1. Agreement to Terms. By using our Services, you agree to be bound by these Terms. If you don’t agree to be bound by these Terms, do not use the Services.
IMPORTANT NOTICE REGARDING ARBITRATION: WHEN YOU AGREE TO THESE TERMS YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND OXO THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY SECTION 21 “DISPUTE RESOLUTION” BELOW FOR DETAILS REGARDING ARBITRATION (INCLUDING THE PROCEDURE TO OPT OUT OF ARBITRATION).
3. Scope of Services.
(a) Nature of the Services. OXO provides, via the Services, an online marketplace that enables vehicle owning users (“Owners”) and users who are professional drivers, including users who drive for third party services like, without limitation, Uber, Lyft, and Doordash (“Drivers”), to find, communicate with, and transact with each other for short-term vehicle sharing. Owners wishing to share their motor vehicles (“Vehicles”) may publish a Vehicle listing to the Services, including (i) details, descriptions, and images of their Vehicles (collectively, “Vehicle Information”), (ii) Vehicle availability, beginning with a drop-off time and location and ending with a pick-up time and location (collectively, the “Service Period”), and (iii) other terms and restrictions governing the Vehicle sharing arrangement (collectively “Listings”). Drivers may reserve a Vehicle from a Listing only for commercial, professional, non-personal use of the Vehicle during the Service Period. All Owners and Drivers agree that OXO provides the Services but OXO does not own, create, provide, control, manage, offer, deliver, or supply any Listings or Vehicles. Owners are solely responsible for their Listings and their Vehicles.
(b) Booking a Vehicle. Owners and Drivers transact with each other via the Services when they both agree that the Driver has booked the Vehicle for the Service Period and enter into an agreement governing the Vehicle sharing arrangement (“Vehicle Agreement”) via the booking mechanism provided on the Services. A booking may be initiated by a Driver by selecting the Listing and then following the prompts that appear on-screen via the Services. A booking may also be suggested to Owners via the Services by OXO. Owners will be notified via the Services of any booking suggested by OXO. Owner agrees that if Owner does not respond to the suggested booking upon receiving the notification or within 24 hours of the suggestion being made, the Owner is indicating acceptance by the Owner of the suggested booking. Subject to the foregoing, Owners are not obligated to accept a booking request from a Driver or a booking suggested by OXO and may, at their discretion, decline for any reason. Owners and Drivers agree that, once a booking is made via the Services, they are bound by the terms of the Vehicle Agreement, including payment of applicable fees by the Driver to the Owner and the applicable Service Period.
(c) Nature of Transactions. The Services may be used to find, offer, and book Listings and to facilitate payment, but the Vehicle Agreement is between an Owner and a Driver and OXO IS NOT A PARTY TO THE VEHICLE AGREEMENT. OXO is not acting as an agent in any capacity for any Owners or Drivers.
(d) Independent Contractor. If you choose to use the Services as an Owner, your relationship with OXO is limited to being an independent, third-party contractor, and not an employee, agent, joint venture or partner of OXO for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf, or for the benefit, of OXO. OXO does not, and shall not be deemed to, direct or control you generally or in your performance under these Terms specifically, including in connection with your provision of a Listing or your Vehicle. You acknowledge and agree that you have complete discretion whether to create Listings or otherwise engage in other business or employment activities.
4. Changes to these Terms or the Services. We may update the Terms from time to time in our sole discretion. If we do, we’ll let you know by posting the updated Terms on the Site, and/or the App and/or may also send other communications. It’s important that you review the Terms whenever we update them or you use the Services. If you continue to use the Services after we have posted updated Terms it means that you accept and agree to the changes. If you don’t agree to be bound by the changes, you may not use the Services anymore. The only exception is for changes to the “Dispute Resolution” section, for which you have followed the process in Section 21(f). Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
5. Who May Use the Services?
(a) General. You may use the Services only if you are 21 years or older and capable of forming a binding contract with OXO, and not otherwise barred from using the Services under applicable law.
(b) User Accounts. For certain features of the Services you’ll need an account. It’s important that you provide us with accurate, complete and current account information and keep this information up to date. If you don’t, we might have to suspend or terminate your account. To protect your account, keep the account details and password confidential, and notify us right away of any unauthorized use. You’re responsible for all activities that occur under your account.
