{"id":6766,"date":"2022-07-14T08:33:40","date_gmt":"2022-07-14T08:33:40","guid":{"rendered":"https:\/\/go-roto.com\/?page_id=6766"},"modified":"2023-08-05T13:28:09","modified_gmt":"2023-08-05T13:28:09","slug":"terms-conditions","status":"publish","type":"page","link":"https:\/\/go-roto.com\/terms-conditions\/","title":{"rendered":"Terms &#038; Conditions"},"content":{"rendered":"[vc_row type=&#8221;in_container&#8221; full_screen_row_position=&#8221;middle&#8221; column_margin=&#8221;default&#8221; column_direction=&#8221;default&#8221; column_direction_tablet=&#8221;default&#8221; column_direction_phone=&#8221;default&#8221; scene_position=&#8221;center&#8221; text_color=&#8221;dark&#8221; text_align=&#8221;left&#8221; row_border_radius=&#8221;none&#8221; row_border_radius_applies=&#8221;bg&#8221; overflow=&#8221;visible&#8221; overlay_strength=&#8221;0.3&#8243; gradient_direction=&#8221;left_to_right&#8221; shape_divider_position=&#8221;bottom&#8221; bg_image_animation=&#8221;none&#8221;][vc_column column_padding=&#8221;no-extra-padding&#8221; column_padding_tablet=&#8221;inherit&#8221; column_padding_phone=&#8221;inherit&#8221; column_padding_position=&#8221;all&#8221; column_element_spacing=&#8221;default&#8221; background_color_opacity=&#8221;1&#8243; background_hover_color_opacity=&#8221;1&#8243; column_shadow=&#8221;none&#8221; column_border_radius=&#8221;none&#8221; column_link_target=&#8221;_self&#8221; column_position=&#8221;default&#8221; gradient_direction=&#8221;left_to_right&#8221; overlay_strength=&#8221;0.3&#8243; width=&#8221;1\/6&#8243; tablet_width_inherit=&#8221;default&#8221; tablet_text_alignment=&#8221;default&#8221; phone_text_alignment=&#8221;default&#8221; animation_type=&#8221;default&#8221; bg_image_animation=&#8221;none&#8221; border_type=&#8221;simple&#8221; column_border_width=&#8221;none&#8221; column_border_style=&#8221;solid&#8221;][\/vc_column][vc_column column_padding=&#8221;no-extra-padding&#8221; column_padding_tablet=&#8221;inherit&#8221; column_padding_phone=&#8221;inherit&#8221; column_padding_position=&#8221;all&#8221; column_element_spacing=&#8221;default&#8221; background_color_opacity=&#8221;1&#8243; background_hover_color_opacity=&#8221;1&#8243; column_shadow=&#8221;none&#8221; column_border_radius=&#8221;none&#8221; column_link_target=&#8221;_self&#8221; column_position=&#8221;default&#8221; gradient_direction=&#8221;left_to_right&#8221; overlay_strength=&#8221;0.3&#8243; width=&#8221;2\/3&#8243; tablet_width_inherit=&#8221;default&#8221; tablet_text_alignment=&#8221;default&#8221; phone_text_alignment=&#8221;default&#8221; animation_type=&#8221;default&#8221; bg_image_animation=&#8221;none&#8221; border_type=&#8221;simple&#8221; column_border_width=&#8221;none&#8221; column_border_style=&#8221;solid&#8221;][vc_column_text]\n<h2><strong>Terms &amp; Conditions \/ User Agreement<\/strong><\/h2>\n<p>&nbsp;<\/p>\n<p><strong>For ROTO&#8217;s Privacy Policy, please visit www.go-roto.com\/Privacy<\/strong><\/p>\n<p>These Terms of Use, together with the privacy policy are available at <a href=\"http:\/\/www.go-roto.com\/privacy\">www.go-roto.com\/privacy<\/a> (<strong>&#8220;Privacy Policy&#8221;<\/strong>) and the rules, policies, terms and conditions set forth in, referred to and\/or linked herein, all of which are incorporated herein by reference, are, collectively, the\u00a0<strong>&#8220;Agreement&#8221;<\/strong>.<\/p>\n<p><strong>IMPORTANT: PLEASE REVIEW THIS AGREEMENT CAREFULLY. IN PARTICULAR, PLEASE REVIEW THE MUTUAL ARBITRATION PROVISION IN SECTION 16 AND THE AUTOMATIC RENEWAL, CANCELLATION PROVISIONS. And INSURANCE USE IN SECTIONS 3(c) AND 4(d)-(g).<\/strong><\/p>\n<p>This Agreement constitutes a legal agreement between you (<strong>&#8220;You&#8221;,<\/strong>\u00a0<strong>\u201cRequester\u201d<\/strong> or\u00a0<strong>&#8220;User&#8221;<\/strong>) and ROTO Technology, LLC d\/b\/a ROTO and its affiliates, parents, and subsidiaries (collectively,\u00a0<strong>&#8220;ROTO&#8221;<\/strong>\u00a0or\u00a0<strong>&#8220;us&#8221;<\/strong>). This Agreement governs your use of our services and platform that facilitates communications between Users offered through our website located at <a href=\"http:\/\/www.go-roto.com\">www.go-roto.com<\/a> as it may be modified, relocated and\/or redirected from time to time (the\u00a0<strong>&#8220;Site&#8221;<\/strong>), and the mobile applications offered by us (the\u00a0<strong>&#8220;Apps&#8221;<\/strong>). Our services, platform, Site and Apps are collectively referred to as the\u00a0<strong>&#8220;ROTO Platform&#8221;<\/strong>.<\/p>\n<p>By accessing, using or registering with the ROTO Platform or any portions thereof, you hereby expressly acknowledge and agree to be bound by the terms and conditions of this Agreement, and any future amendments and additions to this Agreement as we may publish from time to time. Please read this Agreement carefully. If you do not agree to accept and be bound by this Agreement, you must immediately stop using the ROTO Platform. ROTO&#8217;s acceptance is expressly conditioned upon your assent to this Agreement in its entirety. If this Agreement is considered to be an offer by us, acceptance is expressly limited to this Agreement.