Commencement Date: May 8, 2023
WE IMPLORE YOU TO THOROUGHLY PERUSE THIS USER AGREEMENT AND CONDITIONS. THIS USER AGREEMENT AND CONDITIONS ("CONTRACT," "TERMS AND CONDITIONS," "TERMS OF USE," or "TERMS") REPRESENT A BINDING LEGAL CONTRACT BETWEEN YOU AND C2C DELIVERY, AS EXPOUNDED HEREIN.
This Contract delineates the rules for your utilization of the Technology and Services (each as described herein) and establishes a binding contract between you and C2C Delivery. “C2C Delivery,” “we,” “us,” and “our” signify C2C Delivery, Inc., a corporation constituted under the laws of the state of Delaware. Pertaining to orders originating from the United States, these Terms and Conditions give rise to a legally binding contract between you and C2C Delivery, Inc.
C2C Delivery employs its digital platform to bridge the gap between you, other consumers, and independent third-party service providers who offer delivery services (“Contractors”). The Technology of C2C Delivery (as explained below) empowers consumers to place orders for food and/or grocery delivery. Upon placement of an order, C2C Delivery utilizes its Technology to alert Contractors about an available delivery opportunity and to aid in ensuring the order's fulfillment and delivery to the consumer. C2C Delivery is neither a merchant, retailer, restaurant, grocer, delivery service, nor a food preparation entity.
Upon visiting any of our websites located at https://www.c2c.delivery/, installing or using the C2C Delivery mobile application, employing any other technology furnished by C2C Delivery (collectively, the “Technology”), or accessing or using any data, function, feature, or service provided or enabled by C2C Delivery (collectively, the “Services,” which incorporates the Technology), clicking or tapping a button or executing similar actions to express your positive acceptance of this Contract, or completing the C2C Delivery account registration process, you, your heirs, assigns, and successors (collectively, “you” or “your”) hereby declare and guarantee that: (a) you have read, comprehend, and consent to be bound by this Contract and any future modifications and additions to this Contract as published periodically at https://www.c2c.delivery/terms/ or through the Technology; (b) you are of legal age in the jurisdiction in which you reside to form a binding contract with C2C Delivery; and (c) you possess the authority to enter into the Contract personally and, if applicable, on behalf of any organization on whose behalf you have created an account or designated as the User during the C2C Delivery account registration process and to bind such organization to the Contract.
The specific Services available to you may fluctuate based on the delivery address that you have provided. A particular function, feature, or Service accessible to one User may not be accessible to all Users or at all times, and may only be accessible in the latest version of the C2C Delivery mobile applications. The terms “User” and “Users” refer to all individuals and other entities who access or utilize the Services, including, without limitation, any organizations that register accounts or otherwise access or use the Services through their respective employees, agents, or representatives. Except as otherwise stipulated in this Contract, if you do not consent to be bound by the Contract, you may not access or use the Services.
C2C Delivery retains the authority to alter the stipulations of this Contract or its policies pertaining to the Technology or Services at any given time, coming into effect upon the posting of the updated version of this Contract at https://www.c2c.delivery/terms/ or through the Technology. In the event of any substantial modifications to this Contract, we will inform you by email at the email address you have furnished to us or by other suitable means. It is advised that you periodically scrutinize this Contract, as your persistent use of the Services subsequent to any such modifications signifies your assent to such changes. If you object to these amendments, you should immediately terminate your use of the Technology and Services.
By employing the Services, you consent to be bound by this Contract and acknowledge and agree to the gathering, utilization, and disclosure of your personal information in compliance with C2C Delivery's Privacy Policy, which is integrated into this Contract by reference. Additionally, you agree to adhere to any further C2C Delivery terms or policies for Users that are published on our website or mobile application, irrespective of whether such terms or policies are directly cited or linked elsewhere in this Contract. Specific features of our Services may be subject to additional terms and conditions, which, to the extent permissible by applicable law, are incorporated herein by reference.
Without restricting other regulations and prohibitions in this Contract, by utilizing the Services, you agree that:
(a) You will employ the Services solely for lawful purposes and will abstain from using or attempting to use the Services for transmitting or storing any unlawful material or for deceptive or fraudulent purposes.
(b) You will use the Services in compliance with all applicable laws, including but not limited to copyrights, trade secrets, other intellectual property rights, or other rights of any third party, including but not limited to privacy, personality, or publicity rights.
(c) You will only use or access the Services using methods explicitly authorized by C2C Delivery. If applicable, it is your responsibility to ensure the appropriate Technology for your device is downloaded. We bear no liability if your device is not compatible or if you have downloaded the incorrect version of the Technology for your device. We reserve the right to terminate your use of the Technology and/or Services should you be utilizing the Technology or Services with an incompatible or unauthorized device.
(d) You will refrain from using or attempting to use another User’s account, impersonating any person or entity, or forge or manipulate headers or identifiers to disguise the origin of any content transmitted through the Services.
(e) You will not utilize or attempt to use the Services to cause nuisance, annoyance, or inconvenience.
(f) You will not use or attempt to use the Services, or any content accessible through the Services, for any commercial purpose, including but not limited to contacting, advertising to, soliciting, or selling to any User, or Contractor, unless C2C Delivery has given you prior written consent.
(g) You will abstain from duplicating or distributing, or attempting to duplicate or distribute, the Technology or any content exhibited through the Services, for republication in any format or medium.
(h) You will not directly or indirectly generate or compile, or attempt to generate or compile, any content or collection, compilation, or other directory from any content exhibited through the Services except for your personal, noncommercial utilization.
(i) The information you furnish to us when you register an account or otherwise communicate with us is precise, you will promptly apprise us of any modifications to such information, and you will provide us with whatever proof of identity we may reasonably request.
(j) You will maintain the confidentiality and security of your account password and any other login or identification credentials you utilize to access the Services.
(k) You will employ the Technology and Services exclusively for your personal use and will not directly or indirectly resell, license, or transfer the Technology, Services, or content displayed by the Services to any third party.
(l) You will not use or attempt to use the Services in any manner that could potentially harm, disable, overburden, or impair any server of C2C Delivery or the networks connected to any C2C Delivery server.
