Terms & Conditions

IMPORTANT NOTICE: THIS AGREEMENT IS SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTIONS, AS DESCRIBED IN SECTION 12. Please also read the limitations and disclaimers in Sections 9 and 10 regarding your use of the Vinli device and services.

Last Updated: August 18, 2017

1. Your Acknowledgment and Acceptance of This Agreement

These Vinli Terms and Conditions (“Terms”) form a binding agreement between you and Vinli, Inc. (“Vinli”, “we” or “us”) that governs your use of the Device and Services (as defined below). By installing the Device, registering for a Vinli account (which includes checking a box that you have read and agree to these Terms), or using the Services, you acknowledge that you have read, understood and agreed to be bound by these Terms. If you do not agree to these Terms, you may not use the Device or Services or continue with the Vinli account registration process. These Terms apply to your use of the Device and Services; your use of Vinli’s website on a separate, stand-alone basis is subject to Vinli’s Terms of Use, which can be found at: www.vin.li/terms-of-use.

These Terms may be changed, modified, supplemented, or updated by Vinli from time to time without advance notice via: (i) a prompt from an App that will allow you to read the new or modified Terms, and require you to accept the new or modified terms prior to being able to access the App, (ii) by electronic mail, or (iii) by posting a notice on the Vinli website, which is located at www.vin.li. You will be bound by any such changed, modified, supplemented or updated Terms if you continue to use the Device or Services after such changes are posted or otherwise identified to you. Unless otherwise indicated, any new content, products, services or functionality added to the Device or Services will also be subject to these Terms effective upon the date of their addition. You are encouraged to review these Terms periodically for updates and changes.

If you have any questions about these Terms, please email us at support@vin.li or write to us at Vinli, 2203 Commerce St., Dallas, Texas 75201 USA, Attention: Legal.

2. Description of the Device and Services

The “Device” means the Vinli branded OBD-II data device which provides the Services. The “Services” include: (a) Vinli’s mobile applications (the “Vinli Apps”), including their associated media, online, electronic and printed documentation, and updates and upgrades that replace or supplement the Vinli Apps (that are not distributed under different terms); (b) third party applications provided via the Vinli app store, (c) any software embedded in the Device; (d) the Network Service, as defined in the Section entitled “Network Service”; and (e) all other services, information, data, reports, images, text, sounds, video and other content made available through (a) and (d).

IN ORDER FOR YOU TO USE THE SERVICES (INCLUDING EMERGENCY CONTACT SERVICES AND CRASH NOTIFICATION), (I) THE DEVICE MUST BE PROPERLY INSTALLED IN A COMPATIBLE VEHICLE, (II) THE MOBILE DEVICE ON WHICH THE SERVICES ARE INSTALLED MUST BE INSIDE OF YOUR VEHICLE, AND (III) YOUR MOBILE DEVICE MUST BE CONNECTED TO PROPER NETWORK AND DATA SERVICE.

Vinli may modify the Services, including by adding new features or discontinuing all or a portion of the Services, at any time without notice to you.

3. License and Restrictions

Any attempt to do any of the actions in listed above is a violation of the rights of Vinli and its licensors. If you breach the License, you may be subject to civil and criminal liability. The terms of the License will govern any upgrades provided by Vinli that replace or supplement the original Services, unless such upgrade is accompanied by a separate license in which case the terms of that license will govern. You shall promptly notify Vinli if you learn of a security breach related to the Device or Services.

4. Consent to Use of Data

5. Network Service

6. Fees

To the extent the Services, Device, or any portion thereof is made available to you for a fee, you will be required to select a subscription or other payment plan and provide Vinli with your credit card information or other payment method. You agree to pay all such fees promptly when due, and Vinli will bill you for recurring charges in advance of service. You represent and warrant that the payment information you provide is correct and complete, and that you will update it regularly so as to maintain its accuracy. If we are unable to obtain payment from you using the payment method and information that you have provided, you acknowledge that we may suspend or terminate your account and seek payment from you of any overdue amounts by a means acceptable to us. We may charge you a reactivation fee if you wish to reinstate your account and access to the Services, in addition to any past due amounts.