<\/p>\n<p>By using the ROTO Platform, you represent and warrant that: (i) you are at least 18 years old, are at least of the legally required age in the jurisdiction in which you reside, and are otherwise capable of entering into binding contracts; and (ii) you have the right, authority and capacity to enter into this Agreement and to abide by the terms and conditions of this Agreement, and that you will so abide. Where you enter into this Agreement on behalf of a company or other organization, you represent and warrant that you have authority to act on behalf of that entity and to bind that entity to this Agreement.<\/p>\n<p>To the extent permitted and except where prohibited by applicable law, these Terms of Use include:<\/p>\n<ul>\n<li>Your agreement that either party may compel binding arbitration for most types of disputes, and your agreement to submit to an informal dispute resolution process for at least 30 days prior to the initiation of any claim (Section 19).<\/li>\n<li>Your agreement that no claims can be adjudicated on a class basis (Section 19).<\/li>\n<li>Your acknowledgment of an agreement to pay ROTO&#8217;s Trust and Support Fee that will be applied to each appointment of a Professional Service paid through the ROTO Platform (Section 3(f)).<\/li>\n<li>Your acknowledgment of an agreement to ROTO&#8217;s dormant account service fees (Section 3(i)).<\/li>\n<li>Your acknowledgment of an agreement to ROTO&#8217;s cancellation policies and cancellation fees (Section 4(e)).<\/li>\n<li>Your agreement to release ROTO from liability based on claims relating to Services and otherwise (Section 17) and your agreement to the limitation of time within which a claim can be brought (Section 22).<\/li>\n<li>ROTO&#8217;s sole liability with respect to disputes is set forth in the ROTO Guarantee (Section 3(d)).<\/li>\n<li>Your agreement that ROTO&#8217;s Guarantee is limited to only Payments paid by Requesters through the ROTO Platform for Professional Services that are booked and paid through the ROTO Platform.<\/li>\n<li>Your agreement to indemnify ROTO from claims due to your use, misuse or inability to use the ROTO Platform, the Merchandise and\/or Professional Services, your violation of this Agreement, applicable laws or third-party rights, and\/or content or information submitted from your account to the ROTO Platform (Section 18).<\/li>\n<li>Your consent to any modifications or amendments to this Agreement (Section 23). Your consent to the collection, use, sharing and transfer of your data as outlined in the Privacy Policy as updated from time to time.<\/li>\n<\/ul>\n<p>&nbsp;<\/p>\n<ol>\n<li><strong><u>ROTO Platform; Screening.<\/u><\/strong><\/li>\n<li><u>The ROTO Platform.<\/u>The ROTO Platform is a technology platform that makes available certain Automobile Roadside Assistance services to individuals seeking to obtain Auto Roadside services (\u201cRequesters\u201d \/ \u201cCustomers\u201d) that ROTO fulfills using independently-established, Licensed and Insured Roadside Assistance Service Professionals customarily engaged in a trade, occupation and\/or business of providing the services requested <strong>(\u201cProfessionals\u201d or \u201cPartners\u201d).<\/strong> Those certain services requested by the Requesters, which are to be completed by the Professionals, are hereinafter referred to as\u00a0<strong>&#8220;Professional Services&#8221;<\/strong>: Requestors understand and agree that Professionals&#8217; agreement to provide requested Professional Services creates a contractual relationship between the Requestor and Professional, and Requestor and Professional may negotiate the terms of their contract upon the Professionals arrival to the customer. The Professional Services may include the delivery, installation and\/or assembly of Automobile parts, tires, vehicle batteries, Vehicle keys and\/or other items obtained through the ROTO Platform or from a third party (<strong>&#8220;Merchandise&#8221;<\/strong>), but shall not be deemed to include the Merchandise itself. ROTO does not itself provide Merchandise. ROTO, THROUGH THE ROTO PLATFORM, OFFERS INFORMATION AND A METHOD TO OBTAIN SUCH PROFESSIONAL SERVICES AND\/OR MERCHANDISE, BUT DOES NOT AND DOES NOT INTEND TO PROVIDE SUCH PROFESSIONAL SERVICES OR MERCHANDISE ITSELF OR ACT IN ANY WAY AS A RETAILER OR MANUFACTURER, OR AS A ROADSIDE PROFESSIONAL, AUTOMOBILE TOWING PROFESSIONAL, AUTO LOCKSMITH OR OTHER AUTO ROADSIDE REPAIR OR AUTO-RELATED SERVICE PROVIDER, UNLESS CLEARLY STATED AND EXCEPT AS EXPRESSLY SET FORTH HEREIN DISCLAIMS ANY RESPONSIBILITY OR LIABILITY FOR ANY PROFESSIONAL SERVICES AND\/OR MERCHANDISE PROVIDED TO THE REQUESTER, INCLUDING, BUT NOT LIMITED TO, A WARRANTY OR CONDITION OF GOOD AND WORKMANLIKE SERVICES, WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR COMPLIANCE WITH ANY LAW, REGULATION, OR CODE. ROTO IS NOT AFFILIATED WITH, ENDORSED OR SPONSORED BY ANY THIRD-PARTY MERCHANDISE PROVIDER OR RETAILER.