(c) User Verification. User verification on the Internet is difficult and we do not assume any responsibility for the confirmation of any user’s identity. Notwithstanding the above, for transparency and fraud prevention purposes, and as permitted by applicable laws, we may, but have no obligation to (i) ask users to provide a form of government identification or other information or undertake additional checks designed to help verify the identities or backgrounds of users and (ii) screen users against third party databases or other sources and request reports from service providers, and (iii) where we have sufficient information to identify a user, obtain reports from public records of criminal convictions, driving violations, or sex offender registrations or an equivalent version of background or registered sex offender checks in your local jurisdiction (if applicable). You agree that you may be denied access to or use of the Services if you refuse to provide proof of identity or other method of identity verification.
6. Terms Specific for Owners.
(a) Listing Requirements. When creating a Listing through the Services you must (i) provide complete and accurate information about your Vehicle (such as the Vehicle Information and the Service Period), (ii) disclose any deficiencies, restrictions (such as Vehicle rules) and requirements that apply, and (iii) provide any other pertinent information requested by OXO. You are solely responsible for keeping your Listing up-to-date at all times, including ensuring that your Vehicle Information accurately represents the Vehicle identified in the Listing and the Service Period accurately reflects the Vehicle’s availability. You agree that you will stop using Vehicle Information on or through the Services if it no longer accurately represents the Listing, if you stop offering the Listing, or if your account is terminated or suspended for any reason.
(b) Legally Binding Agreement. When you accept a booking request by a Driver, you are entering into a legally binding Vehicle Agreement with the Driver and are required to provide your Vehicle to the Driver as described in your Listing when the booking is made, including in particular the applicable cancellation policy and any rules and restrictions specified in the Listing. You understand that a confirmed booking of your Vehicle is a limited permission granted to the Driver by you to enter, occupy and use the Vehicle in a lawful manner for driving on normal roads, for commercial, professional, and non-personal purposes for the duration of the Service Period.
(c) Insurance. You, as an Owner, are required to maintain your own personal Vehicle insurance with the minimum limits prescribed by applicable law and you agree that you have and will maintain such insurance during the Service Period. You are solely responsible for maintaining this insurance and complying with all applicable laws and/or regulations. Please review any respective insurance policy carefully, and in particular make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions of any Drivers while using your Vehicle in connection with the Services and any exclusions or exceptions for commercial, professional, non-personal driving and driving for ride sharing services like Uber, Lyft and Doordash, among others. In addition, OXO may make additional insurance available for Drivers during applicable Service Periods.
(d) One Vehicle per Listing. Unless expressly allowed by OXO, you may not list more than one Vehicle per Listing.
(e) Owner Responsibilities. You represent and warrant that any Listing you post will (i) not breach any agreements you have entered into with any third parties and (ii) comply with all applicable laws, tax requirements, and other rules and regulations (including having all required insurance and registrations). As an Owner, you are responsible for your own acts and omissions made either through the Services or in connection with the Services.
(f) Delivery and Return of Vehicle. You agree to be present at the times and locations indicated in the Service Period to facilitate pick up and drop off of your Vehicle. If you fail to retrieve your Vehicle a reasonable time after the Service Period has expired, you agree that OXO (or the Driver) may, in its (or his or her) sole discretion, park the Vehicle or find other alternate means to safely and legally store the Vehicle and you hereby grant OXO permission to enter, occupy, and use your Vehicle for this purpose. Prior to the Driver taking this action, OXO will use reasonable efforts during its normal business hours to contact you to arrange alternative pickup. You agree to reimburse OXO and/or the Driver for all costs and expenses including any parking fees or parking tickets associated with such actions.
7. Terms Specific for Drivers.
(a) General. You may make a booking request for a Vehicle that is described in a Listing via the functionality of the Services. All applicable fees, including the Vehicle sharing fee and any applicable taxes (collectively, “Total Fees”) will be presented to you prior to your submitting a booking request for a Vehicle. You agree to pay the Total Fees for any booking requested in connection with your use of the Services.
(b) Legally Binding Agreement. Upon receipt of a booking confirmation via the Services, a legally binding Vehicle Agreement is formed between you and the Owner for your use of the Vehicle, including in particular the applicable cancellation policy and any rules and restrictions specified in the Listing. You understand that a confirmed booking of a Vehicle is a limited permission granted to you by the Owner to enter, occupy and use the Vehicle in a lawful manner for driving on normal roads, for commercial, professional, and non-personal purposes for the duration of the Service Period. OXO will collect the Total Fees at the time of your booking request or later at its discretion.
