Privacy Policy

Privacy Policy

XOS PRIVACY POLICY

Last modified: May 19, 2021

Introduction, Scope and Applicability

This Privacy Policy describes how XOS collects and uses Personal Data about you through the use of our Digital Services, and through email, text, and other electronic communications between you and XOS.

XOS, Inc., including its subsidiaries and other affiliated companies (“XOS,” “we,” “our,” or “us”) respects your privacy, and we are committed to protecting it through our compliance with this policy.

This Privacy Policy (our “Privacy Policy” or “Policy”) describes the types of information we may collect (1) from you or that you may provide when you visit our website and its subdomains, (2) from you when you use a XOS vehicle or Xos product, (3) from one or more XOS vehicle(s) or product(s); and/or (4) through our vehicle telematics platform if you and/or your employer elect to use our telematics platform (collectively our, “Digital Services”). Additionally, this Policy describes our practices for collecting, using, maintaining, protecting, sharing and disclosing that information.

This Policy applies to information we collect:

  • on our Digital Services;
  • by telephone, email, text, and other electronic messages between you and us;
  • when you interact with our advertising and applications on third party websites and services, if those applications or advertising include links to this Policy;
  • from your XOS vehicle;
  • through our vehicle telematics platform.

It does not apply to information collected by:

  • us offline or through any other means apart from or outside of our Digital Services other than as expressly set forth above; and
  • any third party, including through any application or content (including advertising) that may link to or be accessible from or on the Digital Services, except through our telematics platform partner.

Please read this Policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Digital Services, and you must promptly exit our Digital Services. By accessing or using our Digital Services, you agree to this Privacy Policy. This Privacy Policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of our Digital Services after we make changes is deemed to be acceptance of those changes, so please check this Privacy Policy periodically for updates.

Children Under the Age of 16

Our Digital Services are not intended for children under 16 years of age. No one under age 16 may provide any information to or through the Digital Services. We do not knowingly collect Personal Data from children under 16.

Our Digital Services are not intended for children under 16 years of age. No one under age 16 may provide any information to or through the Digital Services. We do not knowingly collect Personal Data from children under 16. If you are under 16, do not use or provide any information on our Digital Services through any of their features, including your name, address, telephone number, email address, or any screen name or username you may use. If we learn we have collected or received Personal Data from a child under 16 without verification of parental consent, we will delete that information. If you believe we might have any information from a child under 16, please contact us at support@xostrucks.com or 855.909.4407.

Information We Collect About You and How We Collect It

We collect different types of information about you, including information that may directly identify you, information that is about you but individually does not personally identify you, and information that we combine with our other users. This includes information that we collect directly from you or through automated collection technologies.

Generally

We may collect several types of information from and about users of our Digital Services (collectively, “Personal Data”):

  • by which you may be personally identified, such as name, address, e-mail address, telephone numbers, images and video of you, credit or debit card number, bank or financial account number (for payment purposes only), company name, state of operation, fleet size, and type of vehicle (step van, box truck, etc.);
  • that is about you but individually does not or may not identify you, such as traffic data, logs, referring/exit pages, date and time of your visit to our Digital Services, error information, clickstream data, and other communication data and the resources that you access and use on the Digital Services; or
  • about your Internet connection, the equipment you use to access our Digital Services and usage details, such as traffic data, logs, referring/exit pages, date and time of your visit to our Digital Services, error information, clickstream data, and other communication data and the resources that you access and use on the Digital Services.

Please refer to Information You Provide to Us and Information We Collect Through Automatic Data Technologies, below for additional information and details about the types and categories of information we collect. We collect this information from various sources and in various manners:

  • directly from you when you provide it to us;
  • automatically as you use our Digital Services. Information collected automatically may include usage details, IP addresses, your Internet activity while on our Site and others (e.g., pages viewed, clicks, scrolling and mouse-overs) and other information collected through cookies, pixels, web beacons, session replay software and other tracking technologies; and Information about your computer and Internet connection, i.e. your IP address, unique device identifier, unique advertising identifier, operating system, and browser type. From third parties, for example, our business partners; and
  • through our vehicle telematics platform and any sensors either in XOS vehicles, or applied to operators of an XOS vehicle.

Please refer to Information You Provide to Us and Information We Collect Through Automatic Data Technologies, below for additional information and details about when and how we collect information.

Information You Provide to Us

The information we collect on or through our Digital Services is:

  • Personal data such as the data identified above;
  • Information that you provide by filling in forms on or when you use our Digital Services. This includes information provided at the time of registering to use our Digital Services, posting material, purchasing products, or requesting further services. We may also ask you for information when you report a question regarding or problem with our Digital Services;
  • Records and copies of your communications and correspondence (including email addresses), if you contact us or otherwise communicate with us;
  • Your responses to surveys that we might ask you to complete for research, development and marketing purposes; and
  • Details of transactions you carry out through our Digital Services. You may be required to provide financial information before placing an order through our Digital Services.

