRINGEMENT. TO THE EXTENT SUCH WARRANTIES CANNOT BE DISCLAIMED UNDER THE LAWS OF CUSTOMER’S JURISDICTION, LEGACY EV LIMITS THE DURATION AND REMEDIES OF SUCH WARRANTIES TO THE WARRANTY PERIOD AND THE REMEDIES SET FORTH BELOW.
9. LIMITATION ON LIABILITY. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR
ANY SPECIAL, EXEMPLARY, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT
NOT LIMITED TO, LOST PROFITS, OR OTHER INDIRECT LOSS OR DAMAGE ARISING OUT OF THESE TERMS AND
CONDITIONS, THE USE OR POSSESSION OF PRODUCTS OR SERVICES OR PERFORMANCE UNDER THESE TERMS
AND CONDITIONS HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY (INCLUDING, BUT NOT LIMITED
TO, NEGLIGENCE), WHETHER BASED IN CONTRACT, TORT OR ANY OTHER CAUSE OF ACTION, EVEN IF SUCH
PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL LEGACY EV’S
LIABILITY TO CUSTOMER OR CUSTOMER’S CUSTOMERS ARISING OUT OF THESE TERMS AND CONDITIONS, THE
USE OR POSSESSION OF PRODUCTS OR SERVICES OR LEGACY EV’S PERFORMANCE UNDER THESE TERMS AND
CONDITIONS EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER TO LEGACY EV UNDER THESE TERMS AND
CONDITIONS FOR PRODUCTS OR SERVICES GIVING RISE TO THE LIABILITY IN THE TWELVE-MONTH PERIOD
IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY, WHICH SHALL BE CUSTOMER’S SOLE
REMEDY UNDER THESE TERMS AND CONDITIONS.
SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES
OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS AND/OR
EXCLUSIONS MAY NOT APPLY TO CUSTOMER OR CUSTOMER’S PURCHASE OF PRODUCTS. THIS SECTION 9 OUTLINES CUSTOMER’S SPECIFIC LEGAL RIGHTS AND REMEDIES UNDER THESE TERMS, BUT CUSTOMER MAY
ALSO HAVE OTHER RIGHTS AND REMEDIES WHICH ARISE FROM OPERATION OF LAW AND WHICH VARY FROM
STATE TO STATE.
10. AUTHORIZED INSTALLERS. Customer agrees that Legacy EV shall have no liability for the actions or omissions of any
authorized installer. Customer shall perform Customer’s own due diligence on any authorized installer before hiring the authorized
installer to provide any services to Customer. Other than to verify that the authorized installers have completed Legacy EV’s training,
Legacy EV makes no representation or warranty with regard to the authorized installers by including them on Legacy EV’s website.
11. DISCONTINUATION OF PRODUCTS OR SERVICES. Legacy EV may at any time discontinue offering or providing
any or all Products or Services without incurring any liability to Customer or Customer’s customers, if applicable.
12. NOTICES. Legacy EV may provide any notice to Customer under these terms and conditions by: (a) sending a message to
the email address Customer provided, or (b) by posting to the website. Customer consents to receive electronic communications, and
agrees that all Notices, agreements, disclosures, and other communications Legacy EV provides electronically, via email and on the
website, satisfy any legal requirement that such communication be in writing. All other notices, requests, demands and other
communications (“Notice”) must be in writing and shall be given by (i) personally delivering the Notice to the party, against a signed
receipt, (ii) mailing the Notice by registered or certified mail, return receipt requested, or (iii) sending via nationally recognized courier services to the party at the address of such party as set forth below. Notices to Legacy EV shall be sent to: Legacy EV, LLC,
712 Hacienda, Drive # 1, Tempe, AZ 85281, Attention: T&C Customer Service. Notices to Customer shall be sent to Customer’s
shipping address provided when Customer ordered the Products or Services. Notices shall be effective as of the date of receipt.
13. COMPLIANCE WITH LAWS. Each party shall comply with any and all laws, regulations and orders that may be applicable to such party and Products and Services. Products and Services may be subject to export controls under the laws and regulations of the United States and any other applicable countries’ laws and regulations. Customer shall not export or otherwise distribute or direct Products or Services or any part of Products or Services, in violation of any law or regulation of the United States.
Buyer shall also comply with all export and import laws of all countries involved in the sale of, or the resale of, the Products under
these terms and conditions. Buyer assumes all responsibility for shipments of Products requiring any government import clearance.
Legacy EV may terminate any orders to Customer and these terms and conditions if any governmental authority imposes antidumping
or countervailing duties or any other penalties on the Products. Customer warrants that it shall not export any Products or Services
with knowledge that they will be used in the design, development, production or use of chemical, biological, nuclear or ballistic
weapons, or in a facility engaged in such activities unless Customer has obtained prior approval from the U.S. Department of
Commerce. Customer shall not knowingly transfer Products or Services to, or make them available for use by or for, any government
or military end-user located in or operating under the authority of any country not identified in Supplement No.1, Country Group A:1
to Part 740 of the EAR without the proper authorization and approval of the United States government. Neither party has made nor
shall make any direct or indirect payment of, offer to pay, authorization to pay, gift of, promise to give, or authorization of the giving
of anything of value to any U.S. or foreign government official, or the immediate family of any such official, for the purpose of
influencing an act or decision of the government or such individual in order to assist, directly or indirectly, such party in obtaining
business, retaining business or securing an improper advantage.
