These are the Terms and Conditions governing the service agreement (the “Warranty”) between Eco-Battery LLC, a Texas limited liability corporation (the “Company”), and the individual, company or other legal entity purchasing the Warranty (the “Owner”). These Terms and Conditions set out the rights and obligations of each party regarding the Warranty.

By purchasing this Warranty, the Owner agrees to be bound by these Terms and Conditions. Any disagreement with these Terms and Conditions does not invalidate the Owner’s obligations under this Warranty.

For the purposes of these Terms and Conditions:

• High Voltage Battery Pack (the “HV Battery Pack’) means the main high voltage traction battery pack of the electric vehicle as a whole unit, not including components not physically within the enclosure of the unit.
• Battery Management System (the “BMS”) means the hardware designed to monitor and protect the HV Battery Pack.  Herein, BMS specifically refers to Tesla’s Battery Management System within the HV Battery Pack.
• Battery Module means the group of battery cells built into a physical structure, of which, multiple Battery Modules make up an HV Battery Pack.
• Calendar Term means 6 months after the HV Battery Pack was serviced by the Company and/or an affiliate facility.
• Contactor means a device for making and breaking an electric circuit.
• Contactor Stressor Index means a measure of the amount of high current load being passed through a Contactor
• Fuse means a safety device breaks an electrical circuit if the current on the electrical circuit exceeds a safe level.
• High Voltage Current Shunt means a high voltage conductor joining two points of an electrical circuit, through which the electrical current may be diverted.
• Controller Area Network (the “CAN”) means a communication network that allows digital communication between electronic modules within a vehicle.
• Degradation means the difference between the HV Battery Pack’s current usable energy capacity versus the usable energy capacity when it was new or sometime in the past, generally caused by normal wear and tear, that is not the result of a component failure.
• DC Fast Charging means Direct Current charging of the HV Battery Pack
• Supercharging means DC Fast Charging using Tesla’s proprietary charging network and equipment
• Permitted Mileage means 6,000 miles travelled by the vehicle after the HV Battery Pack was serviced by the Company and/or an affiliate facility.
• Original Factory Rated Capacity and Range means the manufacturer’s original rated capacity and range of the HV Battery Pack at the time the vehicle was first purchased from the manufacturer
• Remanufactured HV Battery Pack means a HV Battery Pack that has been restored through repaired, reused, or brand-new parts
• VIN means the Vehicle Identification Number used to uniquely identify a vehicle
• Wide Open Throttle means hard or excessive acceleration where the accelerator pedal is depressed to its fullest extent
• OEM means Original Equipment Manufacturer. Herein, OEM specifically refers to Tesla, Inc.

The Warranty covers failures of components internal to the HV Battery Pack during the Warranty coverage period. Examples of these components include, but are not limited to: Battery Modules, BMS components, Fuses, Contactors, and the High Voltage Current Shunt.  Exclusions and restrictions apply - see the Exclusions section below for more details.

This Warranty is intended to cover one vehicle and its associated HV Battery Pack. This Warranty is not transferable to other vehicles or other HV Battery Packs.  This Warranty may be transferred to another vehicle owner by the Owner, as outlined below.

Any issue or failure of the HV Battery Pack that existed or occurred prior to the purchase of the Warranty is not covered under this Warranty under any circumstances.  In general, this Warranty is intended to cover most failures of the HV Battery Pack that would normally be covered by the vehicle’s original OEM HV Battery Pack warranty, and then only after the OEM warranty has expired.

This Warranty is an agreement between the Company and the vehicle's owner at the time of purchase. This Warranty is transferable to a new Owner with authorization from the Company and such an authorization shall not be unreasonably withheld except unless:

·  The vehicle’s HV Battery Pack no longer qualifies within the terms of this Warranty; or

·  This Warranty has expired or would expire within 30 days of the transfer request.

There is no cost to transfer the Warranty to a new Owner.

Start of Coverage

This Warranty’s coverage term begins on the date that the HV Battery Pack was serviced by the Company and/or an affiliate facility.

End of Coverage

This Warranty is voided and no longer covers the HV Battery Pack should any of the following occur:

• The Owner’s vehicle is disqualified from coverage for any of the excluded reasons listed in these Terms and Conditions; or
• The Calendar Term of the Warranty expires; or
• The Permitted Mileage of the Warranty is exceeded

The Company’s records will be the record of note for any information related to the Warranty. If the Owner disagrees with any mileage or dates utilized by the Company for the purposes of this Warranty, they should contact the Company immediately.  

