GENERAL TERMS AND CONDITIONS FOR EVpie PROFESSIONAL PARTNERS (B2B)

1. Contracting Parties and Definitions

1.1. The provider of services for professional partners and the operator of the website ev-pie.biz is Jomatec Engineering s.r.o., with its registered office at Kratochvílova 779/3, 750 02 Přerov, Czech Republic, Company ID (IČO): 06380808, registered in the Commercial Register maintained by the Regional Court in Brno, Section C, Insert 101763 (hereinafter referred to as the “Provider”).

1.2. These General Terms and Conditions (hereinafter referred to as the “B2B GTC”) govern the legal relationships between the Provider and a legal entity or a natural person acting in the course of their business or trade (used car dealerships, repair shops, expert witnesses, etc.; hereinafter referred to as the “Partner”).

1.3. These terms and conditions do not apply to consumers. The contractual relationship is a purely commercial relationship governed by Act No. 89/2012 Coll., the Civil Code of the Czech Republic, as amended (hereinafter referred to as the “Civil Code”). By submitting an order or registering a B2B account, the Partner confirms that they are entering into the contractual relationship exclusively as an entrepreneur (business user).

1.4. Contact for B2B inquiries: info@ev-pie.biz. The Privacy Policy is available in a separate document on the website ev-pie.biz.

2. Subject Matter of B2B Cooperation

2.1. The Provider enables the Partner to perform Dynamic Test software vehicle diagnostics via the EVpie smartphone application and to generate Battery test reports (hereinafter referred to as the “Report”) for the Partner’s commercial purposes.

2.2. Reports are intended exclusively for the Partner’s internal use and for presenting the condition of the vehicle to the Partner’s end customers. The Partner is not entitled to resell the Reports, raw data, or structural data read by the application, nor the Provider’s algorithms themselves, as a standalone software product, to grant sublicenses thereto, or to use them to develop their own competing solution. Any breach of this clause entitles the Provider to immediately terminate and cancel the Partner’s account without compensation and to claim full damages.

2.3. The Partner is strictly prohibited from any manipulation, modification, alteration, or falsification of the content, visual appearance, or measured values in a generated Report. The Partner must not publish, distribute, or present to third parties any false, distorted, or altered values or information with reference or attribution to the Service, the EVpie brand, or the Provider. Any such conduct shall be deemed a material breach of contract and a severe infringement of the Provider’s good reputation (goodwill).

2.4. In the event of a breach of any obligation or prohibition set out in Clause 2.3, the Partner undertakes to pay the Provider a contractual penalty of EUR 10,000 (in words: ten thousand euros) for each individual breach. The contractual penalty is payable within 14 days of delivery of a written (including electronic) payment demand to the Partner. Payment of the contractual penalty does not affect or limit the Provider’s right to claim full damages exceeding the amount of the contractual penalty (including non-pecuniary harm and damage to goodwill), nor the Provider’s right to immediately cancel the Partner’s B2B account without compensation. The Partner declares that, given the nature of the Service and the protection of the Provider’s good reputation, they consider the amount of the contractual penalty to be reasonable and proportionate.

2.5. Only a document in the exact state in which it was generated by the Provider shall be deemed a valid and authentic Report. In the event of any doubt regarding the authenticity of a Report or discrepancies in values, the data stored in the Provider’s database and demonstrably verifiable online via the original QR code or by entering the Report number into the verification service on the Provider’s web interface shall always prevail and be decisive.

3. Purchase of EVP-1 Hardware and Purchase of Tests (Credits)

3.1. For the purpose of performing tests, the Partner purchases the EVP-1 OBD2 dongle (hereinafter referred to as the “Device”) into their sole ownership. The purchase price of the Device is always governed by the Provider’s current price list available on the website ev-pie.biz at the time the order is placed. Prices are stated exclusive of VAT. The Partner may purchase any number of Devices for their branches or technicians. Title (ownership) to the Device passes to the Partner upon full payment of the purchase price.

3.2. The risk of damage to the goods passes to the Partner upon takeover of the Device from the carrier. Given the B2B nature of the contract, the Provider provides a quality warranty on the hardware (Device) for a period of 12 months from its takeover by the Partner. In the event of a warranty claim regarding a defect in the Device during the warranty period, the Partner is obliged to deliver the claimed Device at their own expense to the address of the Provider’s registered office. The Provider shall assess the defect and, if the claim is recognized as justified, send a repaired or replacement Device to the Partner at the Provider’s own expense no later than 30 days from receipt of the claimed Device. In the case of an unjustified warranty claim, the Partner shall bear the costs of return shipping.