(m) You will refrain from attempting to gain unauthorized access to any portion of the Technology or the Services, or to any account, resource, computer system, or network associated with any C2C Delivery server.
(n) You will abstain from probing, scanning, or testing the vulnerability of any system or network or breaching or circumventing any security or authentication measures that C2C Delivery may employ to prevent or limit access to the Services or the use of the Services or the content contained therein, and you will not attempt any of the foregoing.
(o) You will not create deep-links to our websites or access our websites manually or with the use of any robot, spider, web crawler, extraction software, automated process, or device with the intention to scrape, copy, index, frame, or monitor any portion of our websites or any content on our websites, and you will not attempt any of the foregoing.
(p) You will abstain from scraping or conducting any systematic retrieval of data or other content from the Services, and you will not attempt any of the aforementioned activities.
(q) You will not engage in conduct that causes harm, attempts to cause harm, or threatens the safety of other Users, Contractors, C2C Delivery, C2C Delivery employees, or our community in any way, and you will undertake reasonable measures to prevent such occurrences.
(r) You will refrain from engaging in threatening, harassing, racist, or sexist behavior or any other form of conduct that C2C Delivery deems unsuitable when using the Services.
(s) You will promptly report any errors, bugs, unauthorized access techniques, or any violations of our intellectual property rights that you discover in your use of the Services.
(t) You will not misuse or attempt to misuse our promotional or credit code system, which includes the prohibition of opening multiple accounts.
(u) Your engagement with the Services is intended solely for your individual, personal, or internal business use.
(v) You will not make false or fraudulent assertions that your order or items from your order were absent, incorrect, of substandard quality, defective, or not delivered.
Should we ascertain or conclude that you have violated any of the previously mentioned terms, we retain the exclusive right to suspend or permanently deactivate your account at our absolute discretion.
You acknowledge and concur that C2C Delivery offers the Services to link you with independent third-party Contractors facilitating delivery. You recognize and accept that C2C Delivery is neither a merchant, retailer, eatery, grocer, drugstore, apothecary, delivery entity, nor a food production enterprise, and bears no responsibility or liability for any actions or neglect on the part of any Contractor. C2C Delivery is not engaged in the delivery industry, does not provide delivery services, and is not a common carrier. C2C Delivery avails the Services to aid in the transmission of orders from Users for execution by Contractors. C2C Delivery will not evaluate or guarantee the suitability, legality, or capability of any Contractor. You agree that C2C Delivery is not responsible for food preparation or product offerings, handling of food or products, or the safety of the food or other products, or whether the photographs, images, menus, or product listings, catalog, item descriptions, or other menu, product, or catalog information (including nutrition, ingredient, and/or allergen information) exhibited through the Services accurately mirror the goods and services provided by the Contractor, and does not validate the Contractor’s adherence to relevant laws or regulations. C2C Delivery bears no responsibility or liability for actions or neglect by any Contractor. You agree that the Contractor will be guided by your directives to transport the products to your specified delivery location. You acknowledge that neither the Contractor nor C2C Delivery obtains title to or acquires any ownership interest in any goods that you order through the Services. You must refrain from any action that seeks to create an encumbrance, lien, charge, or other interest in or over the goods that you order until ownership has transitioned to you.
To utilize parts of the Services, you may be obligated to register for an account. You are required to provide information that is accurate, current, and complete during the registration process and at all other instances when you use the Services, and to revise the information to ensure it remains accurate, current, and complete. You are the only authorized User of any account you establish through the Services. You bear full and sole responsibility for all activities that transpire under your password or account. You concur that you shall oversee your account to prevent its usage by minors, and you will accept full responsibility for any unauthorized usage of your password or account. You are not permitted to authorize others to use your User account, and you may not allocate or otherwise transfer your User account to any other person or entity. Should you suspect that any unauthorized party may be utilizing your password or account, you are obliged to notify C2C Delivery immediately. C2C Delivery will not be liable, and you may be liable, for losses, damages, liability, expenses, and fees incurred by C2C Delivery or a third party arising from someone else using your account, irrespective of whether you have notified us of such unauthorized use. If you provide any information that is untrue, inaccurate, not current, or incomplete, or if C2C Delivery has reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, C2C Delivery reserves the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof). We may enable or require you to use a single pair of login credentials to use the C2C Delivery and/or Caviar services. You agree not to create an account or use the Services if you have been previously removed by C2C Delivery, or if you have been previously banned from use of the Services.
C2C Delivery may provide you with interactive opportunities to post ratings, reviews, feedback, text, photos, images, audio, and video content on the C2C Delivery platform (collectively, “User Content”). You confirm that you have the legal right to provide all User Content you submit, post, and/or transmit through the Services.
You guarantee that your User Content will not:
(i) Infringe upon any third-party rights, including copyright, trademark, patent, trade secret, privacy, publicity, or other intellectual property or proprietary rights;
(ii) Contain false, misleading, defamatory, offensive, abusive, or pornographic material, including content that incites violence or hatred, or is likely to insult or humiliate others based on race, religion, ethnicity, gender, age, sexual orientation, or any physical or mental disability;
(iii) Include sexually explicit or violent content, or images of weapons, illegal drugs, or hate symbols;
(iv) Be unlawful or involve unlawful conduct (including phishing and spoofing);
(v) Pose a privacy or security risk to any person, such as by soliciting personal information, or include any confidential, sensitive, private, or personally identifiable information;
(vi) Solicit money from any person;
(vii) Contain financial, legal, medical, or other professional advice;
(viii) Cause harm, abuse, harassment, stalking, threats, or offense;
(ix) Reflect negatively on C2C Delivery, including its goodwill, name, and reputation;
(x) Tamper with, hinder the operation of, or make unauthorized modifications to our websites or Technology;
(xi) Result in civil or criminal liability for you, C2C Delivery, or any third party;
(xii) Violate any law or regulation; or
(xiii) Breach this Agreement or any community or content guidelines that C2C Delivery may publish from time to time.