(c) Driver Responsibilities. As a Driver, you are responsible for any and all damage that occurs to a Vehicle while in your possession or control (including the entire Service Period), even if damage is weather-related, caused by a third party or arises from similar causes. You are also responsible for the full value of any damages or injuries caused to third parties or their property that may result from your use of the Vehicle. Such damages include, without limitation, the repair costs (estimated or actual) for the Vehicle and third-party property, injuries to third parties, costs associated with the recovery or transportation of the Vehicle, and the loss of use of the Vehicle or third-party property.
(d) Receipt and Return of Vehicle. You agree to return the Vehicle at the end of the Service Period that the Owner specifies in the Listing in the same condition as provided (normal wear and tear excepted). If you fail to return the Vehicle at the end of the Service Period without the Owner’s consent, you no longer have a license or permission to use the Vehicle and the Owner is entitled to reclaim the Vehicle in a manner consistent with applicable law. You may be fined if you fail to return a Vehicle by the end of the Service Period, and you authorize OXO to charge your credit card to collect the fine.
8. Feedback. We appreciate feedback, comments, ideas, proposals and suggestions for improvements to the Services (“Feedback”). If you choose to submit Feedback, you agree that we are free to use it without any restriction or compensation to you.
9. Fees and Payments. As a Driver, you expressly authorize us (or our third-party payment processor) to charge you for the Total Fees, plus applicable taxes, for each Vehicle you use as a result of your use of the Services and you agree to the pricing, payment and billing policies applicable to such fees, as posted or otherwise communicated to you. All payments are non-refundable and non-transferable except as expressly provided in these Terms. All fees and applicable taxes, if any, are payable in United States dollars.
(a) Cancelling a Payment. You may cancel a Vehicle booking for a full refund either (i) within ten (10) calendar days of the confirmation by the Owner or (ii) until twenty-four (24) hours prior to the Service Period, whichever may come first. AFTER THAT, YOUR PURCHASE TRANSACTION IS FINAL AND YOU WILL NOT BE ABLE TO CANCEL THE PURCHASE TRANSACTION AND/OR RECEIVE A REFUND AT ANY TIME. But if something unexpected happens in the course of completing a booking, we reserve the right to cancel your confirmed booking for any reason. If we cancel, we’ll refund any payment you have already remitted to us or our third-party payment processor for such booking.
(b) Payment Processor. The Total Fees will be paid by you to a third-party payment processor. If payments are remitted by Stripe, you agree to be bound by Stripe’s terms of service at (https://stripe.com/legal). The third-party payment processor, and not us, is responsible for properly transacting such payments through its platform, and you agree to release and hold us harmless from any errors, negligence or misconduct of the third-party payment processor. You authorize the third-party payment processor to directly remit to OXO the portion of the Total Fees owed to us and then pay the remainder to the Owner.
9. Your Content.
(a) Posting Content. Our Services may allow you to store or share content such as text (in posts or communications with others), and images. Anything (other than Feedback) that you post or otherwise make available through the Services including Ratings and Reviews is referred to as “User Content”. OXO does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to your User Content.
(b) Permissions to Your User Content. By making any User Content available through the Services you hereby grant to OXO a non-exclusive, transferable, worldwide, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works based upon, distribute, publicly display, and publicly perform your User Content in connection with operating and providing the Services. For the avoidance of doubt, the license grant in this section includes the right for OXO to use any Vehicle Information, including images, for advertising, marketing and/or any other business purposes in any media or platform, whether in relation to the associated Listing or otherwise, without further notice or compensation to you.
(c) Your Responsibility for User Content. You are solely responsible for all your User Content. You represent and warrant that you have (and will have) all rights that are necessary to grant us the license rights in your User Content under these Terms. You represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by OXO on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
(d) Removal of User Content. You can remove your User Content by specifically deleting it. You should know that in certain instances, some of your User Content (such as posts or comments you make) may not be completely removed and copies of your User Content may continue to exist on the Services. To the maximum extent permitted by law, we are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.
(e) OXO’s Intellectual Property. We may make available through the Services content that is subject to intellectual property rights. We retain all rights to that content.
10. Ratings & Reviews
(a) General. Within a certain timeframe after booking and during a Service Period, Owners and Drivers can leave comments (a “Review”) and submit a star rating (“Rating”) about each other. Ratings or Reviews reflect the opinions of individual users and do not reflect the opinion of OXO. Ratings and Reviews may be part of a user’s public profile and may also be surfaced elsewhere on the Services (such as the Listing page) together with other relevant information such as number of bookings, number of cancellations, average response time and other information. Ratings and Reviews are not verified by OXO for accuracy and may be incorrect or misleading.