<\/li>\n<li><u>Screening and Licensing.<\/u>FOR PROFESSIONALS THAT REGISTER TO USE THE ROTO PLATFORM IN THEIR INDIVIDUAL CAPACITY, ROTO CHECKS THE BACKGROUNDS OF PROFESSIONALS VIA THIRD PARTY BACKGROUND CHECK SERVICES. FOR PROFESSIONALS THAT ARE ENTITIES THE BACKGROUND CHECK IS LIMITED TO THE OWNER\/PRINCIPAL OF THE COMPANY, AND ROTO REQUIRES EACH COMPANY REGISTERED ON ROTO PLATFORM TO BE LINCENSED AND INSURED AND LIST ROTO TECHNOLOGY LLC TO THEIR INSURANCE POLICY. ROTO ENSURES ALL DOCUMENTS ARE SUBMITED PRIOR TO THE PROFESSIONAL CLAIMING AND PERFORMING THEIR FIRST JOB THROUGH THE ROTO PLATFORM. Each Requester should exercise caution and common sense to protect its personal safety and property, just as you would when interacting with any person whom you do not know. Certain states may require state-level licensing for projects above specified dollar amounts. We recommend you confirm these licensing requirements with the business and the applicable state and local licensing authorities. In some states, licensing may be required by the county or local authority in which the work is being performed. We recommend you confirm these licensing requirements before proceeding with your project. We always recommend that you ask the Professional to provide you with a copy of their license. ROTO PERFORMS SCREENING SOLELY AT THE TIME THE PROFESSIONAL APPLIES TO REGISTER ON THE ROTO PLATFORM AND\/OR AFTER A PROFESSIONAL COMPLETES THEIR FIRST JOB THROUGH THE ROTO PLATFORM. ROTO CANNOT AND DOES NOT WARRANT OR REPRESENT THAT A PROFESSIONAL&#8217;S PROFILE AND BACKGROUND CHECK SCREENING INFORMATION IS UP TO DATE. ROTO IS UNDER NO OBLIGATION TO UPDATE A PROFESSIONAL&#8217;S BACKGROUND CHECK OR PROFILE. IT IS THE RESPONSILITY OF ROTO PROFESSIONALS TO RESUBMIT ALL DOCUMENTS. BY USING THE ROTO PLATFORM AND EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE REQUESTER AGREES TO HOLD ROTO FREE FROM THE RESPONSIBILITY FOR ANY LIABILITY OR DAMAGE THAT MIGHT ARISE OUT OF THE PROFESSIONAL SERVICES. ROTO IS NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER INCLUDING PROFESSIONALS, AND WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH ANY PROFESSIONAL SERVICES.<\/li>\n<li>ROTO PROFESSIONAL<\/li>\n<li>Roadside Professionals wanting to list their business and services on the ROTO platform are subject to the following requirements, prior to listing on ROTO:<\/li>\n<li>ROTO Professionals must be a registered Company or Sole proprietor with a SSN, TAXPAYER IDENTIFICATION. NUMBER (TIN) or EMPLOYER. IDENTIFICATION NUMBER (EIN).<\/li>\n<li>ROTO Professionals must have a physical address or PO Box registered in the United States<\/li>\n<li>ROTO Professionals must have Company Insurance, Liability Insurance, sole proprietor insurance and\/or Business Insurance<\/li>\n<li>Comprehensive Commercial General and Automobile Liability Insurance, including contractual liability insurance specifically insuring ISP against liabilities assumed under section 8 (Indemnity) with Minimum limits of $500,000 for Light service\/Lockout, Tow Service up to 600 calls annually $500,000 and Tow Service over 600 call annually $1,000,000. For light service and Tow Contractors $100,000 and Locksmith-only contractors $25,000 per occurrence. A minimum combined single limit for bodily injury and. Property damage of $250,000.<\/li>\n<li>Garage Keepers\u2019 Legal Liability or garage keepers Liability or Garage. Keepers. Liability Insurance (Including but not limited to \u2018on-hook\u2019 liability insurance) with a minimum limit of $500,000 for Light service\/Lockout, Tow Service up to 600 calls annually $500,000 and Tow Service over 600 call annually $1,000,000. For light service and Tow Contractors $100,000 and Locksmith-only contractors $25,000 per occurrence.<\/li>\n<\/ol>\n<p>&nbsp;<\/p>\n<ol>\n<li>ROTO Professionals must have a Smart Phone, Mobile Phone Number and able to use the ROTO App platform to accept request(s)<\/li>\n<\/ol>\n<p>&nbsp;<\/p>\n<ol>\n<li>ROTO PROFESSIONALS MUST LIST ROTO TECHNOLOGY LLC as CERTIFICATE HOLDER ON THE CERTIFICATE of INSURANCE. THE CERTIFICATE SHOULD LIST ROTO AS:<\/li>\n<\/ol>\n<p>ROTO Technology LLC<\/p>\n<p>PO Box 9488<\/p>\n<p>Wilmington, DE 19809<\/p>\n<p>&nbsp;<\/p>\n<ol start=\"2\">\n<li><strong><u>Personal Information; User Accounts.<\/u><\/strong><\/li>\n<li><u>Collection of your Personal Information.<\/u>Some of the materials available on the ROTO Platform may require prior registration to access. If you decide to access such materials you will be required to register. We may refuse to grant you, and you may not use, a username, email address or screen name that is already being used by someone else; that may be construed as impersonating another person; that belongs to another person; that violates the intellectual property or other rights of any person; that is offensive; or that we reject for any other reason in our sole discretion. When you complete a registration with us, you will be required to provide certain personal information. You agree that such information will be true, accurate and complete, and that you will update this information promptly when it changes. If you provide any information that is untrue or inaccurate, not current, or incomplete, or if we suspect that your information is untrue or inaccurate, not current, or incomplete, we may, in our sole discretion, suspend or terminate your right to access any material for which registration is required. Any personally identifiable information supplied hereunder will be subject to the terms of the Privacy Policy.