Information We Collect Through Automatic Data Collection Technologies

As you navigate through and interact with our Digital Services, we may use automatic data collection technologies to collect certain information about you and your vehicle, equipment, browsing actions, and patterns, specifically:

  • Usage Details. Details of your visits to our Digital Services, such as traffic data, location, logs, referring/exit pages, date and time of your visit to our Digital Services, error information, clickstream data, and other communication data and the resources that you access and use on the Digital Services.
  • Device Information. Information about your computer, vehicle telematics equipment, mobile device, and Internet connection, including your IP address, operating system, browser type, and browser version information.
  • Driver Monitoring System. Information about drivers of XOS vehicles, including things such as facial movements, vehicle operations, driving habits, and activities within the vehicle.
  • Location Data. Information about your location and the location of the XOS vehicle.
  • Vehicle Telematics Data. Information regarding the performance, usage, operation, and condition of your XOS vehicle, including: vehicle identification number; speed information; odometer readings; battery use management information; battery charging history; electrical system functions; software version information; infotainment system data; safety-related data and camera images; information regarding the vehicle’s supplemental restraint system (SRS) system (air-bag system), braking and acceleration, security, e-brake, and accidents); short video clips of accidents; information regarding the use and operation of certain XOS features; and other data to assist in identifying issues and analyzing the performance of the vehicle. We may collect such information either in person (such as during a service appointment) or via remote access.
  • Remote Analysis Data. We may be able to dynamically connect to your XOS vehicle to diagnose and resolve issues with it, and this process may result in access to personal settings in the vehicle (such as contacts, browsing history, and navigation history). This dynamic connection also enables us to view the current location of your vehicle.
  • Safety Analysis Data. In order to help improve our products and services, we may collect and store other vehicle data, including: data about accidents or near accident-like circumstances involving your XOS vehicle (e.g., air bag deployment, camera sensor data and images, and other recent sensor data); data about remote services (e.g., remote lock/unlock, start/stop charge, and honk-the-horn commands); a data report to confirm that your vehicle is online together with information about the current software version and certain telematics data; vehicle connectivity information; data about any issues that could materially impair operation of your vehicle; data about any safety-critical issues; and data about each software and firmware update. We may collect such information either in person (such as during a service appointment) or via remote access.
  • Service History. In order to facilitate the servicing of your car, we may collect and process data about the service history of each XOS vehicle, such as the customer’s name, vehicle identification number, repair history, any outstanding recalls, any bills due, any customer complaints, and any other information related to its service history.
  • Charging Information. We may collect information regarding the charge rate and charging stations used by you (including use of superchargers and/or public or private DC LC chargers, as well as home or commercial outlets) in order to, for example, analyze which charging stations are being utilized, how long and efficient battery charges are, where additional charging stations are needed, and in some jurisdictions, may participate in government fuel standard programs.

The information we collect automatically may include Personal Data or we may maintain it or associate it with Personal Data we collect in other ways or receive from third parties. This helps us to improve our Digital Services and to deliver a better and more personalized service by enabling us to:

  • estimate our audience size and usage patterns;
  • improve our product and services offering;
  • store information about your preferences, allowing us to customize our Digital Services according to your individual interests; and
  • recognize you when you return to our Digital Services.

The technologies we use for this automatic data collection may include:

  • XOS Vehicles. XOS vehicles are equipped with equipment, software and related technology that collects data as described elsewhere in this Privacy Policy.
  • Cookies (or browser cookies). We and our service providers may use cookies, web beacons, pixels, pixel tags and other technologies to receive and store certain types of information whenever you interact with our Digital Services through your computer or mobile device. A “cookie” is a small piece of data sent from a Digital Services and stored on the user’s computer by the user’s web browser while the user is browsing. On your computer, you may refuse to accept browser cookies by activating the appropriate setting on your browser, and you may have similar capabilities on your mobile device in the preferences for your operating system or browser. However, if you select this setting you may be unable to access certain parts of our Digital Services. Unless you have adjusted your browser or operating system setting so that it will refuse cookies, our system will issue cookies when you direct your browser to our Digital Services.
  • Pixels and Web Beacons. Pages on our Digital Services, or our e-mails, may contain small electronic files known as web beacons (also referred to as clear gifs, pixel tags and single-pixel gifs) that permit us, for example, to count users who have visited those pages or opened an e-mail and for other related Digital Services statistics (for example, recording the popularity of certain Digital Services content and verifying system and server integrity).
  • Website Analytics. We use web analytics tools and services provided by third party service provider, such as Google, to collect certain information relating to your use of the Digital Services. These tools and services cookies, which are text files placed on your computer, to help the Digital Services analyze how users use the site. For examples and additional information you can review “How Google uses data when you use our partners’ sites or apps”, (located at www.google.com/policies/privacy/partners/). As described more fully elsewhere in this Policy, we may also use marketing and advertising services from third party social media providers and ad networks, such as Facebook, Instagram, Google and other advertising networks to provide you with targeted or interest-based advertising based on your online activity.

How We Use Your Information

We use your Personal Data for various purposes described below, including to:
  • provide our Digital Services to you;
  • provide products and services to you;
  • provide you with information you request from us;
  • enforce our rights arising from contracts;
  • notify you about changes; and
  • provide you with notices about your account.