Repairs, Replacements and Claims

To be considered for repair or replacement under this warranty, the HV Battery Pack MUST FAIL.

Failure of the HV Battery Pack must cause the vehicle to be unusable for normal general use purposes. This would include, as the result of a HV Battery Pack related issue only: the inability to drive, inability to charge, loss of a significant usable portion of normal range that is not otherwise the result of Degradation, uncorrectable cell imbalance, welded Contactors, etc.

The Company has full discretion in determining what constitutes a failure of the HV Battery Pack, since many unrelated issues in other components can present to the Owner similarly.

All repairs or replacements will be at the Company’s SOLE discretion, and the determination of what is necessary for a repair, be it a repair or replacement, will be at the Company’s SOLE discretion. Repairs and replacements are intended to bring the HV Battery Pack back to normal operation, NOT to its original capacity and/or range. Repairs or replacements are not intended to, nor can they, restore capacity or range loss that otherwise results from Degradation. Repairs which bring the vehicle back to normal operation may result in some amount of capacity or range loss – however, the Company will ensure that any repaired HV Battery Pack has capacity and/or range equal to or greater than 75% of the HV Battery Pack’s Original Factory Rated Capacity and Range. Similarly, HV Battery Pack replacements may not have the exact same capacity and/or range of the original HV Battery Pack, in fact, they are not intended to.  The Company will however ensure that any replacement HV Battery Pack has capacity and/or range equal or greater than 75% of the HV Battery Pack’s Original Factory Rated Capacity and Range.

At the Company’s SOLE discretion, a replacement HV Battery Pack may include non-OEM components, including components produced and manufactured by the Company, provided the capacity and/or range of the replacement HV Battery Pack is comparable to the original HV Battery Pack.

Failures of components other than the HV Battery Pack are not covered by this agreement, and the Company is not obligated to repair or replace components outside of the HV Battery Pack even if repair or replacement of such components are required to get the vehicle back to normal operation. The Company will advise the Owner of any such issues if it becomes aware of them and allow the Owner to decide how to proceed.

The BMS will generally alert the Owner to the need for a repair or replacement, allowing the Company to assess the nature of the failure.

If the Owner believes there has been a failure of the HV Battery Pack that has NOT been detected by the BMS or believes that a failure of the HV Battery Pack is imminent, the Owner must contact the Company immediately so that it can assess the health of the HV Battery Pack as soon as possible.  Failure to do so in a reasonably timely manner may void the Warranty, at the Company's SOLE discretion.

Once the Company assesses the nature of the HV Battery Pack failure and determines that the failure is covered by this Warranty, the Company will advise the Owner where to bring the vehicle for service. The Company can assist the Owner with arrangements to get the vehicle to a Company and/or an affiliate facility, if desired. The Company will then repair or replace the HV Battery Pack to bring the HV Battery Pack back to normal operation.

Arrangements for service under this Warranty must be made within the covered Warranty period, or within 90 days of the Company’s assessment of a covered failure, whichever is longer.  The actual scheduled date for service does not have to be within this time period, provided the arrangements are made within the allotted time.  If arrangements are not made as required above, through no fault of the Company, then this Warranty will be considered completed and expired, and no service will be performed under the Warranty.

All repairs or replacements MUST be performed at a Company and/or an affiliate facility, with the original vehicle present.

The Company is under no obligation whatsoever to facilitate any repair or replacement that is not to be performed at a Company and/or an affiliate facility.

The Company is not responsible for any costs incurred by the Owner related to vehicle service.

The Company is not responsible for costs or logistics related to transport of a vehicle to or from a Company and/or an affiliate facility.

The Company will, as it is able to and at its SOLE discretion, assist the Owner with transport arrangements for a vehicle to or from a Company and/or an affiliate facility. Unless otherwise specified, all vehicle transportation costs are at the Owner’s expense.

In the event the Company replaces the HV Battery Pack under this Warranty, the original HV Battery Pack becomes the SOLE property of the Company. The Owner warrants that the Owner owns the original HV Battery Pack and further that the Owner has the right to transfer ownership of the HV Battery Pack to the Company as required under this Warranty.

