Terms of Sale

Last Updated: November 10, 2025

1. Acceptance

These terms and conditions (the "Terms") govern all sales of Products (as defined below) pursuant to a quote or an invoice issued by Omnicharge, a Delaware corporation (“Omnicharge”), that reference these Terms. Acceptance of any order is expressly conditioned on the Purchaser’s agreement to these Terms, and no other terms shall apply unless explicitly agreed to in writing by Omnicharge.  For ease of understanding, these Terms are presented in a dual-column format. The left column contains legally binding terms, while the right column provides a non-binding summary in plain language to help clarify key points.  In the event of any conflict or discrepancy, the terms in the left column shall prevail. The summary on the right is for reference only and does not modify, supplement, or override the legal terms in any way.

2. Definitions

For purposes of these Terms, the following definitions shall apply:

“Purchaser” means the individual, entity, or organization identified in the quote or invoice issued by Omnicharge for the purchase of the Products. 

“Power Bank” means a portable charging device specifically designed, configured, and intended for exclusive use as part of a bundled offering with the Power Station.
 
“Power Station” means a charging device designed to house and manage multiple Power Banks.

“Product(s)” means collectively, the Power Banks bundled with the Power Station.

3. Purchases & Payments

Payment is required at the time of purchase unless otherwise specified in the applicable invoice issued by Omnicharge. Omnicharge may offer various payment methods, including check, wire transfer, or online payment through Omnicharge’s third-party payment processor (currently Stripe). The Purchaser is responsible for complying with any applicable terms for the selected payment method, whether provided directly by Omnicharge or through a third-party payment processor.  

By placing an order, the Purchaser represents and warrants that it is authorized to use the selected payment method and that all payment information provided is accurate. For online payments, the Purchaser authorizes Omnicharge to charge the chosen payment method for the total amount of the order, including applicable taxes. If updated payment information is received from the Purchaser's issuing bank or payment processor, Omnicharge is authorized to use such information for future online transactions.

Omnicharge reserves the right to reject any order for any reason. Applicable taxes will be calculated and applied at the time of purchase.

4. Warranty; Refund

4.1 Limited Warranty. Omnicharge warrants the Products against defects in materials and workmanship when used normally in accordance with Omnicharge's published guidelines (the "Limited Warranty"). Omnicharge's "Published Guidelines" include but are not limited to information contained in technical specifications, quick start guides, user manuals, and service communications published or authorized by Omnicharge and made available at www.omnicharge.co or provided with the Products.   The warranty period is two (2) years from the date of delivery of the Products to the Purchaser or the Purchaser's designated recipient (the "Warranty Period"). 

Additionally, if a Power Station is found to be defective and covered under the limited warranty in this Section 4.1, the Purchaser must first notify Omnicharge and obtain a return authorization. The Purchaser is responsible for shipping the Power Station to Omnicharge in safe and secure packaging at their own cost. Upon receipt, Omnicharge will repair or replace the Power Station at its sole discretion and return it to the Purchaser at no additional charge. Omnicharge is not responsible for damage incurred during shipping due to improper packaging.

4.2 Exclusion. The warranty set forth in Section 4.1 does not apply: (a) to cosmetic damage, including but not limited to scratches, dents and broken plastic on ports unless failure has occurred due to a defect in materials or workmanship; (b) to damage caused by use with any third party component or product that does not meet the applicable Product’s specifications as made available in the Product packaging and on the Omnicharge website www.omnicharge.co; (c) to damage caused by accident, abuse, misuse, fire, liquid contact, earthquake or other external cause beyond Omnicharge’s control; (d) to damage caused by operating the Products outside Omnicharge’s published guidelines; (e) to damage caused by service (including upgrades) performed by anyone who is not a representative of Omnicharge; (f) to a Product that has been modified to alter functionality or capability; or (g) to lost or stolen devices, including but not limited those that have been misplaced, abandoned, or taken by third parties.

4.3 Battery Limitation. This Limited Warranty does not apply to consumable parts, including batteries and cells, which are designed to diminish in capacity and performance over time through normal use ("Battery Components"). Battery Components are excluded from warranty coverage except where: (a) failure of the Battery Component occurred due to a defect in materials or workmanship; AND (b) such failure occurs within the Warranty Period; AND (c) the Battery Component has not been subjected to conditions described in Section 4.2 above.

Note: Gradual reduction in battery capacity, runtime, or charging speed due to normal chemical aging and charge cycles is not a defect and is not covered by this Limited Warranty. This is normal behavior for all lithium-ion and lithium-polymer battery technologies.