(b) Review Requirements. Ratings and Reviews by Owners and Drivers must be accurate and honest and may not contain any offensive or defamatory language. When you post a Review, you acknowledge and agree that the Review is subject to these Terms of Service and OXO’s Copyright Policy. You are prohibited from manipulating the Ratings and Reviews system in any manner, such as instructing a third party to write a positive or negative Review about another Member.
11. Rights and Terms for Apps.
(a) App License. If you comply with these Terms, OXO grants to you a limited non-exclusive, non-transferable license, with no right to sublicense, to download and install a copy of the App on a mobile device or computer that you own or control and to run such copy of the App solely for your own personal non-commercial purposes. Except as expressly permitted in these Terms, you may not: (i) copy, modify or create derivative works based on the App; (ii) distribute, transfer, sublicense, lease, lend or rent the App to any third party; (iii) reverse engineer, decompile or disassemble the App (unless applicable law permits, despite this limitation); or (iv) make the functionality of the App available to multiple users through any means.
(b) Additional Information: Apple App Store. This paragraph applies to any App that you acquire from the Apple App Store or use on an iOS device. Apple has no obligation to furnish any maintenance and support services with respect to the App. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the App purchase price to you (if applicable) and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App. Apple is not responsible for addressing any claims by you or any third party relating to the App or your possession and use of it, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the App infringe that third party’s intellectual property rights. Apple and its subsidiaries, are third-party beneficiaries of these Terms, and upon your acceptance of the Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof. Apple and its subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of the Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You must also comply with any applicable third-party terms of service when using the App.
12. General Prohibitions and OXO’s Enforcement Rights. You agree not to do any of the following:
(a) Post, upload, publish, submit or transmit any content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances;
(b) Use, display, mirror or frame the Services or any individual element within the Services, OXO’s name, any OXO trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without OXO’s express written consent;
(c) Request, accept or make any payment for fees outside of the Services. If you do so, you acknowledge and agree that you: (i) would be in breach of these Terms; (ii) accept all risks and responsibility for such payment, and (iii) hold OXO harmless from any liability for such payment;
(d) Use the Services to request, make or accept a booking for use of a Vehicle independent of the Services, to circumvent any fees or for any other reason;
(e) unless OXO explicitly permits otherwise, book any Vehicle if you will not actually be using the Vehicle yourself;
(f) Use any Vehicle in a manner explicitly prohibited by these Terms, including for personal, non-commercial use;
(g) Use any Vehicle for transporting hazardous substances, illegal substances, or otherwise for illegal purposes;
(h) Discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation, or otherwise engage in any violent, harmful, abusive or disruptive behavior;
(i) Access, tamper with, or use non-public areas of the Services, OXO’s computer systems, or the technical delivery systems of OXO’s providers;
(j) Attempt to probe, scan or test the vulnerability of any OXO system or network or breach any security or authentication measures;
(k) Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by OXO or any of OXO’s providers or any other third party (including another user) to protect the Services;
(l) Attempt to access or search the Services or download content from the Services using any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by OXO or other generally available third-party web browsers;
(m) Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
(n) Use any meta tags or other hidden text or metadata utilizing an OXO trademark, logo URL or product name without OXO’s express written consent;
(o) Use the Services, or any portion thereof, for the benefit of any third party or in any manner not permitted by these Terms;
(p) Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive or false source-identifying information;
(q) Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
(r) Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
(s) Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
(t) Impersonate or misrepresent your affiliation with any person or entity;
(u) Violate any applicable law or regulation; or
(v) Encourage or enable any other individual to do any of the foregoing.
OXO is not obligated to monitor access to or use of the Services or to review or edit any content. However, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any content, including User Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider it objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
13. Copyright Policy. OXO respects copyright law and expects its users to do the same. It is OXO’s policy to terminate in appropriate circumstances account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see OXO’s Copyright Policy at https://joinoxo.com/dmca-policy/, for further information.
14. Links to Third Party Websites or Resources. The Services (including the App) may allow you to access third-party websites or other resources. We provide access only as a convenience and are not responsible for the content, products or services on or available from those resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party resources.