Replacement HV Battery Packs will continue to be serviced under this Warranty until its original expiration. No additional warranty is provided on replacement HV Battery Packs except as otherwise stated in writing by the Company.

Vehicles with HV Battery Packs installed by anyone other than Tesla, Inc. or the Company are not qualified under the Warranty.

Vehicles with HV Battery Packs with labeled capacities that differ from the vehicle's original configuration are not covered by this Warranty but can be covered upon request and at the Company's SOLE discretion.

The inability to achieve any specific performance, range, charging rate, etc. are not covered by this Warranty in any way, except as otherwise outlined in these Terms and Conditions.

This Warranty does not cover any type of failure of the HV Battery Pack that would not have been covered under the vehicle's original OEM HV Battery Pack warranty. 

This Warranty does not cover the replacement of a HV Battery Pack that has suffered damage from fire, even if that accident or fire is somehow believed to be the fault of the HV Battery Pack. 

This Warranty does not cover failures of the HV Battery Pack resulting from, either directly or indirectly, any of the following, including but not limited to:

• Accidents, collisions, or objects striking the vehicle; or
• Any repair, alteration or modification of the vehicle which alters the behavior of the HV Battery Pack (performance enhancement, charging enhancement, etc.); or
• Improper repair or maintenance; or
• Any damage to the Owner’s vehicle's hardware or software, or any loss or harm to any personal information/data uploaded to the Owner’s vehicle resulting from unauthorized access to vehicle data or software from any source, including non-Tesla parts or accessories, 3rd party applications, viruses, bugs, malware, or any other form of interference or cyber-attack; or
• Any damage caused by physically towing the vehicle, or damaged caused by using the vehicle for towing other than as permitted by the OEM; or
• Improper winch procedures; or
• Theft, vandalism, or riot; or
• Fire, explosion, earthquake, windstorm, lightning, hail, flood, or deep water; or
• Driving off-road; or
• Driving over uneven, rough, damaged or hazardous surfaces, including but not limited to, curbs, potholes, unfinished roads, debris, or other obstacles, or in competition, racing or autocross or for any other purposes for which the vehicle is not designed; or
• Overloading the vehicle; or
• Using the vehicle as a stationary or residential backup power source; or
• The environment or an act of God, including, but not limited to, exposure to sunlight, airborne chemicals, tree sap, animal or insect droppings, road debris (including stone chips), industry fallout, rail dust, salt, hail, floods, windstorms, acid rain, fire, water, contamination, lightning and other environmental conditions; or
• Damaging the HV Battery Pack, or intentionally attempting, either by physical means, programming, or other methods, to extend (other than as specified in the Owner’s owner documentation) or reduce the life of the HV Battery Pack; or
• Exposing the HV Battery Pack to direct flame; or
• Flooding the HV Battery Pack.
• 
  

This Warranty shall be voided with no refunds, exchanges, payments, credits from the Company or with any liability to provide further services, at the Company’s SOLE discretion, should any of the following apply, including but not limited to:

• Vehicles that have had the VIN defaced or altered or the odometer or other related system disconnected, altered or rendered inoperative so that it is difficult to determine the VIN number or actual mileage; or
• Vehicles that have been designated, labeled or branded as dismantled, fire-damaged, flood damaged, junk, rebuilt, salvage, reconstructed, irreparable, or a total loss during the Warranty Coverage Period; or
• Vehicles that have been determined to be a total loss by an insurance company; or
• The BMS is altered, tampered with, or otherwise modified or attempted to be modified; or
• The HV Battery Pack is removed, replaced, altered, modified, reprogrammed (except for standard production releases of Tesla firmware); or
• Any action, intentional or not, which prevents the BMS from getting correct readings, responses, data, communication, etc. from the vehicle's HV Battery Pack, including but not limited to: CAN interception or spoofing; alterations to the CAN bus, physically or electronically, which prevent direct communication between the vehicle, the BMS and the HV Battery Pack; overloading the CAN bus; injecting data onto the CAN bus; etc.; or
• Vehicles that have been exported from North America.

Warranty coverage for vehicles which deviate from any of the listed exclusions above must be pre-approved in writing from the Company. Failure to acquire written approval prior to a Warranty voiding action will be considered the Owner’s intention to void this Warranty with no refunds, exchanges, payments, or credits from the Company or with any liability for the Company to provide further services under this Warranty.