4.4 Refund Eligibility.  Products are subject to the limited warranty outlined in Section 4.1. For eligible products under $500, returns may be available subject to our Refund and Return Policy available at [LINK]. Products not eligible for return under the Refund and Return Policy are covered by the warranty provisions in Section 4.1 only.

4.5 Warranty Claims Process. If the Purchaser believes a Product is defective and covered under the Limited Warranty in Section 4.1, the Purchaser must contact Omnicharge at support@omnicharge.co to initiate a warranty claim. Omnicharge will evaluate the claim and determine, in its sole discretion, the appropriate remedy, which may include but is not limited to: (a) remote troubleshooting and technical support; (b) shipping a replacement Product to the Purchaser before receiving the allegedly defective Product; (c) requiring the Purchaser to return the Product for inspection before providing a replacement; (d) repair of the Product; or (e) any other resolution Omnicharge deems appropriate. If Omnicharge elects to ship a replacement Product before receiving the allegedly defective Product, the Purchaser must return the original Product within thirty (30) days of receiving the replacement. The Purchaser is responsible for return shipping costs unless Omnicharge agrees in writing to cover such costs. If the Purchaser fails to return the original Product within thirty (30) days, or if upon inspection Omnicharge determines the Product is not covered under this Limited Warranty, Omnicharge reserves the right to charge the Purchaser the full retail price of the replacement Product. All returned Products must be shipped in suitable protective packaging to prevent damage during transit. Omnicharge is not responsible for Products damaged during return shipment. Returns require a Return Authorization number obtained from Omnicharge prior to shipment.

4.6 Consumer Law Acknowledgement.  This Limited Warranty gives the Purchaser specific legal rights. The Purchaser may also have other rights that vary by jurisdiction. To the extent permitted by applicable law, this Limited Warranty and the remedies set forth herein are exclusive and in lieu of all other warranties, remedies, and conditions, whether oral, written, statutory, express, or implied. However, nothing in these Terms excludes, limits, or modifies any consumer rights or remedies that cannot be lawfully excluded, limited, or modified under applicable law, including but not limited to: (a) statutory warranties or guarantees under consumer protection legislation; (b) rights arising from product liability laws; and (c) Any other mandatory consumer protection rights under applicable law.

For a full understanding of your rights, consult the laws of your country, province, or state.

5. Risk of Loss and Title

5.1 Risk of Loss.  The risk of loss or damage for Products transfers to the Purchaser upon delivery of the Products to the shipping carrier. Omnicharge is not responsible for any damages, loss, or delays that may occur during transit. Once the Products have been shipped and tracking information has been provided to the Purchaser, it is the Purchaser’s responsibility to monitor the shipment and ensure receipt. If the Purchaser does not receive the Products or identifies any damage or loss during transit, they must notify Omnicharge in writing within 48 hours of the delivery date or the expected delivery date as provided by the shipping carrier. Failure to provide such notice within this timeframe releases Omnicharge from any responsibility, and all liability for the shipment remains with the Purchaser. It is the Purchaser’s responsibility to provide accurate shipping information at the time of purchase and to promptly address any delivery issues with the shipping carrier.

5.2 Title.  The title to the Products remains with Omnicharge until all payments for the Products, as outlined in the applicable invoice, have been received in full. Until title passes to the Purchaser, the Purchaser agrees to hold the Products in trust for Omnicharge and to take all reasonable precautions to protect them from loss or damage.  For clarity, the Purchaser acknowledges and agrees that upon transfer of title, the Purchaser assumes full responsibility for the Products, including when they are provided to end-users under rental, lease, or subscription programs. Omnicharge is not responsible for any Products not returned by such end-users.

6. Purchaser Responsibilities

6.1 Purchaser Responsibilities. The Purchaser agrees not to use the Products for any purpose that is unlawful or prohibited by these Terms. Specifically, the Purchaser agrees to the following:

1. The Purchaser will use and maintain the Products in strict accordance with the applicable user manual provided with the Products or made available by Omnicharge.
2. Purchaser shall not hack, remove, circumvent, disable, damage, tamper with, or otherwise interfere with any existing features, functions, or embedded software offered by the Products, including security features or usage limitations.
3. The Purchaser shall not, and shall not assist any third party to:
   1. Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or underlying structure of the software or firmware embedded in the Products;
   2. Copy, modify, adapt, translate, or create derivative works from the software or firmware embedded in the Products;
   3. Misuse, neglect, perform unauthorized repairs or alterations, conduct improper testing or storage, or otherwise abuse the Products in any manner that may damage, impair, or render them unsafe;
   4. Use the Products with components or accessories that are not authorized or approved by Omnicharge. Use of unauthorized components or accessories may void the warranty and result in damage or malfunction for which Omnicharge is not liable; and
   5. Redistribute, resell, or lease the Products without prior written consent from Omnicharge.