By providing User Content, you grant C2C Delivery and its service providers a perpetual, irrevocable, transferable, fully paid, royalty-free, non-exclusive, worldwide, and fully sublicensable license to use your User Content. This includes the rights to copy, display, publish, modify, remove, perform publicly, translate, create derivative works from, distribute, and otherwise use the User Content in connection with C2C Delivery's business in any form, without requiring your notification or approval.
Additionally, you allow C2C Delivery to use your username, first name, last name, profile photo, and other User profile information, including your ratings history, to attribute your User Content without needing your notification or approval.
You understand that this license extends to allowing other Users to access and use your User Content while using the Services, as allowed by the Services' functionality. Importantly, this license survives even if the Services are terminated or your account is deactivated.
C2C Delivery reserves the right to, at its discretion, remove or disable access to any User Content, suspend or terminate your account at any time, or seek other legal or equitable remedies if your User Content violates this Agreement or any community or content guidelines, or if C2C Delivery deems it objectionable for any reason.
C2C Delivery may monitor and/or delete your User Content but is not obligated to do so. It may also decide not to publish, display, or make your User Content available for any reason. C2C Delivery may access, read, preserve, and disclose any information it deems necessary to comply with applicable laws, regulations, legal processes, or governmental requests; enforce this Agreement; investigate potential violations; address fraud, security, or technical issues; respond to User, Contractor, or Merchant support requests; or protect the rights, property, or safety of C2C Delivery, its Users, and the public.
Any ideas, suggestions, or proposals you submit to C2C Delivery through its suggestion, feedback, wiki, forum, or similar pages (referred to as "Feedback", which is considered a form of User Content) is at your own risk. C2C Delivery has no obligations to you in relation to this Feedback, including any obligation of confidentiality.
You affirm that you possess all necessary rights to submit this Feedback. In doing so, you grant C2C Delivery and its service providers a perpetual, irrevocable, transferable, fully paid, royalty-free, non-exclusive, worldwide, fully sublicensable right and license. This license allows C2C Delivery to use, copy, display, publish, modify, remove, publicly perform, translate, create derivative works from, distribute, and otherwise use the Feedback as they see fit.
By creating a C2C Delivery account or using the Technology or Services, you give consent to receive communications from these parties.
These communications may be via email, text message, direct message, chat, calls, and push notifications to the cellular telephone number you provided to C2C Delivery. You also acknowledge and agree that you may receive communications generated by automatic telephone dialing systems and/or which will deliver prerecorded messages sent by or on behalf of C2C Delivery and/or Contractors. These messages might pertain to orders placed through your account on the Services.
You should be aware that message and data rates may apply. For certain types of communications, such as marketing, research, or product updates, you may be able to adjust the emails, text messages, push notifications, or other communications you receive from C2C Delivery in the mobile application, on the website, or through mechanisms or functionality available in the communication.
It's important to note that any text message you may receive from C2C Delivery, a Merchant, or a Contractor regarding an order is considered a transactional text message, not a promotional text message.
By creating a C2C Delivery account, you are consenting to the use of an electronic record to document your agreement. If you wish to withdraw your consent to the use of the electronic record, you can do so by emailing C2C Delivery at contact@c2c.delivery with "Revoke Electronic Record Consent" in the subject line.
In order to view and retain a copy of this Agreement, you will need a device (such as a computer or mobile phone) with a web browser and Internet access, as well as either a printer or storage space on such device. If you would like a free paper copy, or need to update C2C Delivery's records of your contact information, you can email C2C Delivery at contact@c2c.delivery with your contact information and mailing address.
The section further highlights that all terms and conditions, agreements, notices, disclosures, and other communications that C2C Delivery provides to you electronically meet any legal requirement that such communications would satisfy if they were in writing. You are also agreeing to keep your contact information, including your email address, up to date. This paragraph does not affect your statutory rights.
All rights, title, and interest, including all related intellectual property rights in and to the Technology and the Services, are owned by C2C Delivery and its licensors, where applicable.
This Agreement does not grant you any rights of ownership in or related to the Technology or the Services, or any intellectual property rights owned by C2C Delivery. It is not a sale agreement.
The names and logos of C2C Delivery, and the product names associated with the Technology and Services, are trademarks of C2C Delivery or third parties. No right or license is granted to you to use these trademarks.
Additionally, you agree not to remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Technology or the Services.
As a user of C2C Delivery's services, you are responsible for all transaction taxes that may be applicable to the services provided under this Agreement, except for taxes based on C2C Delivery’s income. These taxes could include sales tax, use tax, goods and services tax, and other transaction taxes. If such taxes are applicable, C2C Delivery has the right to charge you additional amounts to cover these taxes.
In case there is a discrepancy between the charge to your payment method and the total amount displayed to you at checkout (including subtotal, fees, and gratuity), C2C Delivery has the right to make an additional charge to your payment method to ensure that the total amount charged matches the total amount displayed at checkout.
All payments will be processed by C2C Delivery or its payment processor using the preferred payment method you have chosen in your account. If your payment details change, you or your card provider may provide updated payment details to prevent any interruption in your use of the services.
If your initial preferred payment method fails, C2C Delivery has the right to charge any other payment method you have on file. It's your responsibility to keep your billing information up to date.
Any charges you pay are final and cannot be refunded. C2C Delivery is under no obligation to provide refunds or credits under any circumstances.
For certain orders, you may be required to provide identification information and/or a signature upon receipt. If you fail to provide the required identification information or signature for such an order, C2C Delivery will not acknowledge any claim from you that the order was not delivered. Additionally, you may be subject to a non-refundable restocking fee. This emphasizes the importance of ensuring you are available and able to provide the necessary identification or signature when your order is delivered.
This Section necessitates your meticulous perusal. It stipulates that any and all disputes arising between you and C2C Delivery be conclusively settled via binding arbitration or in a small claims court, and, to the degree permissible under relevant law, it inhibits you from instigating a class action or equivalent proceedings in any jurisdiction. Should your country of domicile uphold arbitration agreements, arbitration becomes obligatory. In the event that you are based outside of the United States, yet seek to initiate a claim within those borders, arbitration becomes mandatory for resolving the preliminary question of the applicability of this Section to your circumstances, as well as all other initial determinations, encompassing residency, arbitrability, jurisdiction, and the governing law. If your country of domicile does not enforce arbitration agreements, the compulsory pre-arbitration conflict resolution and notice and prohibition on class actions or representative proceedings delineated herein still remain in effect to the degree that they are enforceable by law.