7. Your Conduct and Content

8. DRIVING SAFETY AND LIABILITY DISCLAIMERS

**The Device and Services are operable even while your vehicle is in motion. It is very important that you and others ALWAYS DRIVE VIGILANTLY ACCORDING TO ROAD CONDITIONS AND IN ACCORDANCE WITH TRAFFIC LAWS, INCLUDING BUT NOT LIMITED TO LAWS REGARDING OPERATION OF MOBILE DEVICES WHILE DRIVING. The information provided by the Device and Services is not intended to replace the information provided to you on the road (for example, traffic signs, lane closures, police instructions) or through operation of your vehicle. ALWAYS DRIVE SAFELY AND DO NOT RELY ON THE DEVICE OR SERVICES TO PROVIDE ACCURATE INFORMATION REGARDING DIRECTIONS, ROAD CONDITIONS OR DRIVING HAZARDS. YOU ACKNOWLEDGE AND AGREE THAT, UNDER NO CIRCUMSTANCE, WILL VINLI BE RESPONSIBLE FOR ANY ACCIDENT, DAMAGE, LIABILITY, BODILY INJURY OR DEATH THAT MIGHT OCCUR TO YOU, YOUR PROPERTY, THIRD PARTIES OR THEIR PROPERTY, EVEN IF THE DEVICE OR SERVICES MAY HAVE OR DID CONTRIBUTE TO THE CAUSE OF THE ACCIDENT, DAMAGE, LIABILITY, BODILY INJURY OR DEATH.**

9. Limited Warranty

This limited warranty extends only to Devices purchased from Vinli or a Vinli-authorized reseller. This limited warranty does not apply to: (1) damage that is merely cosmetic, such as nicks, scratches, or inconsistencies in color and texture, (2) damage caused by unusual physical or electrical stress, negligence, accident, abuse, misuse, water damage, flood, fire, defects in your vehicle, or other natural disasters or external causes, (3) damaged caused by service or repair by someone who is not authorized by Vinli to repair or service Devices, (4) damage caused by unauthorized alteration or modification the Device, (5) Devices that have not been installed, operated or maintained in accordance with the documentation and instructions supplied by Vinli and these Terms, (6) Devices provided for beta-testing, evaluation, demonstration or development purposes and for which Vinli did not charge a fee, (7) Devices used or obtained in violation of applicable law.

Through your use of the Device and Services, you may be able to undertake transactions with third parties, including but not limited to insurance agents, mechanics, emergency service providers, and other vendors. You understand and acknowledge that all transactions relating to any services or products offered by a third party are solely between you and the third party vendor. VINLI MAKES NO WARRANTY REGARDING TRANSACTIONS ENTERED INTO BETWEEN YOU AND A THIRD PARTY IN CONNECTION WITH THE DEVICE OR SERVICES, AND YOU UNDERSTAND AND AGREE THAT ALL SUCH THIRD PARTY TRANSACTIONS ARE ENTIRELY AT YOUR OWN RISK. Any warranty regarding any products or services made available to you from a third party is provided – if at all – by that third party and not by Vinli.

YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THAT THE DEVICE AND SERVICES MAY NOT BE ABLE TO DETECT EVERY CRASH OR SUCCESSFULLY NOTIFY EMERGENCY RESPONSE SERVICES OF A CRASH. VINLI IS NOT LIABLE FOR (A) YOUR ACTION OR INACTION USING THE DEVICE OR SERVICES, (B) YOUR OPERATION OF, OR FAILURE TO PROPERLY OPERATE, YOUR VEHICLE, (C) THE ACTION OR INACTION OF ANY EMERGENCY SERVICE PROVIDERS OR OTHER THIRD PARTIES THAT THE SERVICES ARE INTENDED TO NOTIFY IN THE EVENT OF AN EMERGENCY, OR (D) THE INABILITY OF THE DEVICE OR SERVICES TO NOTIFY EMERGENCY SERVICE PROVIDERS OR OTHER THIRD PARTIES. VINLI DOES NOT WARRANT THAT YOUR USE OF THE DEVICE AND SERVICES WILL RESULT IN ANY SAVINGS OR EFFICIENCIES IN THE OPERATION OF YOUR VEHICLE OR THAT THE DETECTION OF MECHANICAL OR TECHNICAL ERRORS IN YOUR VEHICLE WILL BE ACCURATE OR ERROR-FREE. THE DEVICE AND SERVICES ARE NOT INTENDED TO REPLACE THE ADVICE, GUIDANCE OR DIAGNOSIS OF LICENSED MECHANICS OR PROPER VEHICLE MAINTENANCE. YOU ARE SOLELY RESPONSIBLE FOR THE OPERATION OF YOUR VEHICLE – INCLUDING WHILE USING THE DEVICE AND SERVICES.

Some jurisdictions do not allow the exclusion of implied warranties or limitations on applicable statutory rights of a consumer, so the above exclusion and limitations may not apply to you.

10. Limitation of Liability

11. Indemnification

12. Dispute Resolution by Binding Arbitration; Choice of Law.

PLEASE READ THIS SECTION CAREFULLY. WE WANT YOU TO KNOW HOW IT AFFECTS YOUR RIGHTS.

13. Miscellaneous.


**Attachment A: Network Service Terms**

1. T-Mobile