We use information that we collect about you or that you provide to us, including any Personal Data:

  • to present our Digital Services and related content to you;
  • to provide our products and services to you;
  • to provide you with information, products, or services that you request from us or that may be of interest to you;
  • to process, fulfill, support, and administer transactions and orders for products and services ordered by you;
  • to provide you with notices about your XOS account;
  • to contact you in response to a request;
  • to administer quizzes and surveys;
  • to fulfill any other purpose for which you provide it;
  • to carry out our obligations and enforce our rights arising from any contracts entered into between you and us, including for billing and collection;
  • to notify you about changes to our Digital Services, or any products or services we offer or provide though them;
  • We may use your information, including vehicle identification number or other product serial number, to verify identity, assist with your request, and to determine appropriate services. For example, we may use the vehicle identification number to determine which product you may need assistance with;
  • except as described above and below, XOS may use or share non-personally identifiable information for any purpose, such as for operational or research purposes, for industry analysis, to improve or modify our products and services, to better tailor our products and services to your needs, and where legally required;
  • to analyze and improve the safety and security of our products and services;
  • for our business purposes, such as data analysis, audits, fraud monitoring and prevention, identifying usage trends, determining the effectiveness of our promotional campaigns, and operating and expanding our business activities;
  • to monitor your XOS vehicle’s performance and provide services to your product;
  • to advise you of important safety-related information about your XOS vehicle or to notify first responders in the event of an accident;
  • from time to time, we may send administrative information to you, such as information regarding our products and services, and changes to our terms, conditions, and policies;
  • in any other way we may describe when you provide the information; and
  • for any other purpose with your consent.

We may also use your information to contact you about goods and services that may be of interest to you, including through newsletters. If you wish to opt-out of receiving such communications, you may do so at any time by clicking unsubscribe at the bottom of these communications. For more information, see Choices About How We Use and Disclose Your Information.

We may de-identify your Personal Data so that it no longer reasonably identifies you. In this case, we may use this de-identified data without restriction and for any purpose, including to improve our Digital Services, products and services.

Disclosure of Your Information

We do not share, sell, or otherwise disclose your Personal Data for purposes other than those outlined in this Privacy Policy. We disclose your Personal Data to a few third parties, including:
  • our affiliates and third-party service providers that we use to support our business;
  • to a company we merge, acquire, or that buys us, or in the event of change in structure of our company of any form;
  • to comply with our legal obligations;
  • to affiliates and third parties for their own commercial purposes;
  • to enforce our rights; and
  • to other parties with your consent.

We may share or disclose Personal Data that we collect or you provide as described in this Privacy Policy:

  • To affiliates, contractors, service providers, and other third parties we use to support our business. The services provided by these organizations include providing IT and infrastructure support services, advertising, marketing, and payment processing services. Advertising and marketing partners such as Facebook, Instagram, Google and other advertising networks may receive and use your Personal Data to assist us with our advertising and marketing efforts.
  • To repair estimate providers and any insurance company to enable XOS or third-party service center or providers to perform services on your vehicle such as repair or maintenance. When you request XOS to perform certain services, we share limited information about you and the vehicle with these parties to help provide you with an accurate repair estimate and to facilitate payment. Repair estimate providers may use this information in the aggregate to create and publish industry analytics;
  • To a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of our assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which Personal Data held by XOS about our Digital Services users are among the assets transferred;
  • To other third-party business partners to the extent that they are involved in the purchase, lease, or service of your XOS products. We share limited information from or about you or your XOS products to allow you to take advantage of those services if you elect to utilize them, with such partners as finance institutions, leasing, registration, title companies, electric utilities, permitting authorities and insurance companies;
  • To fulfill the purpose for which you provide it;
  • For any other purpose disclosed by us when you provide the information; and/or
  • For purposes for which you provide your consent. For example, where you share an experience with us for the purposes of discussion.

We may also share or disclose your Personal Data:

  • To comply with any court order, law, or legal process, including to respond to any government or regulatory request;
  • With your employer or other fleet operator or the owner of the XOS product, if you do not directly own it and as authorized under applicable law;
  • In some jurisdictions, XOS participates in government programs relating to environmental standards or the promotion of renewable fuel to reduce carbon emissions. XOS’s participation in such programs assists XOS to scale investments and accelerate the development of XOS’s charging infrastructure network. Participation in some programs may require that XOS share certain limited vehicle information and charging statistics with government or regulatory agencies as dictated by the terms of these programs, which may include your vehicle identification number and aggregated data that includes information about vehicle charging;
  • To related affiliates and to unrelated third parties to market or advertise their products or services to you if you have not opted out of these disclosures. This type of sharing may be deemed a sale of Personal Data under some laws or jurisdiction. Facebook, Instagram, Google and other advertising networks may have the ability to use your Personal Data for their own marketing, advertising or business purposes. For more information about your opt-out rights, see Choices About How We Use and Disclose Your Information;
  • To enforce or apply our Terms of Use and other agreements, including for billing and collection purposes; and
  • If we believe disclosure is necessary or appropriate to protect the rights, property, or safety of XOS, our customers, or others. This includes exchanging information with other companies and organizations for the purposes of fraud protection and credit risk reduction.

Choices About How We Use and Disclose Your Information

We offer you choices on how you can opt out of our advertising to you. We do not control the collection and use of your information collected by third parties.

We do not control the collection and use of your information collected by third parties described above in Disclosure of Your Information. These third parties may aggregate the information they collect with information from their other customers for their own purposes.

