TERMS AND CONDITIONS

1. GENERAL

Roadrunner Limousine, 17470 N. Pacesetter Way, Scottsdale, AZ 85255 (hereinafter referred to as “Roadrunner”) enables its Users to book travel services over its online platform, through the association with other online platforms, as well as through the applications for mobile devices (“Apps”, all products together, “RR Tools”). The service of Roadrunner is made up only by the arrangement of an entitlement to carriage for a User over a transportation service provider (“TSP”) as an intermediate, and not in the provision of the travel service itself.

These Terms and Conditions (hereinafter referred to as “Terms”) are part of every agreement between Users with the arrangement of a travel service by Roadrunner. They also describe in detail the travel services which are offered through the direct entitlement created by Roadrunner between the User and the TSP.

Deviations from the User Terms, even in the case of letters of confirmation and unreserved services, are hereby rejected. Only if the management of Roadrunner has expressly agreed in writing, does this not apply.


2. CONTRACTUAL RELATIONSHIP

Roadrunner provides the travel services presented neither by the RR Tools itself nor through third parties. Roadrunner arranges for the User simply an entitlement to carriage over a TSP independent of Roadrunner.

Therefore, Roadrunner makes the necessary arrangements with the TSP in its own name, which provides the User with an entitlement to carriage over the TSP (“Third-Party Beneficiary”, also called “Contract of Carriage for the Benefit of the User”). Consequentially, Users are entitled to demand travel services and other claims directly from the TSP.

The User uses Roadrunner only as an intermediate or an arranger and not as a transport service. The compensation claim of Roadrunner is made up of arrangement fees as well as the advance payment made by Roadrunner to the TSP.

By submitting a completed booking form via the RR Tools or by telephone (“Ride Request” of the User) to Roadrunner the User makes an offer for the conclusion of an arrangement agreement. The object of this agreement is the arrangement of the travel service to meet the User’s Ride Request.

Roadrunner next sends the User an email confirming the receipt of the ride details for the travel service which is to be arranged. Through this, Roadrunner confirms only the receipt of the User’s Ride Request.

The arrangement agreement between Roadrunner and the User for the requested travel service comes into effect only through a separate statement (“Reservation Confirmation”) by Roadrunner per email. The User themselves is then entitled to demand the transportation services from the TSP directly as well as to make further claims directly against the TSP.


3. YOUR USE OF THE SERVICES

BOOKING AND USER ACCOUNTS:

In order to use most aspects of the Service, you must register for and maintain an active personal user services account which is created upon your initial reservation booking (“Account“). You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if different than 18), to obtain an Account. Account registration requires you to submit to Roadrunner certain personal information, such as your name, address, mobile phone number, as well as at least one valid payment method (either a credit card or accepted payment partner). You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired payment method on file, may result in your inability to access and use the Services or Roadrunner’s termination of this Agreement with you. You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. Unless otherwise permitted by Roadrunner in writing, you may only possess one Account.

USER REQUIREMENTS AND CONDUCT:

The Service is not available for use by persons under the age of 18. You may not authorize third parties to use your Account, and you may not allow persons under the age of 18 to receive transportation or logistics services from Third Party Providers unless they are accompanied by you. You may not assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable laws when using the Services and you may only use the Services for lawful purposes (e.g., no transport of unlawful or hazardous materials). You will not in your use of the Services cause nuisance, annoyance, inconvenience, or property damage, whether to the Third Party Provider or any other party. In certain instances you may be asked to provide proof of identity to access or use the Services, and you agree that you may be denied access to or use of the Services if you refuse to provide proof of identity.

TEXT MESSAGING:

By booking a reservation thereby creating an Account, you agree that Road Runner Limousine may send you informational text (SMS) messages to your phone as part of the normal business operation of your use of the Services. You acknowledge that opting out of receiving text (SMS) messages may impact your use of the Services. You may opt-out at any time by replying, STOP to 480-360-4370. You may get help at any time by replying, HELP to 480-360-4370. Message & Data rates apply.