<\/li>\n<li><u>Account, Password and Security.<\/u>You are the sole authorized user of your account. You are responsible for maintaining the confidentiality of any username, password and account provided by you or us for accessing the ROTO Platform. You are solely and fully responsible for all activities that occur under your password or account, except that ROTO may, in certain circumstances, access your account to make changes that you request, such as rescheduling a Service appointment. ROTO has no control over the use of any User&#8217;s account by the User or third parties and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorized party may be using your password or account or you suspect any other breach of security, you must contact us immediately at <u>support@go-roto.com<\/u>. Nothing in this section shall affect ROTO&#8217;s rights to limit or terminate the use of the ROTO Platform, as provided below in section 4(b).<\/li>\n<li><u>Proof of Identity.<\/u>You will provide us with such proof of identity as we may reasonably request from time to time.<\/li>\n<li><u>Text Messages and Phone Calls.<\/u><\/li>\n<\/ol>\n<p>(i) General: By using the ROTO platform, you expressly consent and agree to accept and receive communications from us, including via fax, text (SMS) messages, calls, push notifications and other reasonable means at any of your contact numbers or addresses, even if you are listed on any federal, state, provincial or other applicable &#8220;Do Not Call&#8221; list, in order that we may provide the services set forth on the ROTO Platform, to service your account, to reasonably address matters pertaining to your account, including but not limited to notifying you of, or confirming, appointments that you have scheduled, or for other purposes reasonably related to your service request and our business, including marketing related communications. By consenting to being contacted by ROTO, you understand and agree that you may receive communications, including marketing communications generated by automatic telephone dialing systems and\/or which will deliver prerecorded messages, sent by or on behalf of ROTO, its affiliates, subsidiaries, parents and\/or Users\/Professionals, including but not limited to: operational communications concerning your account or use of the ROTO Platform or Services, updates concerning new and existing features on the ROTO Platform, communications concerning promotions run by us, and news concerning ROTO and industry developments. For certain Professional Services, you also expressly authorize ROTO to send you an automated prerecorded call confirming your Professional Services request, along with calls from up to four Professionals that can help you with your request to the land-line or mobile phone number you provided, and you understand that either ROTO or the Professionals may use automated phone technology (including autodialed and prerecorded messages) to call you and that your consent is not required to purchase products or services. You agree that by using the ROTO Platform and requesting Professional Services, you are entering into a business relationship with ROTO and\/or Professionals and thus agree to be contacted by ROTO and\/or Professionals. You acknowledge that you are not required to consent to receive promotional messages or phone calls as a condition of using the ROTO Platform or the Services. If a contact number you have provided to us is no longer your number, you agree to notify us promptly that you can no longer be reached at that number. You represent that you have received, and are authorized to convey to us, the consent of any authorized users on your account to be contacted by us as described in this Section. You agree that all consents provided in this Section will survive cancellation of your account. You may opt-out of receiving promotional or marketing texts or calls from ROTO at any time.<\/p>\n<p>(ii) Recording: You acknowledge that ROTO or its third-party service providers may record customer service calls after notice to you and with your consent, in order to assist you when you contact our customer support services. You agree to ROTO&#8217;s use of a service provider to mask your telephone number when you call or exchange text (SMS) messages with a Professional or Requestor using a telephone number provided by ROTO. During this process, ROTO and its service provider will receive in real time and store call data, including the date and time of the call or text (SMS) message, the parties&#8217; phone numbers, and the content of the text (SMS) messages. You agree to the masking process described above and to ROTO&#8217;s use and disclosure of this call data for its legitimate business purposes.