Effective Date: October 4, 2018
Welcome to Runerra! This website (“Site”) and the mobile application (“App”) are operated by Runerra, Inc. (“we,” “us,” “our,” or “Runerra”). The following terms and conditions (together with any documents referred to in them) (collectively, these “Terms”) apply to your use of our Site, App, or other services offered at the Site or through the App or any other mobile applications we develop (collectively, our “Platform”).
The Platform is intended solely for users who are at least 18 years of age.
Through the Platform, Runerra provides an online marketplace in which Platform users can arrange peer-to-peer shopping and delivery transactions (each, a “Run Transaction”). To facilitate Run Transactions, the Platform permits (a) an independent shopper and delivery service provider (each a “Runner”) to post the Runner’s availability to provide shopping services at designated merchant sites and to provide related delivery services (each a “Marketplace Offering”) to Platform users desiring to buy such services (each a “Customer”) and (b) a Customer to accept a Provider’s Marketplace Offering. Runners have no obligation to respond to or accept any Marketplace Offering, or to post any Runs.
Runerra does not sell or control the production or delivery of any products offered through the Platform. Runerra in no way pre-screens, verifies, or warrants the quality or suitability of any products offered through the Platform. You agree to indemnify and hold Runerra harmless from any claim you may have pertaining to the Marketplace Offerings. You are solely responsible for verifying the accuracy of delivery address, and Runerra shall have no liability or responsibility for any inaccurate addresses.
You may be required to register with the Platform in order to access the Marketplace Offerings. You agree to keep your password confidential and will be responsible for all use of your account and password. We reserve the right to remove, reclaim, or change a username you select if we determine, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable.
You may not use the Platform for any illegal or unauthorized purpose nor may you, in the use of Marketplace Offerings, violate any laws. Among unauthorized Marketplace Offerings are the following: intoxicants of any sort; illegal drugs or other illegal products; alcoholic beverages; games of chance; and pornography or graphic adult content, images, or other adult products. Postings of any unauthorized products or content may result in immediate termination of your account and a lifetime ban from use of the Platform.
We are a service provider and make no representations as to the safety, effectiveness, adequacy, accuracy, availability, prices, ratings, reviews, or legality of any of the information contained on the Platform or the Marketplace Offerings displayed or offered through the Platform. You understand and agree that the content of the Platform does not contain or constitute representations to be reasonably relied upon, and you agree to hold us harmless from any errors, omissions, or misrepresentations contained within the Platform’s content. We do not endorse or recommend any Marketplace Offerings.
Purchases and Payment
Orders are made through the Site or App and payment is processed by a third-party service provider. Customers set the budget for the maximum amount that may be spent for a set of items. Those funds are held in escrow until a Runner marks an item’s true price. Funds that are not spent on the items and the Runner’s fee are refunded to the Customer. The App accepts Stripe payments [only] [Are credit card payments accepted?].
You agree to provide current, complete, and accurate purchase and account information for all purchases of the Marketplace Offerings made via the Platform. You further agree to promptly update account and payment information, including email address, payment method, and payment card expiration date, so that we can complete your transactions and contact you as needed. Sales tax will be added to the price of purchases as deemed required by us. We may change prices at any time. All payments shall be in U.S. dollars.
You agree to pay all charges at the prices then in effect for your purchases and any applicable shipping fees, and you authorize us to charge your chosen payment provider for any such amounts upon placing your order. We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment.
We reserve the right to refuse any order placed through the Platform. We may, in our sole discretion, limit or cancel quantities purchased per person, per household, or per order. These restrictions may include orders placed by or under the same customer account, the same payment method, and/or orders that use the same billing or shipping address. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers, or distributors.
You are granted a non-exclusive, non-transferable, revocable license to access and use the Platform. As a condition of your use of the Platform, you warrant that you will not use the Platform for any purpose that is unlawful or prohibited by these Terms. You may not use the Platform in any manner which could damage, disable, overburden, or impair the Platform, or interfere with any other party's use and enjoyment of the Platform. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Platform.