15. Termination. We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. You may cancel your account at any time by sending us an email at email@example.com. Upon any termination, discontinuation or cancellation of the Services or your account, the following Sections will survive: 3(c), 3(d), 6(b), 6(c), 6(e), 7(b), 7(c), 10(c), 10(e), 16, 17, 18, 19, 20, and 21.
16. Warranty Disclaimers.
(a) IF YOU CHOOSE TO USE THE SERVICES, YOU DO SO VOLUNTARILY AT YOUR OWN RISK. THE SERVICES ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. WE MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY INFORMATION OR CONTENT ON THE SERVICES OR WITH RESPECT TO ANY VEHICLE AGREEMENT.
(b) IN ADDITION AND WITHOUT LIMITING THE FOREGOING, WE MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, REGARDING THE SUITABILITY OF ANY LISTING THAT OFFERS A VEHICLE VIA THE SERVICES OR THE EXISTENCE, QUALITY, SAFETY OR ROAD WORTHINESS OF ANY VEHICLE. OXO HAS NO CONTROL OVER AND DOES NOT GUARANTEE (I) THE EXISTENCE, QUALITY, SAFETY, ROAD WORTHINESS, OR LEGALITY OF ANY VEHICLES OR LISTINGS, (II) THE TRUTH OR ACCURACY OF ANY LISTING’S VEHICLE INFORMATION OR OTHER USER CONTENT, OR (III) THE PERFORMANCE OR CONDUCT OF ANY USER OR THIRD PARTY. OXO PROVIDES NO ENDORSEMENT, CERTIFICATION OR GUARANTEE ABOUT ANY LISTING OR USER, INCLUDING OF THE USER’S IDENTITY OR BACKGROUND OR WHETHER THE USER IS TRUSTWORTHY, SAFE OR SUITABLE. YOU SHOULD ALWAYS EXERCISE DUE DILIGENCE AND CARE WHEN DECIDING WHETHER TO BOOK A VEHICLE FROM A LISTING, ACCEPT A BOOKING FROM A DRIVER, OR COMMUNICATE AND INTERACT WITH OTHER USERS, WHETHER ONLINE OR IN PERSON. PHOTOS POSTED TO THE SERVICES AS VEHICLE INFORMATION ARE INTENDED ONLY TO INDICATE A PHOTOGRAPHIC REPRESENTATION OF A VEHICLE AT THE TIME THE PHOTOGRAPH WAS TAKEN, AND ARE THEREFORE NOT AN ENDORSEMENT BY OXO OF ANY OWNER, VEHICLE, OR LISTING.
(c) YOU AGREE THAT YOUR SHARING AND/OR USE OF VEHICLES MAY CARRY INHERENT RISK, AND BY POSTING A LISTING, BOOKING A VEHICLE, OR USING THE SERVICES, YOU CHOOSE TO ASSUME THOSE RISKS VOLUNTARILY. YOU ASSUME FULL RESPONSIBILITY FOR THE CHOICES YOU MAKE BEFORE, DURING AND AFTER THE APPLICABLE SERVICE PERIOD.
17. Indemnity. To the maximum extent permitted by applicable law, you will indemnify, defend and hold harmless OXO and its officers, directors, employees and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (a) your access to or use of the Services, (b) your User Content, (c) your violation of these Terms, or (d) your interaction with any user, posting of any Listing, booking of any Vehicle and subsequent activity with a Vehicle.
18. Limitation of Liability.
(a) TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER OXO NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT OXO OR ANY OTHER PARTY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. WITHOUT LIMITING THE FOREGOING, OXO SHALL HAVE NO LIABILITY FOR ANY (I) LOSS OF, OR DAMAGE TO, ANY GOODS IN OR ON THE VEHICLE OR IN OR ON ANY THIRD PARTY VEHICLE, (II) LOSS, DAMAGE, INJURY OR DEATH IN RELATION TO ANY USER OR ANY THIRD PARTY ARISING FROM THE USE OF AN OWNER’S VEHICLE, (III) LOSS OR DAMAGE INCURRED BY THE USER AS A RESULT OF ANY CLAIMS MADE BY A THIRD PARTY, (IV) LOSS OR DAMAGE INCURRED BY THE USER ARISING FROM OR IN RELATION TO EITHER (A) THE RESERVATION, SUPPLY, OPERATION OR USE OF A VEHICLE BOOKED VIA A LISTING OR (B) ANY VEHICLE ACCESSORIES (FOR EXAMPLE, LUGGAGE RACKS, BICYCLE RACKS, BABY SEATS AND THE LIKE), OR (V) BREACH OF A PARTY TO A VEHICLE AGREEMENT.