In addition, we strive to provide you with choices regarding the Personal Data you provide to us. We have created mechanisms to provide you with control over your Personal Data:

  • Tracking Technologies and Advertising. You can set your browser or operating to refuse all or some cookies, or to alert you when cookies are being sent. If you disable or refuse cookies, please note that some parts of our Digital Services may then be inaccessible or not function properly
  • Promotional Offers from XOS. If you do not wish to have your email address used by XOS to promote our own products and services, you can opt-out at any time by clicking the unsubscribe link at the bottom of any email or other marketing communications you receive from us. This opt out does not apply to information provided to XOS as a result of a product purchase, or your use of our services.
  • Disclosure of Your Information to Affiliates and Third Parties. As described above, by using our Digital Services you consent to our sharing of your Personal Data with our affiliates and third parties for their marketing or advertising purposes. If you have any questions regarding this sharing or wish to opt-out of such sharing, please email us at support@xostrucks.com.
  • Tracking and Targeted Advertising. To learn more about interest-based advertisements and your opt-out rights and options, visit the Digital Advertising Alliance and the Network Advertising Initiative websites. Please note that if you choose to opt out, you will continue to see ads, but they will not be based on your online activity. We do not control third parties’ collection or use of your information to serve interest-based advertising. However, these third parties may provide you with ways to choose not to have your information collected or used in this way. You can also opt out of receiving targeted ads from members of the NAI on its Digital Services.

Your Rights Regarding Your Information and Accessing and Correcting Your Information

You may review and change your Personal Data by contacting us.

You can notify us through one of the ways listed in the Contact Information section below of any changes or errors in any Personal Data we have about you to ensure that it is complete, accurate, and as current as possible or to delete your account. We cannot delete your Personal Data except by also deleting your account with us. We may also not be able to accommodate your request if we believe it would violate any law or legal requirement or cause the information to be incorrect.

Do Not Track Signals

We currently do not honor do-not-track signals that may be sent by some browsers.

Some web browsers permit you to broadcast a signal to websites and online services indicating a preference that they “do not track” your online activities. Because there is no standard for these signals at this time, we currently do not honor such signals and we do not modify what information we collect or how we use that information based upon whether such a signal is broadcast or received by us.

Data Security

Information transmitted over the Internet is not completely secure, but we do our best to protect your Personal Data. You can help protect your Personal Data and other information by keeping your password to our Digital Services confidential.

We have implemented measures designed to secure your Personal Data from accidental loss and from unauthorized access, use, alteration, and disclosure.

The safety and security of your information also depends on you. Where you have chosen a password for the use of our Digital Services, you are responsible for keeping this password confidential. We ask you not to share your password with anyone.

Unfortunately, the transmission of information via the Internet is not completely secure. Although we work diligently to try and protect your Personal Data, we cannot guarantee the security of your Personal Data transmitted to our Digital Services. Any transmission of Personal Data is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Digital Services or in your operating system.

Additionally, if you sell or transfer your XOS vehicle to another person, please notify us so that we can determine whether additional steps are required to help safeguard information from or about you from disclosure to the purchaser or transferee of the XOS vehicle.

California Privacy Rights

Under some circumstances, California law may provide you with the right to obtain a list of third parties (if any) that we provide your Personal Data to for their own direct marketing purposes.

While we do business in California, the California Consumer Privacy Act and California Privacy Rights and Enforcement Act do not presently apply to XOS. We will update this Policy as and when these or other new laws apply to XOS.

California Civil Code Section 1798.83 (California’s “Shine the Light” law) permits users of our Digital Services that are California residents and who provide Personal Data in obtaining products and services for personal, family, or household use to request certain information regarding our disclosure of Personal Data to third parties for their own direct marketing purposes. If applicable, this information would include the categories of Personal Data and the names and addresses of those businesses with which we shared your Personal Data with for the immediately prior calendar year (e.g. requests made in 2021 will receive information regarding such activities in 2020). You may request this information once per calendar year. To make such a request, please contact us using the Contact Information below.

Changes to Our Privacy Policy

We will post any changes to our Privacy Policy on our Digital Services. If we make material changes to our Privacy Policy, we may notify you of such changes through your contact information and invite you to review (and accept, if necessary) the changes.

We may change this Privacy Policy at any time. It is our policy to post any changes we make to our Privacy Policy on this page with a notice that the Privacy Policy has been updated on the Digital Services’ home page. If we make material changes to how we treat our users’ Personal Data, we will notify you by email to the email address specified in your account and/or through a notice on the Digital Services’ home pages. The date this Privacy Policy was last revised is identified at the top of the page. You are responsible for ensuring we have an up-to-date active and deliverable email address for you, and for periodically accessing our Digital Services and reviewing this Privacy Policy to check for any changes.

Contact Information

You may contact us through the contact information below.

If you have any questions, concerns, complaints or suggestions regarding our Privacy Policy or otherwise need to contact us, you may contact us at the contact information below or through the “Contact Us” page on our Digital Services.