PROMOTIONAL CODES:

Roadrunner may, in Roadrunner’s sole discretion, create promotional codes that may be redeemed for Account credit, or other features or benefits related to the Services and/or a Third Party Provider’s services, subject to any additional terms that Roadrunner establishes on a per promotional code basis (“Promo Codes“). You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold or transferred in any manner, or made available to the general public (whether posted to a public form or otherwise), unless expressly permitted by Roadrunner; (iii) may be disabled by Roadrunner at any time for any reason without liability to Roadrunner; (iv) may only be used pursuant to the specific terms that Roadrunner establishes for such Promo Code; (v) are not valid for cash; and (vi) may expire prior to your use. Roadrunner reserves the right to withhold or deduct credits or other features or benefits obtained through the use of Promo Codes by you or any other user in the event that Roadrunner determines or believes that the use or redemption of the Promo Code was in error, fraudulent, illegal, or in violation of the applicable Promo Code terms or these Terms.

NETWORK ACCESS AND DEVICES:

You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from a wireless-enabled device. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and Applications and any updates thereto. Roadrunner does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.


4. CARRIAGE FOR THE BENEFIT OF THE USER

Under Paragraph 4 described details of the User’s Ride Request (collectively, “Travel Arrangements”), the User can only make demands to the TSP, if they are agreed upon in the arrangement agreement with Roadrunner.

The following conditions apply to the Roadrunner-arranged entitlement to carriage of the User directly over the TSP:

4.1 TRANSFER RIDES, CHANGES TO SERVICE

The User can book a ride to specific addresses and wait time may be added for their Ride Request. If, according to the express wishes of the User, or passenger, the actual Ride Request requires additional effort compared to the original Ride Request, the TSP should carry this out where possible. The extra effort may result in additional costs for the individual arrangement (for more details see Paragraph 5 below).

Changes in Travel Arrangements are subject to the availability of the TSP and can be made by the User, or the passenger, even after conclusion of the contract in accordance with Paragraph 5 and the payments described therein.

In the case of transfer services the price quoted is valid for a start and destination address. An additional fee, according to the current price structure (see Paragraph 5 below), accrues per stopover on the direct route.

4.2 VEHICLE CLASS / VEHICLE MODEL, UPGRADE

The User can choose from different vehicle classes (e.g. “Sedan”, or “SUV for their Ride Request.

The vehicle images shown in the RR Tools are only illustrative examples. These are not connected with any right to a particular vehicle model for the booked vehicle category – regional differences are especially possible.

Subject to availability, an upgrade from the vehicle class “Sedan” to a higher vehicle class such as “SUV” may be possible at no additional cost to the User.

4.3 TRANSPORT SAFETY, CONSEQUENCES

4.3.1 LUGGAGE, ANIMALS

The price given in the Reservation Confirmation includes the number of pieces of luggage specified on the booking form. Excess luggage, bulky luggage, or the transportation of animals not stated as an additional comment upon booking could lead to corresponding surcharges; the arrangement fee will also be higher, as stated in the Reservation Confirmation (see Paragraph 5 below).

The TSP reserves the right to refuse the carriage of luggage and/or animals which was/were not agreed to. This also applies to animals which are not contained in a closed and suitable transport box.

4.3.2 CARRIAGE OF CHILDREN

Child Seats: If you are travelling with children we strongly recommend the use of child safety seats. If federal, state or local laws require your child(ren) to be secured in a child safety seat, please bring one. If a child seat is required and not provided by you, we may not be able to provide service.

On August 2, 2012 the existing Arizona car seat law covering children up to five years old changed, additionally requiring that children ages 5 through 7 (younger than 8) and 4’9″ or shorter must ride in a vehicle in a booster seat. Confused about what you are hearing and reading about the requirements of the new law? You’re not alone. Here is a more detailed explanation with examples.

4.3.3 INFORMATION ON NUMBER OF PASSENGERS AND PIECES OF LUGGAGE

The maximum number of passengers and pieces of luggage specified for a particular vehicle is an estimate based on factors such as size and weight of passengers and luggage. These are therefore not binding.
The TSP can refuse the carriage of passengers or luggage if they believe they compromise the space and safety conditions.