All content included as part of the Platform, such as text, graphics, logos, images, as well as the compilation thereof, and any software used on the Platform, is our property or the property of our suppliers and protected by copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends, or other restrictions contained in any such content, and will not make any changes thereto.
You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the Platform. Our content is not for resale. Your use of the Platform does not entitle you to make any unauthorized use of any protected content, and in particular you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your personal use, and will make no other use of the content without our express written permission. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to our intellectual property or our licensors, except as expressly authorized by these Terms.
If you access the Marketplace Offerings via the App, then we grant you a revocable, non‐exclusive, non‐transferable, limited right to install and use the App on wireless electronic devices owned or controlled by you, and to access and use the App on such devices strictly in accordance with these Terms. You shall not: (1) decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt the App; (2) make any modification, adaptation, improvement, enhancement, translation, or derivative work from the App; (3) violate any applicable laws, rules, or regulations in connection with your access or use of the App; (4) remove, alter, or obscure any proprietary notice (including any notice of copyright or trademark) posted by us or the licensors of the a App; (5) use the App for any revenue generating endeavor, commercial enterprise, or other purpose for which it is not designed or intended; (6) make the App available over a network or other environmental permitting access or use by multiple devices or users at the same time; (7) use the App for creating a product, service, or software that is, directly or indirectly, competitive with or in any way a substitute for the App; (8) use the App to send automated queries to any website or to send any unsolicited commercial e‐mail; or (9) use any proprietary information or any of our interfaces or our other intellectual property in the design, development, manufacture, licensing, or distribution of any applications, accessories, or devices for use with the App.
User Content on the Platform
To the extent portions of the Platform allow you to comment or otherwise post regarding content on the Platform (“User Content”), you may not post User Content that:
• Violates any copyright, trademark rights, patent rights, rights in know-how, privacy or publicity rights, trade secret rights, confidentiality rights, contract rights, or other rights of any individual or legal entity;
• Is harmful; hateful; threatening; abusive; harassing; defamatory or libelous; sexually explicit, vulgar, lewd, obscene, or pornographic; racially, ethnically, or otherwise objectionable or offensive; inappropriate; or inflammatory;
• You know (or reasonably should know) is false, deceptive, or misleading;
• Contains information that could be used for identity theft purposes, such as social security numbers, credit card, bank account, or other financial information, driver’s license
numbers, security codes, or passwords;
• Links to materials or other content, directly or indirectly, to which you do not have a right
to link or that violates these restrictions; or
• Violates any applicable local, state, national, or international law.
Runerra does not and shall not have any obligation to review User Content, and therefore we do not guarantee the accuracy, integrity, or quality of User Content and we cannot assure you that harmful, inaccurate, deceptive, offensive, threatening, defamatory, unlawful, or otherwise objectionable User Content will not appear on our Platform. We do, however, reserve the right to review any or all User Content in our sole discretion. In addition, we reserve the right to alter, edit, or remove any User Content, in whole or in part, at our sole discretion.
UNDER NO CIRCUMSTANCES SHALL RUNERRA OR ITS AFFILIATES BE LIABLE IN ANY WAY FOR ANY USER CONTENT POSTED ON OR MADE AVAILABLE THROUGH THE PLATFORM. We do not control, have no obligation to monitor, and are not responsible for what users post, and are not responsible for any offensive, inappropriate, obscene, unlawful, infringing, or otherwise objectionable or illegal User Content on the Platform.
Digital Millennium Copyright Act Policy
Our policy is to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act (“DMCA”).
If you believe that any content on the Platform infringes on the intellectual property of a third party, you may send it to [email protected]. Our registered agent is Bharat Pulgam. To submit a claim, you must identify your full name, mailing address and phone number, a description of the copyrighted work that has been infringed, a description of the content on the Platform that infringes upon the copyright, and a declaration that: (i) you, in good faith, believe the information is infringing on the copyright of a third party, (ii) the information you include in your notice is accurate, and (iii) you are authorized on behalf of the copyright owner to submit the claim. You may not submit a copyright claim on behalf of another individual or organization with which you have no affiliation.