Removal of, modification of, or tampering with the HV Battery Pack during the covered period at a non-Company and/or affiliate facility, including, but not limited to Tesla Service Centers, voids this Warranty.

General Information

The Battery Management System (BMS) collects data related to the HV Battery Pack. The Company is under no obligation or responsibility to provide this data to the Owner, and the Owner further agree that the Company may collect this data and use it for whatever purposes the Company deems appropriate.

The Owner is responsible for ensuring that the Battery Management System remains connected, powered, and communicating with the vehicle at all times.

Maintenance

The Owner is responsible for providing regular maintenance of both the BMS and the HV Battery Pack – for example, but not limited to, maintaining adequate coolant levels, ensuring sufficient battery charge levels, etc. Failure to do so voids this Warranty.

Restrictions

Third party passive CAN monitoring devices are permitted to be utilized in conjunction with the BMS provided these devices do not interfere with the operation of the BMS. The use of third-party CAN devices which TRANSMIT on the CAN bus are strictly prohibited and can void this Warranty at the Company's SOLE discretion, even if the device's intended purpose has nothing to do with the HV Battery Pack. The Company is not responsible for facilitating the use of third-party devices in conjunction with the BMS.

The Company will make good faith efforts to fulfill the service requirements under this Warranty to the best of its ability.  In the event of a dispute, the Company’s maximum liability under this Warranty is the actual price paid for the Warranty by the Owner.

In the event of a payment dispute of any kind (credit card chargebacks, payment reversals, etc.) the Company’s obligations under this Warranty shall be void.

This Warranty is for services by the Company which meet the conditions described in these terms. Services under this Warranty will be performed by the Company and/or its affiliates, at the Company’s SOLE discretion.  Services under this Warranty are required to be performed at a Company and/or an affiliate facility.  The Company is not obligated to perform services at any other location.

This Warranty in no way and under no circumstances grants any right to any reimbursement for repairs or services of any kind.  The Company is not required to make payments to the Owner or any third party for coverage under this Warranty. This Warranty does NOT grant the Owner any rights whatsoever to any payments from the Company for any reason. These provisions do not however restrict the Company from making arrangements with third parties or with the Owner that involve payments from the Company (such as offers to purchase the Owner’s vehicle).

The Company is not obligated to sell Warranties and may reject requests for sale of a Warranty to anyone, for any reason.

Governing Law

Each party expressly consents to and agrees that this agreement shall be subject to and governed by the laws of the State of Texas.  Any and all obligations and payments are due and payable in Bexar County, Texas.

Fast Charging Support and Limits

Repairs and replacements of HV Battery Packs by the Company do not affect the vehicle’s ability to Supercharge or DC Fast Charge.  The vehicle will continue to benefit from whatever provisions are in place regarding Supercharging for that vehicle (for example, Free Lifetime, Paid, Free for First Owner, etc.).  The Company will not modify this setting on the vehicle.

Please note, however, that access to Supercharging, as well as DC Fast Charging speeds and performance are outside of the control of the Company and the Company is not liable for any changes or limitations to Supercharging or Fast Charging made by Tesla or any other third party.

HV Battery Pack replacements from the Company are expected to have as good or better Fast Charging performance as the original battery pack.

The Owner is responsible for monitoring the number of kWh (kilowatt hours) consumed by the HV Battery Pack to prevent premature Degradation while DC Fast Charging.  DC Fast Charging is limited to a total of 1 megawatt hour (1MWh) for the duration of the covered Warranty period. DC Fast Charging in excess of this amount may void this Warranty at the Company's SOLE discretion, even if exceeding the DC Fast Charging limits is not responsible for failure of the HV Battery Pack.

Hard or Excessive Acceleration Events

The Owner is responsible for monitoring the number of hard or excessive acceleration events to prevent premature Degradation. Wide Open Throttle (WOT) events are limited to a total of 10 for the duration of the covered Warranty period. WOT events in excess of this amount may void this Warranty at the Company's SOLE discretion, even if exceeding the WOT limits is not responsible for failure of the HV Battery Pack.  Additionally, exceeding the Contactor Stressor Index threshold may void this Warranty at the Company's SOLE discretion, even if exceeding the Contactor Stressor Index threshold is not responsible for failure of the HV Battery Pack.