4.3.4 PREVENTION OF CARRIAGE

The TSP reserves the right to refuse carriage if compelling (for example under applicable laws) requirements under Paragraph 4.3 were not at all, or not correctly, communicated by the User as an additional comment.

If, due to this, carriage is not possible, this has no influence on the payment to Roadrunner through the arrangement agreement with the User for the transportation booked.

4.4 DELAYS

Exceptional situations such as air-traffic controller strikes, extreme weather conditions, etc. can be compensated only to a limited extent, meaning that longer waiting periods or last-minute cancellations must be accepted by Users.

4.5 CANCELLATIONS, CHANGES TO BOOKING, AND NO-SHOWS

4.5.1 CANCELLATION

Cancellation Policy:  Reservations can ONLY be cancelled by phone up to 4 hours prior to the reservation date and time without charge. Reservations can ONLY be rescheduled by phone up to 4 hours prior to the reservation pickup time to avoid any additional charges.

4.5.2 CHANGES TO BOOKING

Changes to bookings are generally treated as new bookings. The policy for dealing with cancellations (see Paragraph 4.5.1 above) therefore applies to the ride originally agreed upon. A compensation claim by Roadrunner for the originally agreed ride may be made accordingly.

4.5.3 NO-SHOWS WITHOUT CANCELLATION, DELAY TO THE USER

In case of a no-show without cancellation, the User loses their entitlement to carriage over the TSP; however this does not affect the compensation claim of Roadrunner towards the User.

A ride is considered a no-show if the User, or passenger, has not shown up without cancellation within 30 minutes after the agreed pickup time at the agreed pickup location. If a customer does not show up, the ride must be paid for in full, whereas possible surcharges for waiting time do not apply.

For airport or train station pickups, the ride is considered a no-show when the User, or passenger, has not shown up without cancellation within 60 minutes after the agreed pickup time at the agreed pickup location.

From this rule situations are excluded in which the TSP and the passenger have agreed on a later pickup time by phone. Possible surcharges for waiting time have to be remunerated as described under Paragraph 5.3.1. Generally, the passenger is not entitled to change the pickup time.

4.6. BEHAVIOR IN THE VEHICLE

The following behavioral standards apply to the User when traveling with the TSP:

During the entirety of the ride, all passengers must follow the regulations which apply to the relevant Department of Transportation law, especially the seatbelt regulations. Any instructions given by the TSP must be followed. It is the responsibility of the TSP to ensure a safe ride. It is therefore prohibited for passengers to open the doors while driving, throw any objects from the vehicle, and/or stick body parts out of or shout from the vehicle. If the User wishes to use any of the devices or facilities in the vehicle, a brief instruction is required from the TSP.

Smoking is prohibited in the passenger part of the vehicle. If the User, or passenger, ignores this, they are liable to pay not only the cost for the cleaning of the vehicle but also compensate the loss of business due to the downtime of the vehicle.

The consumption of food is discouraged. Alcoholic drinks are only allowed to be consumed in the car with prior consent.


5. COMPENSATION AND PAYMENT

5.1 PRINCIPLES

The compensation claim of Roadrunner is specified in the Reservation Confirmation.

Key factors for its amount (including reimbursement of expenses to Roadrunner for the arranged transportation service) are: the chosen vehicle class, the distance, as well as the pickup time and possibly the location.

Additionally booked special requests, e.g. multilingual drivers, individual vehicle labeling, additional stops, bulky luggage, car seats for children, etc. may cause the price to increase.

5.2 RIDE CHANGES

Even after the conclusion of the arrangement agreement and even after the start of the ride, provided it is possible for the TSP, the User (and the passenger) can make changes to the Travel Arrangements.

If a ride is spontaneously lengthened (distance or wait time) according to the wish of the User, or passenger, the actual service (total distance or wait time) will be newly calculated and priced according to the current price structure.

If the distance or number of hours is less than originally booked, the price remains unaffected.