Guidelines for Review
We may provide you areas on the Platform to leave reviews or ratings. When posting a review, you must comply with the following criteria: (1) you should have firsthand experience with the person/entity being reviewed; (2) your reviews should not contain offensive profanity, or abusive, racist, offensive, or hate language; (3) your reviews should not contain discriminatory references based on religion, race, gender, national origin, age, marital status, sexual orientation, or disability; (4) your reviews should not contain references to illegal activity; (5) you should not be affiliated with competitors if posting negative reviews; (6) you should not make any conclusions as to the legality of conduct; (7) you may not post any false or misleading statements; and (8) you may not organize a campaign encouraging others to post reviews, whether positive or negative.
We may accept, reject, or remove reviews in our sole discretion. We have absolutely no obligation to screen reviews or to delete reviews, even if anyone considers reviews objectionable or inaccurate. Reviews are not endorsed by us, and do not necessarily represent our opinions or the views. We do not assume liability for any review or for any claims, liabilities, or losses resulting from any review. By posting a review, you hereby grant to us a perpetual, non‐exclusive, worldwide, royalty‐free, fully‐paid, assignable, and sublicensable right and license to reproduce, modify, translate, transmit by any means, display, perform, and/or distribute all content relating to reviews.
Term and Termination
If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
The content and services are based in the United States and provided for access and use only by persons located in the United States. You acknowledge that you may not be able to access all or some of the Content and Services outside of the United States and that access thereto may not be legal by certain persons or in certain countries.
There may be information on the Platform that contains typographical errors, inaccuracies, or omissions that may relate to the Marketplace Offerings, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Platform at any time, without prior notice.
Modifications and Interruptions
We reserve the right to change, modify, or remove the contents of the Platform at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Platform. We also reserve the right to modify or discontinue all or part of the Marketplace Offerings without notice at any time. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of any part of the Platform.
Links to Other Websites
The Platform may contain hyperlinks to websites operated by third parties. We do not control such websites and will not be responsible for their content, or for any breach of contract, or any intentional or negligent action on the part of such third parties, which results in any loss, damage, delay, or injury to you or your companions. Inclusion of any linked website on the Platform does not imply or constitute approval or endorsement of the linked website by us. If you decide to leave the Platform to access these third-party sites, you do so at your own risk. All rules, policies (including privacy policies), and operating procedures of websites operated by third parties will apply to you while on such sites. We are not responsible for information provided by you to third parties. You agree and acknowledge that we do not endorse the products or services offered on third‐party websites and you shall hold us harmless from any harm caused by your purchase of such products or services. Additionally, you shall hold us harmless from any losses sustained by you or harm caused to you relating to or resulting in any way from any third‐party content or any contact with third‐party websites.
The Platform may display, include, or make available third-party content (including data, information, logos, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising ("Third-Party Materials"). You acknowledge and agree that Runerra is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Runerra does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third- Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties' terms and conditions.
You agree to indemnify, defend, and hold harmless Runerra, its officers, directors, employees, agents, affiliates, and third parties, for any losses, costs, liabilities and expenses (including reasonable attorneys' fees) relating to or arising out of your use of or inability to use the Platform, any claim that your content violates the intellectual property rights of a third party, your violation of these Terms, or your violation of any rights of a third party or your violation of any applicable laws, rules, or regulations. We reserve the right, at our own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with us in asserting any available defenses.
Visiting the Site or App, using the Platform, or sending emails to us constitutes electronic communications. You consent to receive electronic communications via, text, phone call, email and or in-app messages. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically, via email, and on the Platform, satisfy any legal requirement that such communications be in writing. To opt-out of receiving marketing emails from us, follow the “unsubscribe” link on the email or text STOP to change your user preferences. There are certain Platform-generated and legal notices that you cannot opt-out of without deactivating your account.