How to Contact Us:

XOS, Inc.
3550 Tyburn Street, Unit 100
Los Angeles, CA 90065
Telephone: (855) 909-4407
Email: support@xostrucks.com

DIGITAL SERVICES TERMS OF USE

Last revised: June 2021

These terms and conditions of use (“Terms of Use”) govern your use of our online interfaces and digital properties (e.g., websites and mobile applications) owned and controlled by XOS, Inc. and/or its wholly owned subsidiaries (collectively, “XOS”), including, without limitation, (1) our website and its subdomains, (2) vehicles designed, developed, manufactured and/or sold by XOS (“XOS Vehicles”) and products, which includes, without limitation, any automobile, truck, van, or any other moving vehicle designed and/or sold by XOS; and any vehicle, whether or not designed and/or sold by XOS, which includes the XOS telematics platform, charging infrastructure hardware and software, any XOS App, or any other XOS product or accessory, and (3) XOS software and telematics applications (our “App”) (collectively, “Digital Services”). Your compliance with these Terms of Use is a condition to your use of the Digital Services. If you do not agree to be bound by the Terms of Use, promptly exit the Digital Services. Please also consult our Privacy Policy for a description of our privacy practices and policies.

Binding Arbitration. These Terms of Use provide that all disputes between you and XOS that in any way relate to these Terms of Use or your use of the Digital Services will be resolved by BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION PROCEEDING) to assert or defend your rights under these Terms of Use (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action. Please review the Section below entitled Dispute Resolution; Arbitration Agreement or the details regarding your agreement to arbitrate any disputes with XOS.

    1. Ownership of the Digital Services

All pages, features and content within these Digital Services and any material made available for download are the property of XOS, or its licensors or suppliers, as applicable. The Digital Services are protected by United States and international copyright and trademark laws. The contents of the Digital Services, including without limitation all data, files, documents, text, photographs, images, audio, and video, and any materials accessed through or made available for use or download through these Digital Services (“Content”) may not be copied, distributed, modified, reproduced, published or used, in whole or in part, except for purposes authorized by these Terms of Use or otherwise approved in writing by XOS. You may not frame or utilize framing techniques to enclose, or deep link to, any name, trademarks, service marks, logo, Content or other proprietary information (including images, text, page layout, or form) of XOS without our express written consent.

    1. Access to Digital Services, Security and Restrictions; Passwords

You are prohibited from violating or attempting to violate the security of the Digital Services, including, without limitation, (a) accessing data not intended for such user or logging onto a server or an account which the user is not authorized to access; or (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; or (c) accessing or using the Digital Services or any portion thereof without authorization, in violation of these Terms of Use or in violation of applicable law.

You may not use any scraper, crawler, spider, robot or other automated means of any kind to access or copy data on the Digital Services, deep-link to any feature or content on the Digital Services, bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Digital Services.

Violations of system or network security may result in civil or criminal liability. XOS will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of these Digital Services or any activity being conducted on these Digital Services.

In the event access to the Digital Services or a portion thereof is limited requiring a user ID and password (“Protected Areas”), you agree to access Protected Areas using only your user ID and password as provided to you by XOS. You agree to protect the confidentiality of your user ID and password, and not to share or disclose your user ID or password to any third party. You agree that you are fully responsible for all activity occurring under your user ID. Your access to the Digital Services may be revoked by XOS at any time with or without cause. You agree to defend, indemnify and hold XOS harmless from and against all third-party claims, damages and expenses (including reasonable attorneys’ fees) against or incurred by XOS arising out of your breach of these Terms of Use or violation of applicable law, your use or access of the Digital Services, or access by anyone accessing the Digital Services using your user ID and password.

    1. License to use our Digital Services

XOS grants to you a nontransferable license to use our Digital Services on devices that you own or control. XOS reserves all rights in and to the App not expressly granted to you under this Agreement. The terms of this Agreement will govern any content, materials, or services accessible from or purchased within the App as well as upgrades provided by XOS that replace or supplement the original App, unless such upgrade is accompanied by a new or revised Agreement. You may not copy (except as permitted by this license), reverse-engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the our Digital Services, any updates, or any part thereof (except as and only to the extent that any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open-sourced components included with the Digital Services).

    1. Limitations on License.

The license to use our Digital Services are restricted as follows:

      1. Limitations on Copying and Distribution. You may not copy or distribute our Digital Services.
      2. Limitations on Reverse Engineering and Modification; APIs. You may not reverse engineer, decompile, disassemble, modify or create works derivative of the Digital Services, except to the extent expressly permitted by applicable law.
      3. Transferring Your XOS Vehicle to a Third Party. In the event that you sell, lease, rent, or any other assigning of your rights to use or own an XOS Vehicle, you must either (i) ensure that the Third Party agrees to these Terms of Use in a legally binding manner; or (ii) notify XOS in writing of the transfer of legal rights.
      4. Proprietary Notices. You may not remove any proprietary notices (e.g., copyright and trademark notices) from the Digital Services or their documentation.
      5. Use in Accordance with Documentation. All use of the Digital Services must be in accordance with its then current documentation, if any, provided with the XOS Vehicle, the applicable XOS product, or made available on XOS’s website.
      6. Compliance with Applicable Law. You are solely responsible for ensuring your use of the Digital Servers are in compliance with all applicable foreign, federal, state and local laws, and rules and regulations, including but not limited to, traffic laws and violations.
    1. Online Services Associated with the Digital Services.