5.3 WAITING TIMES FOR TRANSFER SERVICES

For transfer services, no surcharges are applied in the case of airport or train station for a waiting time of up to 60 minutes after the agreed pickup time, and up to 15 minutes from the agreed pickup time in all other cases. Each additional minute of waiting time will be calculated as a flat-rate, including VAT, according to the hourly booking prices of the particular municipal area as well as the vehicle category.

5.4 TERMS OF PAYMENT AND TRANSACTION FEES

The User pays for their ride by credit card. Incidental credit card charges are carried by Roadrunner. Any transaction fees when making payments via bank transfer (e.g. due to different currencies or different local accounts) are carried by the User.

5.5 VOUCHERS

Vouchers are only redeemable individually and cannot be combined with other vouchers. Vouchers are not redeemable for cash.


6. DISCLAIMERS; LIMITATION OF LIABILITY; INDEMNITY

DISCLAIMER:
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” ROADRUNNER DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THESE TERMS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, ROADRUNNER MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. ROADRUNNER DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THIRD PARTY PROVIDERS. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, AND ANY SERVICE OR GOOD REQUESTED IN CONNECTION THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.

LIMITATION OF LIABILITY:
ROADRUNNER SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, EVEN IF ROADRUNNER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ROADRUNNER SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD PARTY PROVIDER, EVEN IF ROADRUNNER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ROADRUNNER SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND ROADRUNNER’S REASONABLE CONTROL. IN NO EVENT SHALL ROADRUNNER’S TOTAL LIABILITY TO YOU IN CONNECTION WITH THE SERVICES FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED FIVE HUNDRED U.S. DOLLARS (US $500).

ROADRUNNER’S SERVICES MAY BE USED BY YOU TO REQUEST AND SCHEDULE TRANSPORTATION, GOODS, OR LOGISTICS SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT ROADRUNNER HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY TRANSPORTATION, GOODS OR LOGISTICS SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN THESE TERMS.

THE LIMITATIONS AND DISCLAIMER IN THIS SECTION 5 DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW.

CONTENTS OF RR TOOLS

Roadrunner is not liable for the accuracy, reliability, completeness, or timeliness of the free content and programs which are distributed under the name of RR Tools, nor for any damage arising therefrom, except to the extent that such damages are caused intentionally or by gross negligence by Roadrunner. This applies to all kinds of damage, especially damage caused by errors, delays or interruptions in the transmission, or problems with technical equipment and service, incorrect content, omissions, loss or deletion of data, viruses or in any other way due to the use of this online offer. Furthermore, Roadrunner is not liable for the availability and efficiency of the features offered.

WEBSITES OF THIRD PARTIES

Roadrunner accepts no responsibility for the content, accuracy, legality and functionality of third-party websites which is referred to through links. Accessing these pages through hyperlinks is done at the risk of the User.

ACCURACY OF TRANSMITTED INFORMATION, DISRUPTION OF ACCESS

Roadrunner accepts neither responsibility for ensuring that the information provided is accurate and complete nor that it reaches the User or driver in time. This does not apply to content in the Reservation Confirmation.

Roadrunner is not liable for disruptions to the quality of access to the RR Tools due to excess force or due to events which Roadrunner is not responsible for, in particular the failure of communication networks and/or gateways. Roadrunner makes no guarantee that the website will function uninterrupted or error free, or that any errors will be corrected.

RELEASE OF LIABILITY BY THE USER

The User releases Roadrunner of all claims and expenses, including appropriate attorney’s fees, levied against Roadrunner by a third party for any use of the RR Tools by the User which violates the contract or is a breach of these Terms.

INDEMNITY

You agree to indemnify and hold Roadrunner and its officers, directors, employees, and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys’ fees), arising out of or in connection with: (i) your use of the Services or services or goods obtained through your use of the Services; (ii) your breach or violation of any of these Terms; (iii) Roadrunner’s use of your User Content; or (iv) your violation of the rights of any third party, including Third Party Providers.