Warranty and Limitation of Liability
RUNERRA AND/OR ITS AFFILIATES MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS CONTAINED ON THE PLATFORM FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. RUNERRA AND/OR ITS AFFILIATES HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE PLATFORM AND RELATED INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON- INFRINGEMENT. YOU AGREE THAT YOUR USE OF THE PLATFORM AND YOUR RELIANCE ON ANY INFORMATION PROVIDED THROUGH THE PLATFORM WILL BE AT YOUR OWN RISK. RUNERRA WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND PROVIDERS OF PRODUCTS OR SERVICES.
These Terms shall be treated as though they were executed and performed in Minnesota, and shall be governed by the laws of the State of Minnesota and the laws of the United States without regard to conflict of law principles.
To the fullest extent permitted by law and except as otherwise expressly stated herein, you and we (individually, a “Party” and collectively, the “Parties”) agree to resolve any and all disputes between or among us involving this Agreement or any other subject matter and arising under any federal, state or local law exclusively through final and binding arbitration before the American Arbitration Association (“AAA”), rather than in court or before any administrative or regulatory body. This arbitration provision (the “Arbitration Provision”) shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16).
If either Party wishes to initiate arbitration, that Party must notify the other Party in writing by certified mail, return receipt requested, or hand delivery within the applicable statute of limitations period. The demand for arbitration must include (i) the name and address of the person or entity seeking arbitration, (ii) a statement of the legal and factual basis of the claim, and (iii) a description of the remedy sought. Any demand for arbitration directed at Runerra must be delivered to its headquarters address listed on its public website. Any demand for arbitration by Runerra must be delivered to your last known business address.
THE PARTIES MUTUALLY AGREE THEY HEREBY WAIVE THEIR RIGHT TO HAVE ANY DISPUTE OR CLAIM BETWEEN THEM BROUGHT, HEARD OR ADJUDICATED IN COURT OR IN ARBITRATION AS A CLASS ACTION, COLLECTIVE ACTION, AND/OR REPRESENTATIVE ACTION, AND THE AAA ARBITRATOR WILL NOT HAVE ANY AUTHORITY TO HEAR OR ARBITRATE ANY CLASS, COLLECTIVE OR REPRESENTATIVE ACTION (“CLASS ACTION WAIVER”). NOTWITHSTANDING ANY OTHER CLAUSE CONTAINED IN THIS AGREEMENT OR ANY AAA RULES, ANY CLAIM THAT ALL OR PART OF THIS CLASS ACTION WAIVER IS UNENFORCEABLE, UNCONSCIONABLE, VOID OR VOIDABLE MAY BE DETERMINED ONLY BY A COURT OF COMPETENT JURISDICTION AND NOT BY AN ARBITRATOR. IN ANY CASE, IN WHICH (I) THE DISPUTE IS FILED AS A CLASS, COLLECTIVE, AND/OR REPRESENTATIVE ACTION AND (II) THERE IS A FINAL JUDICIAL DETERMINATION THAT ALL OR PART OF THIS CLASS ACTION W AIVER IS UNENFORCEABLE, THE CLASS, COLLECTIVE, AND/OR REPRESENTATIVE ACTION MUST BE LITIGATED IN A CIVIL COURT OF COMPETENT JURISDICTION, BUT ONLY TO THE EXTENT THE CLASS ACTION WAIVER IS DEEMED UNENFORCEABLE, AND THE PORTION OF THE CLASS ACTION WAIVER THAT IS ENFORCEABLE WILL BE ENFORCED IN ARBITRATION.
Neither this Arbitration Provision nor the Class Action Waiver above shall apply to a representative action brought on behalf of others under the Private Attorneys General Act of 2004 (“PAGA”), California Labor Code § 2698 et seq.; any representative action brought under PAGA on behalf of others must be litigated in a court of competent jurisdiction.