<\/p>\n<p>(iii) Provisions Specific to Text Messaging: i) Generally: You agree to receive recurring automated promotional and personalized marketing text (e.g., SMS and MMS) messages (e.g., cart reminders) from ROTO, including text messages that may be sent using an automatic telephone dialing system, to the mobile telephone number you provided when signing up or any other number that you designate. Consent to receive automated marketing text messages is not a condition of any purchase. Msg &amp; Data rates may apply. Message frequency will vary. ROTO reserves the right to alter the frequency of messages sent at any time, so as to increase or decrease the total number of sent messages. ROTO also reserves the right to change the short code or phone number from which messages are sent and we will notify you when we do so. Not all mobile devices or handsets may be supported and our messages may not be deliverable in all areas. ROTO, its service providers and the mobile carriers supported by the program are not liable for delayed or undelivered messages. We are able to deliver messages to the following mobile phone carriers: Major carriers: AT&amp;T, Verizon Wireless, Sprint, T-Mobile, MetroPCS, U.S. Cellular, Alltel, Boost Mobile, Nextel, and Virgin Mobile. Minor carriers: Alaska Communications Systems (ACS), Appalachian Wireless (EKN), Bluegrass Cellular, Cellular One of East Central IL (ECIT), Cellular One of Northeast Pennsylvania, Cincinnati Bell Wireless, Cricket, Coral Wireless (Mobi PCS), COX, Cross, Element Mobile (Flat Wireless), Epic Touch (Elkhart Telephone), GCI, Golden State, Hawkeye (Chat Mobility), Hawkeye (NW Missouri), Illinois Valley Cellular, Inland Cellular, iWireless (Iowa Wireless), Keystone Wireless (Immix Wireless\/PC Man), Mosaic (Consolidated or CTC Telecom), Nex-Tech Wireless, NTelos, Panhandle Communications, Pioneer, Plateau (Texas RSA 3 Ltd), Revolt, RINA, Symmetry (TMP Corporation), Thumb Cellular, Union Wireless, United Wireless, Viaero Wireless, and West Central (WCC or 5 Star Wireless). Text the keyword STOP, END, CANCEL, UNSUBSCRIBE or QUIT to our short code or in reply to a text message to cancel. After texting STOP, END, CANCEL, UNSUBSCRIBE or QUIT to our short code or in reply to a text message you will receive one additional message confirming that your request has been processed. You acknowledge that our text message platform may not recognize and respond to unsubscribe requests that do not include the STOP, END, CANCEL, UNSUBSCRIBE or QUIT keyword commands and agree that ROTO and its Service Providers will have no liability for failing to honor such requests. If you unsubscribe from one of our text message programs, you may continue to receive text messages from ROTO through any other programs you have joined until you separately unsubscribe from those programs. You acknowledge that by opting out of receiving text (SMS) messages from ROTO and the Service Professionals, your use of ROTO Services may be impacted. ROTO and its affiliates may view, store, access and disclose messages exchanged between you and consumers transmitted via ROTO&#8217;s messaging platform. Text the keyword HELP to our short code to return customer care contact information.<\/p>\n<p>(iv) False Information: TO KNOWINGLY INPUT FALSE INFORMATION, INCLUDING BUT NOT LIMITED TO NAME, PHONE NUMBER, ADDRESS OR E-MAIL ADDRESS IS A VERY SERIOUS AND FRAUDULENT MATTER THAT COULD RESULT IN SIGNIFICANT COSTS AND DAMAGES INCLUDING INVASION OF PRIVACY RIGHTS, TO ROTO AND THE PROFESSIONALS, AND TO CONSUMERS, AS WELL AS THE LOSS OF TIME, EFFORT AND EXPENSE RESPONDING TO AND PURSUING SUCH FALSE INFORMATION AND REQUEST, AND FURTHER, COULD RESULT IN REGULATORY FINES AND PENALTIES. ACCORDINGLY, IF YOU KNOWINGLY INPUT FALSE INFORMATION IN A SERVICE REQUEST, INCLUDING BUT NOT LIMITED TO SOME ONE ELSE&#8217;S NAME, E-MAIL ADDRESS, PHYSICAL ADDRESS OR PHONE NUMBER OR A RANDOM OR MADE UP NAME, ADDRESS, E-MAIL OR PHONE NUMBER YOU AGREE TO FULLY INDEMNIFY AND BE LIABLE TO ROTO AND EACH PROFESSIONAL WHO PROVIDES SUCH PROFESSIONAL SERVICES, FOR THE GREATER OF: (1) A MINIMUM AMOUNT OF $11,000 TO EACH OF ROTO AND EACH OF THE AFFECTED PROFESSIONALS AND FOR EACH OF THE ACTUAL PERSON(S) AFFECTED BY ANY OF THE IMPROPER, INCORRECT OR FRAUDULENT INFORMATION YOU ENTER (FOR EXAMPLE THE ACTUAL OWNER OF THE E-MAIL ADDRESS OR PHONE NUMBER, ETC.), PER IMPROPER SUBMISSION, PLUS ANY ATTORNEYS FEES COSTS AND EXPENSE RELATING THERETO, IF APPLICABLE, OR (2) THE ACTUAL DAMAGES, DIRECT, PUNITIVE AND CONSEQUENTIAL, AND ANY REGULATORY OR JUDICIAL FINES OR PENALTIES THAT MAY ARISE FROM SUCH INTENTIONAL, MISLEADING, HARMFUL AND FRAUDULENT ACTIVITY, PLUS REASONABLE LEGAL FEES, COST AND EXPENSES RELATING THERETO, WHICH EVER IS GREATER.<\/p>\n<ol>\n<li><u>Emails.<\/u>ROTO may send you confirmation and other transactional emails regarding the Professional Services. ROTO and its affiliates, subsidiaries, parents may also send you emails about other services that we think might interest you (&#8220;Promotional Emails&#8221;). You can unsubscribe from Promotional Emails at any time by clicking unsubscribe in our email communications or contacting us.