The Digital Services may be used to access certain online services. In some cases, you will not receive a separate notice when the Digital Services connect to those services. Using the Digital Services constitutes your consent to the transmission of standard device information (including, but not limited to, technical information about your device, system, XOS Vehicle information, and application software) to those services. Your use of those services may be governed by additional terms and conditions. Using the online services will constitute your acceptance of and agreement to be bound by those additional terms and conditions, if any. You may not use any online services in any way that could harm those services, disrupt their operation, or impair any other user’s use of those services or the wireless network through which they are accessed. You may not use the online services to gain unauthorized access to or use of any service, data, account, or network by any means.

    1. Location-Enabled Features.

Certain location-enabled functionality made available in XOS Vehicles or in XOS products is provided by Google Inc., Apple Inc., and other third-party providers. Your use of that functionality may be subject to additional terms and conditions (as updated from time-to-time): http://www.google.com/intl/en-US_US/help/terms_maps.html and https://www.apple.com/legal/internet-services/maps/terms-en.html. You must exercise your own judgment as to the adequacy and appropriateness of the information. All location-based information is provided entirely “as-is,” without warranties, express or implied, of any kind.

    1. Vehicle Support; Functionality.

All questions and requests relating to XOS Vehicle or XOS product support must be directed to XOS. We may change or remove functionality and other features of XOS Vehicles and XOS products at any time, without notice.

    1. Modified Devices and Operating Systems.

XOS will have no liability for errors, unreliable operation, or other issues resulting from use of any XOS Vehicle or XOS product on or in connection any XOS Vehicle or XOS product that is not in conformance with the XOS’ original specifications, including use of modified versions of the operating system, batteries, or any other unapproved modification that could be made to an XOS Vehicle or XOS product (collectively, “Modified Devices”). Use of an XOS Vehicle with Modified Devices will be at your sole and exclusive risk and liability.

    1. Accuracy and Integrity of Information

Although XOS attempts to ensure the integrity and accuracy of the Digital Services, it makes no representations, warranties or guarantees whatsoever as to the correctness or accuracy of the Digital Services and Content thereon. It is possible that the Digital Services could include typographical errors, inaccuracies or other errors, and that unauthorized additions, deletions and alterations could be made to the Digital Services by third parties. In the event that an inaccuracy arises, please promptly inform XOS in writing so that it can be corrected. XOS reserves the right to unilaterally correct any inaccuracies on the Digital Services without notice. Information contained on the Digital Services may be changed or updated without notice. Additionally, XOS shall have no responsibility or liability for information or Content posted to the Digital Services from any non-XOS affiliated third party.

    1. Typographical Errors

In the event a product or service is listed at an incorrect price due to typographical error or error in pricing information received from our suppliers, we shall have the right to refuse or cancel any orders placed for product / service listed at the incorrect price. We shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit or debit card charged. If your credit or debit card has already been charged for the purchase and your order is canceled, we shall promptly issue a credit to your credit or debit card account in the amount of the incorrect price.

    1. Export Policy and Restrictions

You acknowledge that the products which are sold or licensed on the Digital Services, which may include technology and software, are subject to the customs and export control laws and regulations of the United States of America and may also be subject to the customs and export laws and regulations of the country in which the products are manufactured and/or received. By purchasing, downloading or using technology or software from the Digital Services, you agree to abide by the applicable laws, rules and regulations – including, but not limited to the Export Administration Act and the Arms Export Control Act – and you represent and warrant that you will not transfer, by electronic transmission or otherwise, the software or technology to a foreign national or a foreign destination in violation of the law. By purchasing any products, you agree that you will not use any products, or provide products to any person, who is forbidden from receiving the product under the Export Administration Regulations or any economic sanctions maintained by the U.S. Department of Treasury. U.S. antiboycott regulations, or U.S. economic sanctions, including the export and antiboycott restrictions found in the Export Administration Regulations or the sanctions regulations administered by the U.S. Office of Foreign Assets Control. You shall indemnify and hold harmless XOS from all claims, demands, damages, costs, fines, penalties, attorneys’ fees and all other expenses arising from your failure to comply with this provision and/or applicable export control, antiboycott, or economic sanctions laws and regulations.

    1. Links to Other Sites

XOS makes no representations whatsoever about any other website that you may access through these Digital Services. When you access a non-XOS website, please understand that it is independent from XOS, and that XOS has no control over the content on that website. In addition, a link to a non-XOS website does not mean that XOS endorses or accepts any responsibility for the content, or the use, of the linked website. It is up to you to take precautions to ensure that whatever you select for your use or download is free of such items as viruses, worms, Trojan horses, and other items of a destructive nature. If you decide to access any of the third party websites linked to these Digital Services, you do this entirely at your own risk.

    1. Disclaimer of Warranties

XOS DOES NOT WARRANT THAT ACCESS TO OR USE OF THE DIGITAL SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE DIGITAL SERVICES WILL BE CORRECTED. THESE DIGITAL SERVICES, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SERVICE RELATED TO THE DIGITAL SERVICES, IS PROVIDED “AS IS,” WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY OF INFORMATION, QUIET ENJOYMENT, AND TITLE/NON-INFRINGEMENT. XOS DOES NOT WARRANT THE ACCURACY, COMPLETENESS OR TIMELINESS OF THE INFORMATION OBTAINED THROUGH THE DIGITAL SERVICES.

YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THESE DIGITAL SERVICES, DIGITAL SERVICES-RELATED SERVICES, AND LINKED WEBSITES. XOS DOES NOT WARRANT THAT FILES AVAILABLE FOR DOWNLOAD WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES OR OTHER DESTRUCTIVE PROGRAMMING. YOU ARE RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR NEEDS FOR DATA BACK UP AND SECURITY.

WARRANTIES RELATING TO PRODUCTS OR SERVICES OFFERED, SOLD AND DISTRIBUTED BY XOS ARE SUBJECT TO SEPARATE WARRANTY TERMS AND CONDITIONS, IF ANY, PROVIDED WITH OR IN CONNECTION WITH THE APPLICABLE PRODUCTS OR SERVICES.

    1. Limitation of Liability Regarding Use of Digital Services

XOS AND ANY THIRD PARTIES MENTIONED ON THESE DIGITAL SERVICES ARE NEITHER RESPONSIBLE NOR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN ANY WAY TO THE DIGITAL SERVICES, DIGITAL SERVICES-RELATED SERVICES, CONTENT OR INFORMATION CONTAINED WITHIN THE DIGITAL SERVICES, AND/OR ANY LINKED WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE DIGITAL SERVICES, DIGITAL SERVICES-RELATED SERVICES, AND/OR LINKED WEBSITES IS TO STOP USING THE DIGITAL SERVICES AND/OR THOSE SERVICES. TO THE EXTENT ANY ASPECTS OF THE FOREGOING LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM AGGREGATE LIABILITY OF XOS TO YOU WITH RESPECT TO YOUR USE OF THESE DIGITAL SERVICES IS $500 (FIVE HUNDRED DOLLARS).

    1. No Liability of App Store and Other Third Parties.

Your wireless carrier, the manufacturer and retailer of your mobile device, the developer of the operating system for your mobile device, the operator of any application store, marketplace, or similar service through which you obtain the App, and their respective affiliates, suppliers, and licensors (each a “Third Party” and collectively, “Third Parties”) are not parties to this Agreement and they do not own and are not responsible for the App. Company, and not any Third Parties, is responsible for addressing any claims raised by you or any third party regarding the App or your use or possession thereof, including claims related to product liability, legal or regulatory requirements, and consumer protection or similar legislation. You are responsible for complying with all application store and other applicable Third Party terms and conditions. YOU AGREE (I) THE THIRD PARTIES DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, WITH RESPECT TO THE APP, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, TITLE, MERCHANTABILITY, QUIET ENJOYMENT, QUALITY OF INFORMATION, AND FITNESS FOR A PARTICULAR PURPOSE; (II) IN NO EVENT WILL THE THIRD PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) ARISING OUT OF THIS AGREEMENT OR THE APP, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES; (III) IN ANY EVENT, THE MAXIMUM LIABILITY OF ANY THIRD PARTY FOR ALL CLAIMS (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) OF EVERY KIND WILL IN NOT EXCEED FIVE HUNDRED DOLLARS ($500.00); AND (IV) YOU WAIVE ANY AND ALL CLAIMS, NOW KNOWN OR LATER DISCOVERED, THAT YOU MAY HAVE AGAINST THE THIRD PARTIES ARISING OUT OF THE APP AND THIS AGREEMENT. THE THIRD PARTIES ARE INTENDED THIRD PARTY BENEFICIARIES OF THIS AGREEMENT, CAPABLE OF DIRECTLY ENFORCING ITS TERMS. NOTHING CONTAINED IN THIS AGREEMENT WILL BE CONSTRUED AS MODIFYING OR AMENDING ANY AGREEMENTS OR OTHER TERMS BETWEEN YOU AND THE THIRD PARTIES WITH REGARD TO THEIR SUBJECT MATTER. In the event of any claim that the App or your possession and use of the App infringes a third party’s intellectual property rights, the Third Parties are not responsible for the investigation, defense, settlement, or discharge of the infringement claim.

    1. External Services.

The App may enable access to XOS’s and/or third-party services and websites, including social media sites (collectively and individually, “External Services“). You agree to use the External Services at your sole risk. XOS is not responsible for examining or evaluating the content or accuracy of any third-party External Services, and shall not be liable for any such third-party External Services. Data displayed by the App or External Service, including but not limited to financial, medical and location information, is for general informational purposes only and is not guaranteed by XOS or its agents. You will not use the External Services in any manner that is inconsistent with the terms of this Agreement or that infringes the intellectual property rights of XOS or any third party. You agree not to use the External Services to harass, abuse, stalk, threaten or defame any person or entity, and that XOS is not responsible for any such use. External Services may not be available in all languages or in your Home Country, and may not be appropriate or available for use in any particular location. To the extent you choose to use such External Services, you are solely responsible for compliance with any applicable laws. XOS reserves the right to change, suspend, remove, disable or impose access restrictions or limits on any External Services at any time without notice or liability to you.