6.2 Configuration.  The Products may contain features that allow the Purchaser to modify certain operational settings, including enabling AC Default-On functionality and other configuration options. The Purchaser acknowledges and agrees that:

1. The Purchaser is solely responsible for any and all settings, configurations, and operational choices made through the app or Product interface. Omnicharge does not control, monitor, or approve individual setting changes made by the Purchaser.
2. The Purchaser assumes all risks associated with custom configurations and non-default settings, including but not limited to increased power consumption, battery degradation, overheating, electrical safety risks, fire hazards, damage to connected devices, and any injuries or losses to the Purchaser or third parties (including end-users to whom the Purchaser provides access to the Products).
3. In addition to other disclaimers and waivers contained herein, Omnicharge expressly disclaims all liability for any Claims arising from or related to the Purchaser's configuration choices or operational settings.
4. If the Purchaser provides Products to end-users, the Purchaser is solely responsible for educating such end-users on safe operation, communicating any risks associated with configuration settings, monitoring usage, and preventing misuse.

7. Intellectual Property Rights

7.1 Ownership.  All trademarks, service marks, and trade names (“Marks”) are proprietary to Omnicharge, its affiliates, or third-party licensors. Omnicharge retains full ownership and control of all intellectual property rights associated with the Products, including but not limited to firmware, software, hardware design, patents, trademarks, copyrights, trade secrets, and any other applicable intellectual property rights. These intellectual property rights are exclusively the property of Omnicharge, its subsidiaries, affiliated companies, or third-party licensors, as applicable.

7.2 Restrictions on Use. Except as expressly authorized by Omnicharge, the Purchaser agrees not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of any intellectual property associated with the Marks and/or the Products.

7.3 No Rights Granted and Enforcement.  No rights, licenses, or permissions are granted to the Purchaser, either explicitly or implicitly, to use, reproduce, modify, or distribute any part of the Products or their associated intellectual property, except as explicitly authorized by Omnicharge in writing or as permitted under applicable law.

8. Disclaimer of Warranties

EXCEPT AS EXPRESSLY SET FORTH IN SECTION 4, THE PRODUCTS, AND ANY SUPPORT SERVICES ARE PROVIDED "AS IS" WITHOUT REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES AS TO UNINTERRUPTED OR ERROR-FREE OPERATION, MERCHANTABILITY, QUALITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE, FROM A COURSE OF DEALING OR USAGE OF TRADE OR OTHERWISE.

9. Limitations of Liability; Assumption of Risk

9.1 Exclusion of Certain Liabilities.  UNDER NO CIRCUMSTANCES SHALL OMNICHARGE, ITS EMPLOYEES, OFFICERS, DIRECTORS, STOCKHOLDERS, AFFILIATES, LICENSORS OR VENDORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING FROM THE ACCESS TO, USE OF, OR INABILITY TO USE THE PRODUCTS.

9.2 Damage Cap.  IF OMNICHARGE IS FOUND LIABLE FOR ANY DIRECT DAMAGES, THE TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT PAID BY THE PURCHASER FOR THE SPECIFIC PRODUCTS THAT CAUSED THE DAMAGES.

9.3 Assumption of Risk. The Purchaser assumes all risks associated with the misuse, abuse, or unauthorized modification of the Products, including any such misuse, abuse, or unauthorized modification by the Purchaser's users or third parties to whom the Purchaser provides access to the Products. Omnicharge shall not be liable for any damages, injuries, or losses resulting from: (i) using the Products in a manner not authorized by Omnicharge per its published guidelines; (ii) failing to follow safety guidelines or user manuals provided with the Products; or (iii) any unauthorized repairs, alterations, or modifications to the Products.

10. Indemnity

The Purchaser shall defend, indemnify, and hold Omnicharge, its affiliates, and their respective directors, officers, employees, agents, and representatives (collectively, the “Omnicharge Indemnified Parties”) harmless from and against any and all claims, losses, liabilities, demands, complaints, actions, lawsuits, findings, determinations, damages, fees, judgments, settlements, fines, penalties, costs, and expenses (including, without limitation, reasonable attorney’s fees, collectively, “Claims”)      resulting from or in connection with the Purchaser’s breach or non-fulfillment of any covenants, agreements, or obligations set forth under these Terms.