3.3. The Service (generating a Report) operates on the basis of prepaid credits (tests). The Partner may purchase credits on the website ev-pie.biz in any quantity. The prices of credits (tests) and related services are always governed by the current price list available on the website ev-pie.biz at the time the order is placed. Prices are stated exclusive of VAT.

3.4. Payment for the Device and credits is made in advance via cashless transfer, either online through the Stripe payment gateway or by bank wire transfer to the Provider’s bank account based on an issued advance (proforma) invoice. Upon proper payment, a final tax document (invoice) will be issued and sent electronically to the Partner. When registering and placing an order, the Partner is obliged to provide accurate and valid identification and tax details (in particular Company ID and VAT ID) and is fully liable for any damage or additional tax assessments arising from providing an invalid or incorrect VAT ID in cross-border transactions within the EU.

3.5. Where payment by bank wire transfer (against an invoice) is selected, the Partner expressly acknowledges that the purchased credits will be credited to their B2B user account and the purchased Device will be dispatched only once the relevant financial amount has been credited in full to the Provider’s bank account. The Provider is not liable for any delays caused by interbank transfer processing times.

3.6. Purchased credits (tests) have an unlimited validity period, provided that the Partner’s user account remains active. The Provider reserves the right to cancel and delete a Partner’s user account that has been inactive for more than 12 consecutive months (i.e., the Partner has not logged into the account). Upon deletion of an inactive account, all unused credits (tests) shall be forfeited without compensation. Credits are non-refundable and cannot be redeemed for cash. The Provider shall send an email notification to the Partner at least 30 days prior to the scheduled deletion of the account. A notification that was not received due to reasons attributable to the Partner (e.g., full inbox, spam filter, etc.) shall also be deemed delivered.

3.7. In the event of cancellation of the Partner’s user account (whether due to inactivity under Clause 3.6 or at the Partner’s express request), the Device remains the property of the Partner. The Device cannot be returned to the Provider for a refund of the purchase price due to termination of use of the Service. When disposing of the Device, the Partner is obliged to handle it in accordance with applicable laws and regulations on the environmentally sound disposal of waste electrical and electronic equipment (WEEE).

3.8. The Device is shipped to the Partner via the selected carrier to the delivery address specified in the order. Shipping costs are always governed by the current price list available on the website ev-pie.biz. The Partner is obliged to use the Device in accordance with technical instructions and is liable for any damage caused to the Device by mechanical damage or improper handling, which is not covered by the warranty under Clause 3.2.

4. Technical Conditions and Testing Process

4.1. The Partner performs tests autonomously through their employees or authorized persons using the EVpie application and their own EVP-1 Device.

4.2. The Partner acknowledges that the test result critically depends on the correct selection of the vehicle make, model, model year, and powertrain variant in the application prior to starting the test.

4.3. If the Partner selects an incorrect vehicle type and a compatibility error occurs (reading non-existent addresses or incorrect capacity calculation), the Partner bears full responsibility for such failed test. In such a case, the Provider does not refund money or credits. If the error can be rectified on the Provider’s side by a simple manual adjustment of the vehicle type in the database, the Provider may do so at the Partner’s request, but is under no obligation to do so.

4.4. To properly perform a test, the Partner is obliged to procure their own compatible hardware and software equipment, in particular a smartphone or tablet with a supported version of the Android or iOS operating system, a functional Bluetooth BLE module, and a stable internet connection for data transmission. Information on minimum system requirements for the application is available in the respective application stores (Google Play / App Store). All costs for internet connectivity and data transmission incurred in connection with the use of the Service shall be borne exclusively by the Partner in accordance with their telecommunications operator’s tariff.

4.5. The Provider is not liable for the impossibility of performing a test or the erroneous generation of a Report if caused by the incompatibility of the Partner’s device, failure of their internet connection, or incorrect Bluetooth communication settings on the Partner’s side.