<\/li>\n<\/ol>\n<p><strong>\u00a0<\/strong><\/p>\n<ol start=\"3\">\n<li><strong><u>Payments; Services, Charges; Refunds; Claims; Requestor Insurance; Dormant Account Service Charge.<\/u><\/strong><\/li>\n<li>Payments. Requesters are obligated to pay in advance for those Professional Services and\/or merchandise they obtain through the ROTO Platform\u00a0<strong>(&#8220;Payments&#8221;)<\/strong>. Prior to the scheduled Professional Service, we will charge the Requester&#8217;s credit or Debit card provided according to the amount the Requester has agreed to on the ROTO Platform with respect to those Professional Services and\/or Merchandise, the Requester has ordered, and for all purchases and payments for reimbursement costs, fees, expenses or applicable taxes associated with a Professional Service as well as the Trust and Support Fee (as defined in 3(f) below), and the Requester hereby authorizes us to charge the credit card on file in the Requester&#8217;s ROTO Platform account for such amounts. We will use third party services to process credit card information, Stripe (https:\/\/stripe.com). By accepting this Agreement, you are giving ROTO (or a third-party payment processor on ROTO&#8217;s behalf) permission to charge your on-file credit card, debit card, or other approved methods of payment for fees that you owe ROTO and the Roto Professional. All information that you provide in connection with a purchase or transaction or other monetary transaction interaction with the Professional Services must be accurate, complete, and current. You agree to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction or other monetary transaction interaction with ROTO at the prices in effect when such charges are incurred. We retain the right, in our sole discretion, to place a hold on the Requester&#8217;s credit card for an ordered or completed Professional Service transaction. Forty-eight (48) hours after a Professional Service is completed, if there is no complaint by the Requester, we will mark the Professional Service as closed All Payments by Requesters must be made through the ROTO Platform. Any Professional Services that are requested at the time of service outside of the ROTO Platform, any Payments paid, or any Professional Services scheduled or obtained outside of the ROTO Platform are not subject to our ROTO Terms and Conditions. The Refund Policy in Section 3(e), no refunds or credits will be provided once the Requester&#8217;s credit card has been charged, except that at our sole discretion, refunds or credits may be granted in extenuating circumstances, as a result of specific promotions, or to correct any errors we have made. <strong><em><u>A Requester has three (3) minutes and\/or the Service Professional is in route after requesting a service to cancel. the request for a full refund. Once the Service professional is in route the requester can cancel and receive 75% of their refund, once a service professional has arrived and before the service has begun, the requester can cancel and receive a 50% refund. Once the service has begun the requester can no longer cancel the service. However, at any point the Service Professional can cancel the service. If the request is canceled before the service has begun the requester will receive a FULL REFUND. It is the responsibility of the requestor to communicate fully their vehicles condition. Once the Service Professional arrives and is unable to complete a request at no fault of their own, rather the customer didn\u2019t fully disclose the condition of the vehicle the Service Professional has the right to cancel the service and the customer will be refunded 50% (Ex. Customer selects tire change, however once the Service Professional arrives and there\u2019s no spare tire and the customer doesn\u2019t want to change the request to a Tow Service \u2013 then the service professional reserves the right to cancel service).<\/u><\/em><\/strong> While we will use commercially reasonable efforts to ensure the security of all credit card and all other personal information, we expressly disclaim any liability for any damage that may result should any information be released to any third parties, and you agree to hold us harmless for any damages that may result therefrom. Requesters will be liable for all transaction taxes on the Professional Service(s) provided. If we determine that your actions or performance may result in returns, chargebacks, claims, disputes, violations of our terms or policies, or other risks to ROTO or third parties, then ROTO may withhold any payments to you for as long as we determine any related risks to ROTO or third parties persist. For any amounts that we determine you owe us, we may (i) offset any amounts that are payable by you to us (in reimbursement or otherwise) against any payments we may make to you or amounts we may owe you; (ii) invoice you for amounts due to us, in which case you will pay the invoiced amounts upon receipt; (iii) reverse any credits to your bank account; or (iv) collect payment or reimbursement from you by any other lawful means. If we determine that your account has been used to engage in deceptive, fraudulent, or illegal activity, or to repeatedly violate this Agreement, then we may in our sole discretion permanently withhold any payments to you.