11. Miscellaneous

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions. Any legal action or proceeding arising out of or relating to these Terms or the Website shall be brought exclusively in the state or federal courts located in Los Angeles, California, and you consent to the personal jurisdiction of such courts.

11.1 Assignment.  Neither party hereof may assign or transfer its rights or obligations under these Terms, whether voluntarily, by operation of law, or otherwise, without the prior written consent of the other party.

11.2 Notices. Any notice required or permitted under these Terms will be effective if sent in writing by email to support@omnicharge.co, in the case of Omnicharge, or to the Purchaser at the email address provided in the applicable Order. Either party hereof may update its contact information for notices by providing written notice to the other party. Notices are deemed effective two (2) business days following the date of transmission.

11.3 Waiver. Failure by either party hereof to enforce any provision of these Terms shall not be deemed a waiver of future enforcement of that or any other provision.

11.4 Severability. If any provision of these Terms, or portion thereof, is found by a court of competent jurisdiction to be unenforceable, the remainder of these Terms shall remain in full force and effect.

11.5 Governing Law.  Purchaser’s physical address will determine the law that will apply in any dispute or lawsuit arising out of or in connection with these Terms and the courts that have jurisdiction over any such dispute or lawsuit, as set out in the table below:

User Location	Governing Law (without reference to conflicts of laws) and Jurisdiction
North America	Laws of California, with exclusive jurisdiction in the courts of Los Angeles, California.
Japan	Laws of Japan
Europe	Laws of Switzerland, with exclusive jurisdiction in the courts of Zurich

11.6 Amendments. These Terms may not be modified, amended, or supplemented except in a writing signed by a duly authorized representative of both Omnicharge and the Purchaser.

11.7 Entire Agreement. These Terms govern the purchase and use of the Products and constitute the complete and exclusive agreement between Omnicharge and the Purchaser regarding the subject matter. These Terms supersede all prior or contemporaneous agreements, communications, and understandings, whether written or oral, relating to such purchases. No other terms or conditions, including any terms or conditions proposed by the Purchaser in any purchase order, acknowledgment, or other document, shall apply to the purchase and use of Products, unless expressly agreed to in writing by Omnicharge.

11.8 Right to Modify Terms. Omnicharge reserves the right to amend or update these Terms at its sole discretion at any time. Any changes to these Terms will become effective as follows: (i) immediately upon posting the updated Terms on Omnicharge’s website; or (ii) upon direct notification to the Purchaser via email or other reasonable communication methods, as applicable. Notwithstanding the foregoing, for any Products purchased, the version of the Terms in effect on the date the Purchaser places an order, as confirmed by Omnicharge’s issuance of an invoice, will govern that transaction.

11.9 Additional Terms. In some instances, certain products, services, or subscriptions offered by Omnicharge may be governed by separate terms and conditions (“Additional Terms”).  If Additional Terms apply to a purchase or subscription, Omnicharge will provide the Purchaser with a copy of the Additional Terms or otherwise make them available for review prior to completing the applicable transaction.  If there is a conflict between these Terms and any applicable Additional Terms, the Additional Terms shall control, but only to the extent expressly stated within the Additional Terms.

11.10 Injunctive Relief.  The Purchaser acknowledges and agrees that any breach or threatened breach of Sections 6 (Purchaser Responsibilities) or 7.2 (Restrictions on Use) of these Terms would cause Omnicharge irreparable harm for which monetary damages may be an inadequate remedy. Accordingly, in the event of such a breach or threatened breach, Omnicharge shall be entitled, without the requirement of posting a bond or proving actual damages, to seek immediate injunctive relief, including specific performance or other equitable remedies, to prevent or restrain any such breach or threatened breach.  This provision shall not limit any other remedies available to Omnicharge at law or in equity, including the right to recover damages, attorney’s fees, and costs.

11.11 Third-Party Marketplace Sales. Omnicharge makes certain Products available through third-party online marketplaces such as Amazon ("Online Marketplaces"). If you purchase Products through an Online Marketplace: (a) your purchase is governed by the Online Marketplace's terms of service, privacy policy, and refund/return policies, not these Terms. (b) the warranty provided in Section 4 of these Terms shall apply to Products purchased through Online Marketplaces. (c) for warranty claims on Products purchased through Online Marketplaces, contact Omnicharge directly at support@omnicharge.co with proof of purchase. (d) Omnicharge is not responsible for any disputes between you and the Online Marketplace regarding payment, shipping, or marketplace-specific policies.