7. DISPUTE RESOLUTION

ARBITRATION

You agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes“) will be settled by binding arbitration between you and Roadrunner, except that each party retains the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights. You acknowledge and agree that you and Roadrunner are each waiving the right to a trial by jury or to participate as a plaintiff or class in any purported class action or representative proceeding. Further, unless both you and Roadrunner otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.

ARBITRATION RULES AND GOVERNING LAW

The arbitration will be administered by the American Arbitration Association (“AAA“) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules“) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.

ARBITRATION PROCESS

A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of Arizona and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.

ARBITRATION LOCATION AND PROCEDURE

Unless you and Roadrunner otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and Roadrunner submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

ARBITRATOR’S DECISION

The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. Roadrunner may seek, and hereby reserves all rights Roadrunner may have under applicable law to recover, attorneys’ fees and expenses if Roadrunner prevails in arbitration.

FEES

Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules.

CHANGES

Notwithstanding the provisions of the modification-related provisions above, if Roadrunner changes this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by providing Roadrunner written notice of such rejection by mail or hand delivery to: Roadrunner Limousine, LLC, Attn: Dispute Resolutions, Roadrunner Limousine, 17470 N. Pacesetter Way, Scottsdale, AZ 85255 or by email from the email address associated with your Account to: admin@roadrunnerlimousine.com, within 30 days of the date such change became effective, as indicated in the “Last update” date above. In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to this “Dispute Resolution” section. By rejecting changes, you are agreeing that you will arbitrate any Dispute between you and Roadrunner in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).

CHOICE OF LAW

These Terms are governed by and construed in accordance with the laws of the State of Arizona, U.S.A., without giving effect to any conflict of law principles.


8. CHANGES TO THE OFFER BY ROADRUNNER

Roadrunner reserves the right to at any time make changes to the RR Tools in a way that is appropriate to the User, so as to further develop and improve their quality. In addition, Roadrunner reserves the right to, with good cause, temporarily or permanently discontinues its offer through the RR Tools, even without the User being informed personally of this.


9. PROTECTION OF CONTENT

The content contained within the RR Tools enjoys copyright protection.

Roadrunner grants the User the conditional and revocable right to use the RR Tools as intended through complying with these Terms. Any use beyond this (changes, copies, re-releases, transfers, distribution, or other improper purposes) is prohibited.


10. FINAL PROVISIONS

10.1 ENTIRETY, WRITING

These Terms are the entire agreement between Roadrunner and the User for the service. Subsidiary agreements do not exist. Changes and additions to this agreement must be in written form, digital form is not sufficient; the same applies to changes or additions to this written-form requirement.

10.2 SUBJECT TO CHANGE

Roadrunner reserves the right to change these Terms. Notification of the change is made as a unilateral declaration by publishing the new Terms on the website of Roadrunner and informing Users of this. If the User does not object to the new Terms within 14 days of the information being published, the new Terms then apply to the User. Continued use of Roadrunner’s services is then dependent on the acceptance of the Terms by the User.

10.3 OFFSETTING, RETENTION, AND ASSIGNMENT

The User may only offset against undisputed or legally determined counterclaims against Roadrunner. This also applies to the User’s notice of defects.

The User may only exercise a right of retention, if their counterclaim is derived from the same contractual relationship.

The assignment of the User’s claims from the contractual relationship against third parties without the written consent of Roadrunner is excluded.

10.4 CHOICE OF LAW AND PLACE OF JURISDICTION

For all legal relationships between Roadrunner and the User governed by this agreement will be construed in accordance with and governed by the laws of the State of Arizona.

Place of fulfillment is Phoenix.

Exclusive place of jurisdiction is Phoenix, insofar as the User is a merchant according to the Commercial Code, or, upon suing, has no fixed place of residence in Arizona. Legally binding jurisdictions remain unaffected.

10.5 SEVERABILITY

If any provisions of these Terms prove invalid, unenforceable, or contain loopholes, the remaining provisions remain in effect. The parties are obliged to replace the invalid, illegal, or unenforceable provisions with ones that come closest to the meaning and economic purpose and the intent of the parties.

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