Driving Below 15% HV Battery Pack Rated Capacity

The Owner is responsible for monitoring the remaining HV Battery Pack capacity at all times to prevent premature Degradation. Driving the vehicle below 15% of its rated capacity (approximately 35 miles) at the time of a failure of the HV Battery Pack may void this Warranty at the Company's SOLE discretion, even if driving below this threshold is not responsible for failure of the HV Battery Pack.

Use for Business or Commercial Purposes

Any use of the vehicle for business or commercial purposes, including, but not limited to, taxi, livery, or ride-sharing purposes (e.g., Uber, Lyft, etc.), rental services (e.g., Turo, Zipcar, etc.), delivery services (e.g., UberEats, DoorDash, etc.), law enforcement or emergency services, IMMEDIATELY voids this Warranty, even if driving for such business or commercial purposes is not responsible for failure of the HV Battery Pack.

Known Voltage Sensor Harness Defect

There are several known manufacturer defects in the Voltage Sensor Harness (VSH) used by Tesla to connect voltage sensor leads to each of the battery modules in their first and second generation HV Battery Packs and which has since been redesigned by Tesla.  The resulting BMS fault – e.g., BMS_w107, BMS_f107, etc. - may render the HV Battery Pack inoperable.  Such known manufacturer defects are beyond the control of the Company and are not covered under the Warranty.  Additionally, the resulting BMS faults void this Warranty, even if a Voltage Sensor Harness is not responsible for failure of the HV Battery Pack.

Known Battery Monitoring Board Defect

There is a known manufacturer defect in the Battery Monitoring Board (BMB) used by Tesla to monitor individual battery modules in their first generation HV Battery Packs and which has since been redesigned by Tesla in subsequent generations of their HV Battery Packs.  The resulting BMS faults – e.g., BMS_w107, BMS_f107, BMS_u018, etc. - may render the HV Battery Pack inoperable.  Such known manufacturer defects are beyond the control of the Company and are not covered under the Warranty.  Additionally, the resulting BMS faults void this Warranty, even if a Battery Monitoring Board (BMB) is not responsible for failure of the HV Battery Pack.

Known Internal Isolation Defect

There are several known manufacturer defects in the breather valves and fuse covers used by Tesla to prevent water and moisture intrusion in their first generation HV Battery Packs and which have since been redesigned by Tesla in subsequent generations of their HV Battery Packs.  The resulting BMS fault – e.g., BMS_w123, BMS_f123, etc. - may render the HV Battery Pack inoperable.  Such known manufacturer defects are beyond the control of the Company and are not covered under the Warranty. Additionally, the resulting faults void this Warranty, even if an isolation fault is not responsible for failure of the HV Battery Pack.

Software and Firmware Updates

Please note that software and firmware updates are outside of the control of the Company and the Company is not liable for any changes or limitations to the BMS software or firmware made by Tesla or any other third party.  Additionally, any software or firmware updates applied to the BMS may void this Warranty at the Company's SOLE discretion, even if the software or firmware updates are not responsible for failure of the HV Battery Pack.

Maximum Charge Level Reduced

As noted above, software and firmware updates are outside of the control of the Company and the Company is not liable for any changes or limitations to the BMS software or firmware made by Tesla or any other third party.  Specifically, Telsa continues to make updates to its firmware to address a weak short condition in their battery packs which may or may not trigger a false positive BMS_u029, BMS_w117 or BMS_f117 alert and may reduce the usable capacity of the HV Battery Pack.  As a result, these alerts are beyond the control of the Company and are not covered under the Warranty.  Additionally, the resulting faults void this Warranty, even if a weak short is not responsible for failure of the HV Battery Pack.

Transporting The Owner’s Vehicle to a Company and/or Affiliate Facility for Service

If the Owner’s vehicle needs service under this Warranty, it is the Owner’s sole responsibility to transport the vehicle to a Company and/or an affiliate facility.  Additionally, the owner is solely responsible for any and all costs associated with the transport and/or shipping of the vehicle, the HV Battery Pack, or as needed, any replacement HV Battery Pack(s) to a Company and/or an affiliate facility.

The Company is not affiliated with Tesla, Inc.

If any provision of this Warranty is found by any court or arbitrator to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not be affected thereby. This Warranty constitutes the entire contract between the parties concerning the subject matter of this Warranty and supersedes all marketing brochures and other expectations, understandings, communications, representations and agreements, whether verbal or written, between the parties.