<\/li>\n<li><u>Price.<\/u>The price for a Professional Service (<strong>&#8220;Price&#8221;<\/strong>) depends on factors, such as location and how frequently a Recurrent Service is ordered, Price set by Professionals and\/or current industry average and payment terms may increase. Therefore, the same Professional Service may cost more in a different location or if the Professional Service is ordered less frequently. However, you will be notified prior to any such payment increase with sufficient notice to cancel orders.<\/li>\n<li>Requestor\/Customer Insurance<\/li>\n<li><strong><em><u>If you carry insurance that would cover you in the event of a claim, such as Auto insurance, Vehicle insurance, automobile insurance or an umbrella policy (&#8220;Personal Insurance&#8221;), You agree that your Personal Insurance is primary and the ROTO assumes no liability or responsibility for damages made to your vehicle(s) and\/or automobile. <\/u><\/em><\/strong><\/li>\n<li>It is assumed that a Requester will be covered under their Personal Insurance Coverage for all Professional services, subject to the exclusions in subsection (v) below, provided:<\/li>\n<\/ol>\n<ul>\n<li>The Requester has not violated this Agreement;<\/li>\n<li>The Requester has reported the claim within Forty-eight (48) hours of the Professional&#8217;s completion of the Professional Service;<\/li>\n<li>The Requester&#8217;s ROTO account is in good standing<\/li>\n<li>The Requester has identified fragile and other breakable items and communicated the location and identity of those items to the Professional prior to the start of the Professional Service; and<\/li>\n<li>The Requestor has accounted for and secured all valuables prior to the start of a Professional Service.<\/li>\n<\/ul>\n<p>iii.\u00a0 <strong><em><u>In the Event a Requestor has a claim to submit, the Requestor will present claim to the Service Professional that completed the Service Request and the Service Professionals Insurance Company.<\/u><\/em><\/strong> ROTO is in no way responsible for any personal or property damages that occur before, during, or after a service a request has started, during the service request or after the Request has ended. The services Offered by Roto Professionals are:<\/p>\n<ol>\n<li>Lockout<\/li>\n<li>Tow<\/li>\n<li>Battery<\/li>\n<li>Gasoline<\/li>\n<li>Tire change<\/li>\n<li>How do I submit a Claim? First report of a claim must be made within Forty-eight (48) hours from the Professional&#8217;s completion of the Professional Service to ROTO at <a href=\"mailto:support@go-roto.com\">support@go-roto.com<\/a> . After the first report, you will be asked to complete the full claim form within 7 days of receipt. If you do not complete the claim form in its entirety within 7 days of receipt, your claim will no longer be eligible. <strong>PLEASE FOLLOW ALL GUIDELINES PROVIDED BY YOUR AUTO INSURANCE PROVIDER AND\/OR THE SERVICE PROFESSIONALS COMPANY INSURANCE PROVIDER.<\/strong> We urge you to read through these terms and conditions prior to submitting a claim. All claims will be reviewed on a case-by-case basis. During ROTO&#8217;s claims assessment process, you may be required to provide written detailed: (1) proof of ownership of damaged\/missing item; (2) proof of value of damaged\/missing item; and (3) proof of damage or loss. If such information is requested, you will have 30 days from the date of the request to send ROTO the requested information. If you fail to provide the requested information within the 30-day time period your claim will be considered closed and no longer eligible. For consideration. You also agree to: (A) protect and preserve any damaged property that is the basis of a claim from further damage; (B) assist and allow ROTO or its insurers access to inspect and make copies, photographs and recordings of anything relating to the claim; (C) accept repairs and\/or remediation by a Professional; (D) accept a replacement only if repairs are proven not to be an option; (E) submit requested materials by the dates outlined by the ROTO resolutions team; and (F) accept a replacement item subject to the standard depreciation of that item (G) Submit all required documents to the Service Professionals Insurance Provider (H) Submit all Documents to your personal Auto Insurance Provider. <strong>ROTO IS ONLY INVOLVED IN RECEVING DOCUMENTS TO TRACK THE PROGRESS OF CLAIMS, THE REQUESTOR\/CUSTOMER IS FULLY AWARE THAT ALL CLAIMS WILL BE BETWEEN THE CUSTOMER\/REQUESTER AND SERVICE PROFESSIONAL. <\/strong><\/li>\n<\/ol>\n<p>&nbsp;<\/p>\n<ol>\n<li><u>ROTO Merchandise and Professional Services Refund Policy.