4.6. The Partner acknowledges that the Service is not compatible with all vehicle types, models, and software versions on the market. The Provider continuously works on expanding and improving its diagnostic databases, but does not guarantee 100% support for all vehicles. The Partner expressly declares that prior to purchasing the Device or credits on the web interface ev-pie.biz, they verified the compatibility of the vehicles they plan to test. The compatibility of a specific vehicle is also evaluated and reported by the mobile application, which will not allow a test to be started with a vehicle evaluated as incompatible. If the Partner purchases credits for vehicles that are incompatible, despite having had the opportunity to verify this fact in advance, they bear full responsibility for this decision and shall not be entitled to a refund for such unused credits.

4.7. The Provider makes every effort to ensure the smooth operation of the Service and the cloud interface. However, the Partner acknowledges that the Provider does not guarantee 100% uninterrupted availability of the Service. The Provider reserves the right to short-term outages of the Service due to scheduled maintenance, database updates, or urgent technical repairs. Temporary unavailability of the Service or the cloud server does not entitle the Partner to claim damages, lost profits, or any other financial compensation.

5. Absolute Disclaimer of Warranties and Limitation of Liability (B2B)

5.1. Disclaimer of Warranties: The Service and the Report are provided “as is”. The Provider makes no warranties (express or implied) to the Partner regarding the accuracy, error-free nature, or merchantability of the Report results.

5.2. Liability for Vehicle Data: The data interpreted in the Report originate from the vehicle’s Battery Management System (BMS) control unit. The Provider is not liable for anomalies, errors, inaccuracies, or intentional distortion of such data caused by the vehicle’s hardware/software or by a third party.

5.3. BMS Manipulation: The Provider expressly warns the Partner that values in the vehicle’s control unit may have been manipulated prior to the test by a previous owner or another person (e.g., via software tuning/modification, unauthorized BMS reset, etc.). The EVpie Service cannot detect such tampering, and the Provider bears no liability for it.

5.4. Limitation to Software Detection: The Report does not reflect the mechanical condition of the battery, the presence of physical damage, corrosion, insulation degradation, or hidden, sporadic, or future defects. The Service does not perform an analysis of the vehicle’s diagnostic trouble code (fault) memory.

5.5. Exclusion of Consequential Damages: Under no circumstances shall the Provider be liable to the Partner or any third party (e.g., the Partner’s customers) for any indirect, incidental, punitive, or consequential damages, including lost profits, loss of business opportunities, damage to goodwill, or financial losses arising from the purchase or sale of a vehicle inspected using the Service. Use of the Report in the Partner’s commercial dealings is at the Partner’s sole risk and responsibility.

5.6. Contractual Limitation of Damages: Should the Partner, notwithstanding the above provisions, incur demonstrable damage caused by simple negligence or failure of the Provider’s algorithm, the contracting parties agree, in accordance with Section 2898 of the Civil Code, that the total maximum amount of damages and all claims of the Partner shall be limited to an amount corresponding to the price of 1 (one) defective test according to the current price list available on the website ev-pie.biz (form of remedy: refund of 1 credit to the Partner’s account). This limitation of liability does not apply to damage caused intentionally or by gross negligence, nor to other cases where applicable law does not permit such limitation.

6. Changes to Terms and Termination

6.1. The Provider is entitled to amend these B2B GTC to a reasonable extent at any time. The Provider shall notify the Partner of the amendment via email or by a notice in the B2B interface of the website ev-pie.biz at least 14 days prior to the effective date of the changes. If the Partner disagrees with the changes, they have the right to terminate the contract in writing before the changes take effect. If the Partner continues to purchase credits or perform tests after the effective date of the changes, they shall be deemed to have accepted the new wording of the B2B GTC without reservation.

6.2. The Provider reserves the right to immediately block the Partner’s B2B account if the Partner abuses the system, attempts reverse engineering of the EVP-1 Device or the application, or damages the good reputation of the EVpie brand. The Provider shall notify the Partner of the account blocking via email without undue delay.

6.3. The contracting parties expressly declare that they have duly read these B2B GTC and do not consider any of the provisions of these B2B GTC (in particular Clause 2.4, Clause 5, and Clause 8.8) to be surprising within the meaning of Section 1753 of the Civil Code.

7. Governing Law and Jurisdiction

7.1. All legal relationships arising on the basis of or in connection with these B2B GTC shall be governed by the laws of the Czech Republic, in particular the Civil Code (Act No. 89/2012 Coll.), to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).