(a) Extent of Arbitration Agreement. This Arbitration Agreement shall have an unrestricted application, encompassing all claims that have emerged or have been alleged prior to, on, or subsequent to the effective date of this Agreement. You consent to the resolution of any dispute or claim stemming from or pertaining in any way to the substance of the Agreement, your access or utilization of the Services as a User of the Services, any advertising or marketing communications concerning C2C Delivery or the Services, any products or services vended or disseminated via the Services that you have received as a User of our Services, or any aspect of your interactions or transactions with C2C Delivery as a User of our Services (this includes, without restriction, any contractual claim, tort claim, statutory claim, or claim for unfair competition), by binding arbitration rather than in court, except as otherwise mandated by law or as otherwise stipulated in this Arbitration Agreement. Furthermore, subject to the permission of the applicable law, either you or C2C Delivery may seek judicial relief for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents) in court. Either you or C2C Delivery may also, subject to the permission of applicable law, apply to a court of competent jurisdiction for temporary or preliminary injunctive relief on the basis that without such relief, the arbitration provisioned in this paragraph may be rendered ineffective. You may advance claims in a small claims court if your claims meet the qualifications, provided that the matter remains within that court and proceeds solely on an individual (non-class, non-representative) basis.
Litigation proceedings have been previously initiated against C2C Delivery, and the potential exists for future lawsuits, inclusive of those attempting to establish class action status. By consenting to this Arbitration Agreement, you voluntarily opt out of participating in any such lawsuits.
By endorsing an arbitration agreement with C2C Delivery, you are preemptively acknowledging that you will abstain from partaking in or seeking to acquire any financial or other forms of compensation in any class, collective, and/or representative lawsuit. Alternatively, through the affirmation of arbitration, you reserve the right to present your grievances against C2C Delivery in an independent arbitration proceeding. If such claims are deemed valid and successful, an arbitrator may award you monetary compensation or other types of relief.
(b) Informal Resolution. Both you and C2C Delivery acknowledge the potential for expedient, cost-effective, and mutually advantageous outcomes arising from earnest, informal dispute resolution attempts. Consequently, prior to either party invoking or seeking to initiate arbitration proceedings against the other, it is agreed that we will engage in a direct discussion, facilitated via telephone or videoconference, in a genuine attempt to informally resolve any claim encompassed by this joint Arbitration Agreement. For the purposes of clarification, each informal dispute resolution conference shall be unique and individualized, necessitating a separate meeting for each instance when either party intends to initiate individual arbitration. Multiple parties initiating claims cannot partake in the same informal teleconference dispute resolution meeting, unless a mutual agreement is reached by all involved parties. Should you be represented by a legal counsel, they may partake in the conference, but your full participation is mandatory. The party initiating the claim is required to provide written notice to the other party, stating their intention to initiate an informal dispute resolution conference. This conference must occur within 60 days of receiving such notice, unless an extension is mutually agreed upon by both parties. To notify C2C Delivery of your intention to begin an informal dispute resolution conference, email contact@c2c.delivery, providing your name, the phone number and email address associated with your C2C Delivery account, and a detailed description of your claim. In the period between receiving such notice and the informal dispute resolution conference, both parties retain the right to attempt resolving the initiating party’s claims. The engagement in an informal dispute resolution conference is a prerequisite that must be met prior to initiating arbitration. The statute of limitations and any deadlines for filing fees shall be paused while the parties participate in the informal dispute resolution process as stipulated by this clause.
(c) Arbitration Guidelines and Venue. This Arbitration Agreement is overseen by the Federal Arbitration Act ("FAA") in all facets. Should the rules and procedures of the FAA be inapplicable for any reason, the prevailing arbitration agreement law of the state where you reside will govern. Before initiating an arbitration proceeding, the concerned party must provide notice of intent to commence arbitration and affirm the completion of the informal dispute resolution conference as per Section 13(b). If this notice is intended for C2C Delivery, it must be emailed to the counsel who represented C2C Delivery during the informal dispute resolution process. Upon serving the notice certifying completion of the informal dispute resolution conference, the party seeking arbitration must then submit their arbitration demands. The parties will collaboratively select an alternative arbitration forum. In case of any dispute concerning the selection of the arbitration provider, only a court (excluding an arbitrator or arbitration administrator) can resolve such dispute, and the arbitration shall be postponed until the court's decision. You have the option to conduct the arbitration via telephone, video conference, or in-person in the county of your residence or any other mutually agreed location. Both parties consent that all aspects of the arbitration proceedings, including but not limited to discovery, hearings, and rulings, shall remain confidential to the maximum extent allowed by the applicable law. If at any point the arbitrator or arbitration administrator neglects to enforce the terms of this Agreement, either party can request the court to halt the arbitration proceedings, and the arbitration will be automatically stayed until the conclusion of that proceeding. If the arbitration award includes an injunction or a monetary reward exceeding $100,000, either party holds the right to appeal that award to an arbitration appellate panel. The written appeal notice must be served to the opposing party within fourteen (14) days following the finalization of the award.