Any arbitration commenced under this section shall be conducted pursuant to the AAA Commercial Arbitration Rules (“AAA Rules”), which may be found at www.adr.org or obtained by request from Runerra, except that: the arbitration will be heard by one arbitrator selected in accordance with the AAA Rules. The arbitrator will be an attorney or retired judge with experience in the law underlying the dispute. Unless the Parties agree otherwise, the arbitration will be conducted in the county where you reside.
Your responsibility to pay any AAA filing, administrative and arbitrator fees will be as set forth in the AAA Rules, except that, if your claim, or claims, set forth in a Demand for Arbitration does not exceed $75,000 in alleged damages, Runerra will pay all such fees unless the Arbitrator finds that (i) the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or (ii) the arbitration proceeding was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
The Arbitrator may issue orders (including subpoenas to third parties) allowing the Parties to conduct discovery sufficient to allow each Party to prepare that Party’s claims and/or defenses, taking into consideration that arbitration is designed to be a speedy and efficient method for resolving disputes.
Except as provided in the class action waiver above, the arbitrator may award all remedies to which a party to the arbitration is entitled under applicable law and which would otherwise be available in a court of law, but will not be empowered to award any remedies that would not have been available in a court of law for the claims presented in arbitration. The arbitrator will apply the state or federal substantive law, or both, as applicable. The arbitrator may hear motions to dismiss and/or motions for summary judgment and will apply the standards of the Federal Rules of Civil Procedures governing such motions. The arbitrator’s decision or award will be in writing with findings of fact and conclusions of law.
Notwithstanding any other language in this Arbitration Provision, the Parties may apply to a court of competent jurisdiction for temporary or preliminary injunctive relief if necessary to preserve the status quo and prevent the possibility of irreversible or irreparable harm that cannot be adequately remedied by money damages pending final resolution of arbitration proceedings.
Except with respect to the enforceability, revocability or validity of the class action waiver set forth above, only an arbitrator with the AAA, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Arbitration Provision. However, notwithstanding the preceding sentence, disputes relating to the interpretation or application of the Class Action Waiver below, including its enforceability, revocability or validity, may be decided only by a court of competent jurisdiction and not an arbitrator. Regardless of any other terms of this Agreement, nothing prevents a Party from making a report to or filing a claim or charge with any government agency or cooperating in any investigation conducted by any such agency.
You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending an email notice to [email protected] stating such intention to opt out. You may also opt out by sending a written notice to Runerra at 12701 Whitewater Drive, Suite # 120, Minnetonka, MN, 55343, or such other address as may be communicated by Runerra. The notice must be sent within thirty (30) days of your creating an account with Runerra or the effective date of the first set of Terms containing a Dispute Resolution section, whichever is later; otherwise, you shall be bound to arbitrate disputes in accordance with the terms of these paragraphs. If you opt out of these arbitration provisions, Runerra also will not be bound by them. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, NOTHING IN THIS AGREEMENT SHALL SUPERSEDE, AMEND, OR MODIFY THE TERMS OF ANY SEPARATE AGREEMENT(S) BETWEEN YOU AND RUNERRA RELATING TO YOUR WORK AS AN EMPLOYEE OR USE OF THE PLATFORM AS AN INDEPENDENT CONTRACTOR, INCLUDING WITHOUT LIMITATION, ANY INDEPENDENT CONTRACTOR AGREEMENT (INCLUDING BUT NOT LIMITED TO THE RUNNER AGREEMENT) GOVERNING YOUR SERVICES AS A CONTRACTOR. FOR THE AVOIDANCE OF DOUBT, IF YOU ARE AN INDEPENDENT CONTRACTOR, OPTING OUT OF THE ARBITRATION AGREEMENT SET FORTH IN THIS SECTION WILL NOT AFFECT ANY AGREEMENT BY YOU TO ARBITRA TE DISPUTES COVERED BY YOUR INDEPENDENT CONTRACTOR AGREEMENT (INCLUDING BUT NOT LIMITED TO THE RUNNER AGREEMENT) WITH RUNERRA.
To contact us, email us at [email protected].