14. BINDING EFFECT/ASSIGNMENT/NO THIRD PARTY BENEFICIARIES. These terms and conditions shall be
binding upon and shall inure to the benefit of Legacy EV and Customer and their respective representatives, successors, heirs and
permitted assigns. Customer shall not assign or delegate any of Customer’s obligations under these terms and conditions without
Legacy EV’s prior written consent. Any purported assignment or delegation in violation of this Section 14 is null and void. No
assignment or delegation relieves Customer of any of Customer’s obligations under these terms and conditions. These terms and
conditions do not and are not intended to confer any rights or remedies upon any person other than Customer.
15. FORCE MAJEURE. Legacy EV shall not be liable for any delay in or failure of performance resulting from fire, labor
dispute, strike, lockout, war, insurrection, terrorist action, government restriction, pandemic, act of God, or restraints or delays
affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication
breakdown or power outage. or other force majeure beyond its reasonable control, provided that Legacy EV uses its best efforts to
resume performance as promptly as possible following such an event.
16. WAIVER. The failure of either party to act upon any right, remedy or breach of these terms and conditions shall not
constitute a waiver of that or any other right, remedy or breach. No waiver shall be effective unless made in writing and signed by an
authorized representative of the waiving party.
17. GOVERNING LAW. These terms and conditions and the rights and obligations of the parties under these terms and
conditions shall be governed by and construed in accordance with the laws of the State of Arizona, including, but not limited to, its
provision of the Uniform Commercial Code, and the United States of America, without regard to principles of conflicts of laws.
These terms and conditions and the rights and obligations of the parties under these terms and conditions shall not be governed by the
provisions of the United Nations Convention on Contracts for the International Sales of Goods or the United Nations Convention on
the Limitation Period in the International Sales of Goods, as amended.
18. CONSENT TO FORUM. The federal and state courts having jurisdiction over Tempe, Arizona shall have exclusive
jurisdiction over any dispute or controversy arising under or related to these terms and conditions including, but not limited to, the
collection of any amounts due to Legacy EV for Products or Services. Each party consents to the personal and exclusive jurisdiction
of such courts and waives any objection that it may have to the venue of any such proceeding and any claim or defense of
inconvenient forum. Service of process may be made in accordance with the notice provision of these terms and conditions. Any
award made by a court in conjunction with litigation between the parties regarding these terms and conditions shall include an award
of all reasonable attorneys’ fees and legal costs incurred by the party in whose favor the final decision is rendered, and such sum may
be added to any judgment entered in the litigation. A party’s right to the foregoing shall not merge with but shall survive the entry of
judgment and shall extend to appeals and collection.
19. TIME LIMIT TO BRING AN ACTION. Notwithstanding any applicable statute of limitations period to the contrary,
Customer must file any civil action (whether at law or in equity) against Legacy EV no later than one (1) year after the event giving
rise to liability.
20. INJUNCTIVE RELIEF. In the event of a breach or threatened breach of Sections 5, 6, or 13 the non-breaching party shall
be entitled to seek from a court of competent jurisdiction preliminary and permanent injunctive relief, which remedies shall be
cumulative and in addition to any other rights and remedies to which the non-breaching party may be entitled at law or in equity,
which may be exercised successively or concurrently and without necessity of posting bond or other security. Each party
acknowledges that its breach of any of the covenants set forth in Sections 5 or 6 would result in immediate and irreparable injury to
the other party.
21. NO SETOFF. Customer has no rights to set off against amounts due to Legacy EV for Products and Services.
22. SEVERABILITY. Any provision of these terms and conditions determined by a court of competent jurisdiction to be
unenforceable or invalid shall be modified to the extent necessary to eliminate the invalidity or unenforceability and any remaining
unenforceability or invalidity shall have no effect on any of the other terms of these terms and conditions which shall remain in full
force and effect.
23. INTERPRETATION. These terms and conditions shall be fairly interpreted in accordance with their terms and without any
strict construction in favor of or against either party. Any ambiguity shall not be interpreted against the drafting party.
Policy constitute the entire agreement between Legacy EV and Customer and supersede all prior negotiations and all agreements
proposed or otherwise, whether written or oral, concerning the subject matter of these terms and conditions. In the event of conflict
between these terms and conditions and any other written document, these terms and conditions shall control and prevail. Legacy
the website. Any user or product reviews or other feedback relating to the Products that Customer posts or submits to Legacy EV may
be copied, modified, adapted, published and/or deleted in their entirety by Legacy EV without notice, attribution, or payment to
Last updated: 01/18/2021