7.2. For all disputes arising out of or in connection with this contractual relationship, the contracting parties agree, in accordance with Article 25 of Regulation (EU) No 1215/2012 of the European Parliament and of the Council (Brussels Ia) and Section 89a of Act No. 99/1963 Coll., the Code of Civil Procedure of the Czech Republic, on the exclusive international jurisdiction of the courts of the Czech Republic and the exclusive local jurisdiction of the court having subject-matter jurisdiction in Brno, Czech Republic.

7.3. These B2B GTC and the Contract are executed in the Czech language. If the Provider provides the Partner with a translation of these B2B GTC or texts on the web interface into another language, such translation is for informational purposes only. In the event of any discrepancies, ambiguities, linguistic divergences, or translation errors, the original Czech version shall always prevail and be decisive and governing.

8. Discount Partner Program and Marketing Obligations

8.1. The Partner may be granted a discount off the standard price of credits (tests) in the amount governed by the current price list and terms available on the website ev-pie.biz, provided that the Partner enrolls in the Partner Program directly when ordering the Service on the web interface and undertakes to fulfill the marketing obligations corresponding to their business specialization.

8.2. Obligations for Partners Acting as Vehicle Sellers (Used Car Dealerships, Car Dealers):

• For every advertised vehicle on which the Partner has performed a test, the Partner is obliged to upload the graphic image of the Report result (supplied by the Provider) as the second photograph in sequence in the online listing.

• The Partner is obliged to print out the first page of the generated Report and physically place it behind the windshield inside the tested vehicle for the entire duration that the vehicle is displayed on the sales lot/showroom.

8.3. Obligations for Partners Acting as Repair Shops, Inspection Bodies, or Expert Witnesses:

• The Partner is obliged to attach the generated Report (or its first page) as a mandatory and permanent annex to every final service report, job sheet, or expert opinion handed over to the end customer.

• The Partner is obliged to visibly display promotional materials supplied by the Provider (poster or sticker) at their reception desk or in the customer waiting area.

8.4. Obligations for Partners Acting as Leasing Companies, Car Rental Agencies, and Insurance Companies:

• The Partner is obliged to attach the Report as a mandatory part of vehicle handover protocols, or implement it into their vehicle valuation process with demonstrable information provided to the end client regarding the use of the EVpie system.

• The Partner is obliged to place the EVpie logo with a hyperlink to the Provider’s website in their online client portal or on the electromobility section of their website.

8.5. Obligations for Partners Acting as P2P Platforms, Online Marketplaces, and Vehicle History/Inspection Services:

• For every vehicle inspected in this manner or advertised on their platform, the Partner is obliged to visibly display a graphic badge or banner reading “Battery Verified by EVpie” directly on the main listing card and on the detail page of the respective vehicle.

• The Partner undertakes to include on the vehicle detail page an active clickable link to the full electronic Report hosted on the Provider’s server so that the end buyer can verify the data.

• The Partner is obliged to place the EVpie logo with an active hyperlink to the Provider’s website in their official partners section and in the section describing their vehicle inspection methodology.

8.6. Obligations for Partners Acting as Fleet Operators, Car-Sharing Providers, and Charging Networks:

• A Partner acting as a fleet or car-sharing operator is obliged to place the Provider’s promotional graphics (sticker) on the tested vehicles, or display information about the testing in their customer application.

• A Partner acting as a charging network operator undertakes to promote the Service by integrating it into their loyalty program or marketing communications (e.g., newsletters to registered drivers).

• A Partner acting as a fleet manager undertakes to cooperate in creating B2B case studies and testimonials/references for the Provider’s marketing purposes.

8.7. Individual Terms for Other Entities: If the Partner’s business model or focus does not fall under any of the categories listed in Clauses 8.2 to 8.6, but the Partner is interested in joining the Partner Program and offers another adequate form of promoting the Service, they may contact the Provider via email at info@ev-pie.biz to negotiate individual marketing terms. Granting a discount in such a case is subject to the sole approval of the Provider and mutual agreement of the contracting parties.

8.8. Audits and Penalties for Non-Compliance: The Provider is entitled to perform random checks (both online and physical) to verify compliance with these obligations. If the Partner demonstrably fails to fulfill their obligations (e.g., removes Report photos or badges from listings, fails to provide agreed clickable links, etc.), the Provider has the right to immediately terminate the Partner Program for the respective Partner, retroactively invoice the Partner for the granted discount up to the full standard price according to the current price list available on the website ev-pie.biz for all tests misused in this manner via an invoice payable within 14 days, and block the Partner’s B2B account until the invoice is paid in full.