(b) TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT WILL OXO’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR ANY LIABILITY TO ANY OWNER OR DRIVER EXCEED THE AMOUNTS YOU HAVE PAID OR ARE PAYABLE BY YOU TO OXO FOR USE OF THE SERVICES OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO OXO, AS APPLICABLE.
(c) THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN OXO AND YOU.
19. Governing Law and Forum Choice. These Terms and any action related thereto will be governed by the Federal Arbitration Act, federal arbitration law, and the laws of the State of California, without regard to its conflict of laws provisions. Except as otherwise expressly set forth in Section 21 “Dispute Resolution,” the exclusive jurisdiction for all Disputes (defined below) that you and OXO are not required to arbitrate will be the state and federal courts located in the Northern District of California, and you and OXO each waive any objection to jurisdiction and venue in such courts.
20. Dispute Resolution.
(a) Mandatory Arbitration of Disputes. We each 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 resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. You and OXO agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of these Terms, and that you and OXO are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms. Our rights and obligations under this Dispute Resolution provision shall inure to the benefit of the consumer reporting agency regardless of whether the consumer reporting agency is named as a co-defendant with us or named individually in a claim that would otherwise be subject to this arbitration provision if brought against us.
(b) Exceptions and Opt-out. As limited exceptions to Section 21(a) above: (i) you may seek to resolve a Dispute in small claims court if it qualifies; and (ii) we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights. In addition, you will retain the right to opt out of arbitration entirely and litigate any Dispute if you provide us with written notice of your desire to do so by email at firstname.lastname@example.org or by regular mail at 181 2nd Street, San Francisco, CA 94105 within thirty (30) days following the date you first agree to these Terms.
(c) Conducting Arbitration and Arbitration Rules. The arbitration will be conducted by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by these Terms. The AAA Rules are available at www.adr.org or by calling 1-800-778-7879. A party who wishes to start arbitration must submit a written Demand for Arbitration to AAA and give notice to the other party as specified in the AAA Rules. The AAA provides a form Demand for Arbitration at www.adr.org.
If your claim is for U.S. $10,000 or less, you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic or video-conference hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds U.S. $10,000, the right to a hearing will be determined by the AAA Rules. Any arbitration hearings will take place in the county (or parish) where you live, unless we both agree to a different location. The parties agree that the arbitrator shall have exclusive authority to decide all issues relating to the interpretation, applicability, enforceability and scope of this arbitration agreement.
(d) Arbitration Costs. Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules. We’ll pay for all filing, administration and arbitrator fees and expenses if your Dispute is for less than $10,000, unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration we’ll pay all of our attorneys’ fees and costs and won’t seek to recover them from you. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law.
(e) Class Action Waiver. YOU AND OXO AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if the parties’ dispute is resolved through arbitration, the arbitrator may not consolidate another person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Dispute Resolution section shall be null and void.
(f) Effect of Changes on Arbitration. Notwithstanding the provisions of Section 4 “Changes to Terms or Services” above, if OXO changes any of the terms of this Section 21 “Dispute Resolution” after the date you most recently accepted these Terms, you may reject any such change by sending us written notice (including by email to email@example.com) or physical mail to 181 2nd Street, San Francisco, CA 94105 within 30 days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of OXO’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and OXO in accordance with the terms of this Section 21 “Dispute Resolution” as of the date you most recently accepted these Terms.
(g) Severability. With the exception of any of the provisions in Section 21(e) of these Terms (“Class Action Waiver“), if an arbitrator or court of competent jurisdiction decides that any part of these Terms is invalid or unenforceable, the other parts of these Terms will still apply.
21. General Terms.
(a) Reservation of Rights. OXO and its licensors exclusively own all right, title and interest in and to the Services, including all associated intellectual property rights. You acknowledge that the Services are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.
(b) Entire Agreement. These Terms constitute the entire and exclusive understanding and agreement between OXO and you regarding the Services, and these Terms supersede and replace all prior oral or written understandings or agreements between OXO and you regarding the Services. If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without OXO’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. OXO may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
(c) Notices. Any notices or other communications provided by OXO under these Terms will be given: (i) via email; or (ii) by posting to the Services. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.
(d) Waiver of Rights. OXO’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of OXO. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.