(d) Authority of the Arbitrator. The arbitrator, not any federal, state, provincial, or local court or agency, has the exclusive jurisdiction to settle any controversy concerning the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including but not limited to, any assertion that all or any part of this Arbitration Agreement is null or voidable, to the extent permitted by applicable law except for Section 13(f) below (Waiver of Class, Consolidated, and Representative Actions; Waiver of Public Injunctive Relief), the enforceability of which can only be determined by a court. Any disputes pertaining to the payment of arbitrator or arbitration-organization fees, including the timing of such payments and remedies for nonpayment, shall be resolved solely by an arbitrator, not by any court or arbitration administrator. The arbitration will determine the rights and liabilities, if any, of you and C2C Delivery. Unless explicitly agreed to in Section 13(g) of this Agreement, the arbitration proceeding will not be consolidated with any other matters or joined with any other proceedings or parties. The arbitrator possesses the authority to issue orders (including subpoenas to third parties, to the extent permitted by law) enabling the parties to conduct discovery sufficient for each party to prepare that party's claims and/or defenses, keeping in mind that arbitration is intended to be a swift and efficient dispute resolution method. For instance, the arbitrator shall prohibit oral discovery of either party’s current or former high-ranking officers without proof that the officer possesses unique, personal knowledge of discoverable information and that all less burdensome discovery methods have been exhausted. The arbitrator holds the authority to grant motions dispositive of all or part of any claim or dispute. The arbitrator possesses the authority to award, on an individual basis, monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the rules of the arbitration forum, and this Agreement (including this Arbitration Agreement). The arbitrator will issue a written statement of decision detailing the essential findings and conclusions on which any award (or decision not to render an award) is predicated, including the calculation of any damages awarded. The award shall be binding exclusively among the parties and shall not have any preclusive effect in any other arbitration or other proceeding involving a different party. The arbitrator shall adhere to the applicable law. The arbitrator's authority to award relief on an individual basis is equivalent to that of a judge in a court of law. The arbitrator’s decision is conclusive and binding on both you and C2C Delivery.
(e) Relinquishment of Jury Trial. TO THE DEGREE ALLOWED BY APPLICABLE LAW, BOTH YOU AND C2C DELIVERY FOREGO ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO LITIGATE IN COURT AND OBTAIN A JUDGE OR JURY TRIAL. Instead, both you and C2C Delivery are choosing to have all disputes settled by arbitration, except as outlined in Section 13(a) above. Please note that arbitration lacks a judge or jury, and judicial review of an arbitration award is circumscribed.
(f) Relinquishment of Class, Consolidated, and Representative Actions; Foregoing of Public Injunctive Relief. EXCEPT AS DISTINCTLY AGREED TO IN Section 13(g) OF THIS AGREEMENT AND TO THE DEGREE ALLOWED BY APPLICABLE LAW, BOTH YOU AND C2C DELIVERY AGREE TO FOREGO ANY RIGHT TO RESOLVE CLAIMS WITHIN THE PURVIEW OF THIS ARBITRATION AGREEMENT ON A CLASS, COLLECTIVE, OR REPRESENTATIVE BASIS. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, COLLECTIVE, OR REPRESENTATIVE BASIS EXCEPT AS STIPULATED IN Section 13(g). CLAIMS OF MULTIPLE CUSTOMERS OR USERS CANNOT BE ARBITRATED OR LITIGATED IN CONJUNCTION OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER EXCEPT AS SPECIFIED IN Section 13(g). In any case where (1) the dispute is lodged as a class, collective, or representative action and (2) a civil court of competent jurisdiction finds the Waiver of Class, Consolidated, and Representative Actions in whole or part to be unenforceable, the class, collective, or representative action must be litigated in a civil court of competent jurisdiction, but the portion of the Waiver of Class, Consolidated, and Representative Actions deemed enforceable shall be implemented in arbitration. The portion of such dispute proceeding in court shall be stayed until the conclusion of the arbitration. Regardless of any other provision in this Agreement, any claim that all or part of the waivers specified in Section 13(f) is unenforceable, unconscionable, null, or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. This provision does not restrict you or C2C Delivery from resolving claims on a class, collective, or representative basis.
(g) Group Arbitrations. As permitted by applicable law, to augment the expediency of resolution, in the instance where 100 or more akin arbitration demands against C2C Delivery, brought forward by or with the involvement of the same law firm or organization, are submitted to an arbitration provider chosen in accordance with the rules detailed above within a period of 30 days: (A) both parties shall collaborate to consolidate the arbitration demands into randomized groupings of no more than 100 demands per batch (in addition, if there are less than 100 arbitration demands remaining after the aforementioned grouping, a final batch comprising the residual demands); (B) the counsel representing the claimants shall categorize and submit the grouped demands to the arbitration provider in a format as directed by the provider; (C) the arbitration provider shall facilitate the resolution of each batch as a singular arbitration with one set of filing and administrative fees and one arbitrator appointed per batch; and (D) the arbitration provider shall distribute one set of disclosures per batch and will arrange one Arbitration Management Conference per batch. You agree to cooperate in good faith with C2C Delivery and the arbitration provider to implement such a batch approach to resolution and fees. Disputes over the applicability of this batch arbitration procedure will be resolved in a single, consolidated arbitration proceeding that includes all affected parties and is adjudicated by a single arbitrator subject to the stipulations of this section. Contrary to any provision in the Agreement, batch arbitrations shall occur in San Francisco, California or, if the parties prefer, via video conference. The parties may also consent to conducting arbitration based solely on written submissions.
(h) Opt-Out Provision. Any modifications to these Terms and Conditions by C2C Delivery will not offer a new opportunity for customers or Users who had previously accepted a version of C2C Delivery’s Terms and Conditions to opt out of the Arbitration Agreement, provided they did not validly opt out of arbitration initially. C2C Delivery will continue to acknowledge the valid opt-outs of customers or Users who have previously and validly opted out of the Arbitration Agreement in an earlier version of the Terms and Conditions. If you are a customer or User establishing a C2C Delivery account for the first time on or after the effective date of these Terms and Conditions, you have the option to opt out of this Arbitration Agreement. If you choose to do so, neither you nor C2C Delivery can compel the other to participate in arbitration as a result of this Agreement. To exercise the opt-out right, you must provide written notification to C2C Delivery no later than 30 days after first becoming subject to this Arbitration Agreement. Your notice should include your name and address, your C2C Delivery username (if any), the email address you currently use for your C2C Delivery account (if you have one), and an UNAMBIGUOUS statement indicating your desire to opt out of this Arbitration Agreement. You must send your opt-out notice to: contact@c2c.delivery. If you opt out of this Arbitration Agreement, all other portions of this Agreement will continue to be applicable to you. Opting out of this Arbitration Agreement has no bearing on any other arbitration agreements that you may currently have or may enter into with us in the future.