    1. Forward Looking Statements.

The Digital Services may include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 about securities of an issuer which are located on the Digital Services. To the extent that statements on these Digital Services do not relate to historical or current facts, they constitute forward-looking statements. The words “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “could,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” and similar expressions are intended to identify forward-looking statements. These forward-looking statements are based on the current assumptions and beliefs of the applicable issuer in light of the information currently available to it, and involve known and unknown risks, uncertainties and other factors. Such risks, uncertainties and other factors may cause actual results, performance, achievements or financial position to be materially different from any future results, performance, achievements or financial position expressed or implied by these forward-looking statements. XOS undertakes no obligation to review or publicly update any forward-looking statements to reflect subsequently occurring events or circumstances or to reflect unanticipated events or developments.

    1. Dispute Resolution; Arbitration Agreement.

We will try work in good faith to resolve any issue you have with the Digital Services, including products and services ordered or purchased through the Digital Services, if you bring that issue to the attention of our customer service department. However, we realize that there may be rare cases where we may not be able to resolve an issue to a customer’s satisfaction.

You and XOS agree that any dispute, claim or controversy arising out of or relating in any way to these Terms of Use or your use of the Digital Services, including products and services ordered or purchased through the Digital Services, shall be determined by binding arbitration instead of in courts of general jurisdiction. Arbitration is more informal than bringing a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and is subject to very limited review by courts. Arbitration allows for more limited discovery than in court, however, we agree to cooperate with each other to agree to reasonable discovery in light of the issues involved and amount of the claim. Arbitrators can award the same damages and relief that a court can award, but in so doing, the arbitrator shall apply substantive law regarding damages as if the matter had been brought in court, including without limitation, the law on punitive damages as applied by the United States Supreme Court. You agree that, by agreeing to these Terms of Use, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and XOS are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms of Use and any other contractual relationship between you and XOS.

If you desire to assert a claim against XOS, and you therefore elect to seek arbitration, you must first send to XOS, by certified mail, a written notice of your claim (“Notice“). The Notice to XOS should be addressed to: ATTN: Legal Department, 3550 Tyburn Street, Los Angeles, CA 90065 (“Notice Address“). If XOS desires to assert a claim against you and therefore elects to seek arbitration, it will send, by certified mail, a written Notice to the most recent address we have on file or otherwise in our records for you. A Notice, whether sent by you or by XOS, must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand“). If XOS and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or XOS may commence an arbitration proceeding or file a claim in small claims court. During the arbitration, the amount of any settlement offer made by XOS or you shall not be disclosed to the arbitrator. You may download or copy a form Notice and a form to initiate arbitration from the American Arbitration Association at www.adr.org. If you are required to pay a filing fee, after XOS receives notice at the Notice Address that you have commenced arbitration, it will promptly reimburse you for your payment of the filing fee, unless your claim is for more than US $10,000. The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules“) of the American Arbitration Association (“AAA“), as modified by these Terms of Use, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by requesting them from us by writing to us at the Notice Address. The arbitrator is bound by the terms of these Terms of Use. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of these Terms of Use, including this arbitration agreement. Unless XOS and you agree otherwise, any arbitration hearings will take place in the county (or parish) of your billing address. (If you reside outside of the United States, any arbitration hearings will take place in your country of residence at a location reasonably convenient to you, but will remain subject to the AAA Rules including the AAA rules regarding the selection of an arbitrator). If your claim is for US $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds US $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. If the arbitrator issues you an award that is greater than the value of XOS’s last written settlement offer made before an arbitrator was selected (or if XOS did not make a settlement offer before an arbitrator was selected), then XOS will pay you the amount of the award or US $1,000, whichever is greater. Except as expressly set forth herein, the payment of all filing, administration and arbitrator fees will be governed by the AAA Rules. Each party shall pay for its own costs and attorneys’ fees, if any. However, if any party prevails on a statutory claim that affords the prevailing party attorneys’ fees, or if there is a written agreement providing for payment or recovery attorneys’ fees, the arbitrator may award reasonable fees to the prevailing party, under the standards for fee shifting provided by law.

YOU AND XOS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and XOS agree otherwise, the arbitrator may not consolidate more than one person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim.

If this Agreement to Arbitrate provision is found to be unenforceable, then (a) the entirety of this arbitration provision shall be null and void, but the remaining provisions of these Terms of Use shall remain in full force and effect; and (b) exclusive jurisdiction and venue for any claims will be in state or federal courts located in and for Los Angeles, California.

    1. Revisions; General

XOS reserves the right, in its sole discretion, to terminate your access to all or part of these Digital Services, with or without cause, and with or without notice. In the event that any of the Terms of Use are held by a court or other tribunal of competent jurisdiction to be unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that these Terms of Use shall otherwise remain in full force and effect. These Terms of Use constitute the entire agreement between XOS and you pertaining to the subject matter hereof. In its sole discretion, XOS may from time-to-time revise these Terms of Use by updating this posting. You should, therefore, periodically visit this page to review the current Terms of Use, so you are aware of any such revisions to which you are bound. Your continued use of the Digital Services after revisions to these Terms of Use shall constitute your agreement to the revised Terms of Use. Certain provisions of these Terms of Use may be superseded by expressly designated legal notices or terms located on particular pages within these Digital Services.