(i) Preservation of Independent Contractor Agreement. NOTWITHSTANDING ANY PROVISIONS IN THIS AGREEMENT, NOTHING IN THIS AGREEMENT IS INTENDED TO OVERRULE, ALTER, OR MODIFY THE TERMS OF ANY DISTINCT AGREEMENT(S) BETWEEN YOU AND C2C Delivery PERTAINING TO YOUR WORK AS AN EMPLOYEE OR INDEPENDENT CONTRACTOR, INCLUDING, BUT NOT LIMITED TO, ANY INDEPENDENT CONTRACTOR AGREEMENT THAT GOVERNS YOUR SERVICES AS A CONTRACTOR. TO ELIMINATE ANY CONFUSION, IF YOU ARE A CONTRACTOR, YOUR DECISION TO OPT OUT OF THE ARBITRATION AGREEMENT STATED IN Section 13 WILL NOT AFFECT YOUR COMMITMENT TO ARBITRATE DISPUTES UNDER YOUR INDEPENDENT CONTRACTOR AGREEMENT WITH C2C Delivery.
(j) Continuation Post Termination. This Arbitration Agreement will persist beyond any termination of your relationship with C2C Delivery.
(k) Amendment. Irrespective of any provision in the Agreement that suggests otherwise, we concur that if C2C Delivery implements any future substantive amendment to this Arbitration Agreement, it will not apply to any individual claim(s) that you had previously notified C2C Delivery about.
(l) Comprehensive Agreement; Divisibility. This Arbitration Agreement constitutes the entire agreement concerning the formal resolution of disputes encapsulated by this Arbitration Agreement. Should any part of this Arbitration Agreement be deemed unenforceable, the rest of this Arbitration Agreement will remain enforceable.
(a) Links to External Websites, Applications, and Advertisements. The Services may incorporate hyperlinks to websites owned by third parties (“Third-Party Websites”), applications ("Third-Party Applications"), and advertisements ("Third-Party Advertisements") (jointly referred to as “Third-Party Websites & Advertisements”). Upon selection of a link to a Third-Party Website, Third-Party Application, or Third-Party Advertisement, C2C Delivery will not provide a notification that you have exited C2C Delivery’s website or Services nor that you are subject to the terms and conditions (including privacy policies) of a different website or destination. Such Third-Party Websites & Advertisements are not supervised or controlled by C2C Delivery. C2C Delivery does not assume liability for any Third-Party Websites & Advertisements. C2C Delivery offers hyperlinks to these Third-Party Websites & Advertisements purely for convenience and does not validate, endorse, supervise, provide guarantees, or offer any assurances with respect to such Third-Party Websites & Advertisements or their respective products or services. Your utilization of all hyperlinks in Third-Party Websites & Advertisements is at your sole discretion and risk. You should scrutinize the applicable terms and policies, including privacy and data collection practices, of any Third-Party Websites or Third-Party Applications, and carry out any investigation you deem necessary or suitable prior to engaging in any transaction with any third party.
(b) Application Stores. You recognize and concur that the accessibility of the Technology and the Services is contingent on the third-party source from which you acquired the application license, such as the Apple or Android app store (each referred to as an “App Store”). You understand and agree that this Agreement is established between you and C2C Delivery, not with the App Store. C2C Delivery, not the App Store, bears sole responsibility for the Technology and the Services, inclusive of the mobile application(s), their content, upkeep, support services, warranty thereof, and handling any related claims (for instance, product liability, legal compliance, or intellectual property violation). To utilize the Technology and the Services, you must have access to a wireless network, and you consent to pay all fees correlated with such access. You also agree to pay all fees (if any) imposed by the App Store related to the Technology or the Services. You consent to adhere to, and your license to use the Technology and the Services is predicated upon your adherence to, all applicable third-party terms or agreements (for example, the App Store’s terms and policies) when utilizing the Technology or the Services. You represent and warrant that you are not situated in a country that is subject to an embargo by the United States Government or subject to similar laws of other countries where applicable, or that has been characterized by the United States or Canadian Government as a “terrorist supporting” country, and you represent and warrant that you are not enlisted on any United States or Canadian Government list of prohibited or restricted entities. You acknowledge and agree that each App Store (and its affiliates) is an intended third-party beneficiary of this Agreement and possesses the right to enforce the terms and conditions of this Agreement.
You shall abstain from requesting the delivery of alcoholic products. You shall not seek the delivery of age-regulated commodities, inclusive of certain over-the-counter medicines or other products subjected to pertinent federal, state, provincial, or local statutes, rules, or regulations, or C2C Delivery policies necessitating age verification.
Subject to the constraints of applicable law, you consent to indemnify and defend C2C Delivery, its officers, directors, employees, agents, and affiliates (each, a "Protected Party") from and against any losses, claims, legal proceedings, costs, damages, penalties, fines, and expenses, including but not limited to, reasonable legal and/or attorney fees and expenses, which may be incurred by a Protected Party resulting from (a) your User Content; (b) your inappropriate utilization of the Technology or Services; (c) your violation of this Agreement or any representation, warranty, stipulation, or covenant contained herein; or (d) your infringement of any pertinent laws, rules, or regulations in connection with or arising from the use of the Technology or Services. In the circumstance of any claim, allegation, lawsuit, or proceeding suggesting any matter potentially encompassed by the commitments in this Section 16, you pledge to finance the defense of the Protected Party, inclusive of reasonable expenses and legal and/or attorneys' fees incurred by the Protected Party. C2C Delivery retains the right, at its own expense, to undertake the exclusive defense and control of any matter otherwise subject to indemnification by you, during which you will fully collaborate with C2C Delivery in advancing any viable defenses. This Section 16 does not obligate you to indemnify any Protected Party for any grossly unfair business practice by such party, or for such party's negligence, fraud, deception, false promise, misrepresentation, or concealment, suppression or omission of any material fact in association with the Technology or Services. You affirm that the stipulations of this Section 16 will endure any termination of your account, this Agreement, or your access to the Technology and/or Services.
Given that some states, provinces, and jurisdictions do not permit the exclusion or limitation of certain implied warranties under federal law of the United States, certain exclusions in this Section 17 may not be applicable to you. This Section 17 is applicable to the maximum extent permissible by relevant law.
YOUR USE OF THE TECHNOLOGY AND SERVICES IS SOLELY AT YOUR DISCRETION AND RISK. THE TECHNOLOGY AND SERVICES MAY BE SUBJECT TO PERIODIC UPDATES AND MODIFICATIONS, WHICH MAY OCCUR AT ANY TIME WITHOUT PRIOR NOTIFICATION TO YOU. WHILE C2C Delivery STRIVES TO ENSURE THAT THE TECHNOLOGY AND SERVICES ARE ACCESSIBLE AS FREQUENTLY AS POSSIBLE, IT DOES NOT ASSURE UNINTERRUPTED AVAILABILITY. THE TECHNOLOGY AND SERVICES ARE DELIVERED "AS IS" WITHOUT ANY FORM OF GUARANTEE, WARRANTY, OR CONDITION, BE IT EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SUITABILITY FOR A SPECIFIC OR GENERAL USE, AND NON-INFRINGEMENT. C2C Delivery OFFERS NO WARRANTIES, CONDITIONS, OR STATEMENTS REGARDING THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF CONTENT ACCESSIBLE THROUGH THE TECHNOLOGY OR SERVICES, OR THE SERVICES, TECHNOLOGY, TEXT, GRAPHICS, OR LINKS.
C2C Delivery DOES NOT PROVIDE ANY WARRANTY THAT THE TECHNOLOGY OR SERVICES WILL BE FREE OF ERRORS OR THAT THE TECHNOLOGY OR SERVICES WILL BE VOID OF COMPUTER VIRUSES OR OTHER POTENTIALLY HARMFUL MALWARE. IF THE USE OF THE TECHNOLOGY OR SERVICES LEADS TO THE REQUIREMENT FOR SERVICING OR REPLACING EQUIPMENT OR DATA, C2C Delivery SHALL NOT BE LIABLE FOR THOSE ECONOMIC COSTS.
The Technology and Services could be subject to limitations, delays, and other issues inherent in the utilization of the Internet and electronic communications. Unless mandated by relevant law and excluding the Non-Excludable Provisions, C2C Delivery is not liable for any delays, delivery failures, damages, losses, injuries, or any other economic harm resulting from such issues.
This Section 19 is enforceable to the maximum degree permissible by current law, and certain stipulations within this Section 19 might not be applicable in some jurisdictions.
You acknowledge and concur that an essential characteristic of the Services and this Agreement is our mutual intention to retain the Services as uncomplicated and effective as possible and to offer the Technology and Services at minimal expense. You comprehend and accept the restrictions on remedies and liabilities detailed in this Section 19, which are designed to maintain the simplicity, efficiency, and affordability of the Technology and Services for all Users.
(i) Limitation on Liability. TO THE GREATEST EXTENT ALLOWED BY LAW, THE TOTAL LIABILITY OF C2C Delivery SHALL NOT SURPASS THE HIGHER OF AMOUNTS YOU HAVE ACTUALLY REMITTED TO OR THAT ARE OWED BY YOU TO C2C Delivery IN THE SIX (6) MONTH PERIOD IMMEDIATELY PRIOR TO THE INCIDENT THAT GAVE RISE TO THE CLAIM. THIS LIMITATION ON LIABILITY SHALL APPLY FULLY TO RESIDENTS OF THE STATE OF NEW JERSEY IN THE UNITED STATES.
(ii) Disclaimer of Specific Damages. TO THE GREATEST EXTENT ALLOWED BY LAW, C2C Delivery SHALL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY NATURE (INCLUDING BUT NOT LIMITED TO PERSONAL INJURY, LOST PROFITS, PAIN AND SUFFERING, EMOTIONAL DISTRESS, AND LOSS OF DATA, REVENUE, USAGE, AND ECONOMIC ADVANTAGE). THE PREVIOUS DISCLAIMER OF PUNITIVE AND EXEMPLARY DAMAGES, AND THE COMPLETE DISCLAIMER OF DAMAGES FOR PERSONAL INJURY OR PROPERTY DAMAGE, OR FOR ANY INJURY CAUSED BY C2C Delivery’S FRAUD OR FRAUDULENT MISREPRESENTATION, SHALL NOT APPLY TO USERS WHO RESIDE IN THE STATE OF NEW JERSEY IN THE UNITED STATES.
If you are a Consumer based in the United States, to the extent litigation in a court is permitted under this Agreement, both you and C2C Delivery concur that all claims and disputes emerging from or associated in any way with the subject matter of the Agreement, your access or utilization of the Services as a User of the Services, any promotional or marketing communications concerning C2C Delivery or the Services, any goods or services transacted or disseminated through the Services that you received as a User of our Services, or any facet of your relationship or dealings with C2C Delivery as a User of our Services (this includes, without restriction, any contractual claim, tort claim, statutory claim, or claim for unfair competition), will be adjudicated exclusively in the state or federal courts situated in San Francisco County if you are a citizen or resident of California, and in the United States District Court for the District where you reside if you are not a citizen or resident of California.
In the event of a breach of this Agreement by you, C2C Delivery may undertake a response contingent upon several factors, including but not limited to, the severity of your actions and the presence of a recurring pattern of detrimental conduct.
Furthermore, C2C Delivery, at its exclusive discretion, may modify or terminate the Technology or Services, or may alter, suspend, or cease your access to the Technology or the Services, for any rationale, with or without prior notification to you and without any liability to you or any third party. Beyond suspending or terminating your access to the Technology or the Services, C2C Delivery retains the right to initiate appropriate legal measures, including but not restricted to, seeking civil, criminal, or injunctive relief. Even subsequent to the termination of your right to utilize the Technology or the Services, this Agreement will continue to be enforceable against you. All provisions which, by their inherent nature, should persist to give effect to those provisions shall endure the termination of this Agreement.
C2C Delivery maintains a policy to cease the membership rights of any User who persistently infringes copyright upon swift notification to C2C Delivery by the copyright holder or the legal representative of the copyright holder. Without limiting the preceding, if you assert that your work has been reproduced and uploaded onto the Services in a manner that amounts to copyright infringement, please supply our Copyright Agent with the ensuing information: (a) a digital or physical signature of the individual permitted to represent the owner of the copyright interest; (b) a characterization of the copyrighted work that you allege has been infringed; (c) a detailed account of the specific location on the Services of the material that you allege is infringing, inclusive of sufficient information to enable C2C Delivery to locate the material; (d) your address, telephone number, and email address; (e) a written assertion by you that you have a good faith belief that the contested usage is not authorized by the copyright owner, its agent, or the law; and (f) a declaration by you, made under penalty of perjury, that the aforementioned information in your notice is precise and that you are the copyright owner or sanctioned to act on behalf of the copyright owner. This notice of a copyright infringement claim should be dispatched to C2C Delivery’s Copyright Agent at contact@c2c.delivery.
(a) Absence of Joint Enterprise or Partnership. This Agreement or utilization of the Technology or Services does not establish a joint enterprise, partnership, employment, or agency relationship between you, C2C Delivery, or any third-party provider.
(b) Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of Delaware, in line with the Federal Arbitration Act, without giving effect to any conflict of laws principles that would mandate the application of the law of a different jurisdiction.
(c) Severability. Save as otherwise stipulated in this Agreement, if any provision of this Agreement is deemed to be invalid or unenforceable under pertinent law, such invalidity or unenforceability shall not impinge on the validity or enforceability of the remaining provisions of this Agreement, which shall continue in full force and effect.
(d) Consumer Grievances. Complaints may be reported to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
(e) Access and Download of the Application from the Apple App Store. The following provisions apply to any Technology accessed or downloaded from the Apple App Store (an "App Store Sourced Application"):
(i) You acknowledge and agree that (A) the Agreement is entered into solely between you and C2C Delivery, and not with Apple; and (B) C2C Delivery, not Apple, is exclusively responsible for the App Store Sourced Application and its content. Your utilization of the App Store Sourced Application must adhere to the App Store Terms of Service.
(ii) You acknowledge that Apple bears no obligation whatsoever to provide any maintenance and support services concerning the App Store Sourced Application.
(iii) In case the App Store Sourced Application fails to conform to any applicable warranty, you may notify Apple, and Apple will reimburse the purchase price, if any, for the App Store Sourced Application to you. To the maximum extent permitted by applicable law, Apple will have no further warranty obligations concerning the App Store Sourced Application. Any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty or condition shall be the sole responsibility of C2C Delivery, as between C2C Delivery and Apple.
(iv) Both you and C2C Delivery acknowledge that, with respect to each other and Apple, Apple is not accountable for addressing any claims you or any third party may have concerning the App Store Sourced Application or your possession and usage of the App Store Sourced Application, including but not limited to: (A) product liability claims; (B) any assertion that the App Store Sourced Application does not comply with any applicable legal or regulatory requirements; and (C) claims arising under consumer protection or similar legislation.
(v) You and C2C Delivery acknowledge that, in case of a third-party claim alleging that the App Store Sourced Application or your ownership and use of it infringe upon that third party's intellectual property rights, C2C Delivery, not Apple, will be exclusively responsible for investigating, defending, settling, and discharging any such intellectual property infringement claim to the extent stipulated in this Agreement, as between C2C Delivery and Apple.
(vi) You and C2C Delivery acknowledge and concur that Apple, and Apple’s subsidiaries, are third-party beneficiaries with regards to this Agreement as it pertains to your licensing of the App Store Sourced Application. Upon your acceptance of this Agreement, Apple will possess the right (and will be deemed to have accepted the right) to enforce this Agreement in relation to your licensing of the App Store Sourced Application against you as a third-party beneficiary thereof.
(vii) Without any derogation from other terms of this Agreement, you must comply with all relevant third-party terms of agreement when utilizing the App Store Sourced Application.
(f) Notice. Where C2C Delivery requires your provision of an electronic mailing address, you shall be responsible for providing C2C Delivery with your most current electronic mailing address. In the event that the last electronic mailing address provided by you to C2C Delivery is non-functioning or is incapable of effecting delivery to you any communications required or permitted pursuant to this Agreement, C2C Delivery's dispatch of the electronic message containing such communication shall nonetheless constitute effective notice. You agree that all agreements, notices, disclosures, payment or renewal communications, and any other communications provided by C2C Delivery to you by electronic means (such as through electronic mailing or publication via the Services, including in your C2C Delivery account) satisfy any legal requirement that such communications be in writing or be conveyed in a particular manner. You agree that you have the ability to preserve such electronic communications in an unaltered form. You may convey notice to C2C Delivery by accessing our Customer Support interface and initiating a dialogue. Such notice shall be deemed provided on the subsequent business day after such notice is in fact received by C2C Delivery.
(g) Conveyance and Assignment. This Agreement, and any rights and licenses granted hereunder, may not be conveyed or assigned by you, but may be assigned by C2C Delivery without restriction. Any attempted conveyance or assignment in contravention hereof shall be void. This Agreement binds and benefits each party and the party's successors and permitted assigns.
(h) Currency. Unless otherwise indicated, all prices and other amounts displayed through the Services are in the currency of the jurisdiction in which delivery transpires.
(i) Use Only Where Legally Sanctioned. You shall refrain from accessing or utilizing any aspect of the Services if you are prohibited from doing so pursuant to the laws of your location.
(j) Delegation. C2C Delivery may delegate any of its responsibilities under this Agreement without requiring your prior written approval.
(k) Modification of Our Websites or the Technology. We may from time to time alter, amend, or terminate, whether on a temporary or permanent basis, any or all of our websites or the Technology.
(l) Entire Understanding. This Agreement constitutes the final, complete, and exclusive understanding between the parties with respect to the subject matter hereof and replaces and incorporates all prior communications between the parties with respect to such subject matter. However, nothing in this Agreement shall replace, amend, or modify the terms of any separate agreement(s) between you and C2C Delivery relating to your work as an staff member or independent contractor, including, without limitation, any Independent Contractor Agreement governing your efforts as a Contractor.
C2C Delivery welcomes any inquiries or remarks you may have in relation to this Agreement. You may establish contact with our representatives by means of an electronic message to contact@c2c.delivery.