<\/u><\/li>\n<li>If you decide that you do no longer require Professional Services before the service professional has notified you\/requester that they are \u201cIn Route\u201d, you should contact ROTO for a potential refund. Within <strong>3 MINUTES OF THE SERVICE PROFESSIONAL ACCEPTING YOUR REQUEST\/SERVICE and\/or THE SERVICE PROFESSIONAL IS IN ROUTE<\/strong> for a potential refund; provided, however, that ROTO shall not refund the cost of the Professional Services at THE FULL AMOUNT if the service provider has arrived and\/or begun the Service. If the request is canceled within 3 minutes, then the customer <strong>will be refunded 100% of the cost of the service.<\/strong><\/li>\n<li>if the Service Provider is in route and\/or 5 minutes has passed since the time the professional notified the requester that they were \u201cIn Route\u201d then the Requester will be refunded 5% of the service request.<\/li>\n<\/ol>\n<p>iii. If the requestor cancels the request and the service Provider has arrived and\/or started the service request then the requestor WILL NOT BE REFUNDED.<\/p>\n<ol>\n<li>ALL REFUNDS ARE SUBJECT TO PLATFORM FEE DEDUCTIONS; REFUNDS APPLIES TO COST OF THE ROADSIDE SERVICE.<\/li>\n<li><u>ROTO Trust and Support Fee<\/u>ROTO may assess an additional\u00a0<strong>&#8220;Trust and Support Fee&#8221;<\/strong>\u00a0to support the ROTO Platform, including costs related to background checks, insurance, customer support, and related services provided to you by the ROTO Platform. The Trust and Support Fee will be applied to each appointment of a Professional Service requested through the ROTO Platform (e.g., if you requested a Recurring Service, a Trust and Support Fee may be assessed on each Recurrent Service appointment). The amount of the Trust and Support Fee may vary but shall be retained by ROTO in its entirety.<\/li>\n<li>For the Professionals that provide Professional Services that are requested through ROTO, we make no guarantees, warranties or representations regarding the skills or undertakings of such Professional or the quality of the job that he or she may perform for the requestor.\u00a0<strong>We do not endorse or recommend the services of any particular Professional.<\/strong> We do not guarantee or warrant any Professional&#8217;s performance on the job or the outcome or quality of the services performed. The Professionals are not employees or agents of ROTO, nor is ROTO an agent of the Professionals.<\/li>\n<li>We may inform you of certain offers or discounts provided by a Professional that provides the Professional Services that are requested ROTO. Such offers or discounts are made solely by the Professional, and we do not guarantee or warrant the pricing or discounts that a Professional may offer you.<\/li>\n<\/ol>\n<p>iii.\u00a0<u>Dormant Account Service Charge.<\/u>\u00a0An account is considered dormant\/inactive if it has had no activity for a period of six (6) months. Activity would include applying any portion of a credit balance to payment for Professional Services. All dormant accounts will need to be reactivated, please email <a href=\"mailto:support@go-roto.com\">support@go-roto.com<\/a> for all inactive\/dormant account questions.<\/p>\n<p>&nbsp;<\/p>\n<ol start=\"4\">\n<li><strong><u>Term and Termination; Cancellation of Professional Services; Cancellation Fees<\/u><\/strong><\/li>\n<li><u>Term.<\/u>This Agreement shall continue in full force and effect until such time as it is terminated by you or by us (Roto).<\/li>\n<li><u>Termination by ROTO.<\/u>We may terminate this Agreement or terminate or suspend your right to use the ROTO Platform at any time for any or no reason (including, without limitation, in the event that we believe that you have breached this Agreement or any policy posted on the ROTO Platform, or if we otherwise find that you have engaged in inappropriate and\/or offensive behavior (collectively,\u00a0<strong>&#8220;Prohibited Conduct&#8221;<\/strong>) by providing you with written or email notice of such termination to the physical or email address you have provided us, and termination will be effective immediately upon such notice. Except in the event that we terminate or suspend your right to use the ROTO Platform due to any Prohibited Conduct, we will refund in full any payments for Professional Services that have not been performed or completed. If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress. When terminating your account, ROTO may delete the account and all the information in it. You have no ownership rights to your account.<\/li>\n<li><u>Termination by You.<\/u>You may terminate this Agreement by completely and permanently ceasing to use the ROTO Platform (provided that there are no outstanding Professional Services ordered under your password or account) and by closing any account you have opened on the ROTO Platform. If you attempt to terminate this Agreement while there are still outstanding Professional Services ordered under your password or account, this Agreement shall not terminate until such Professional Services have been performed or otherwise canceled as permitted by ROTO.<\/li>\n<li><u>Cancellation Fees<\/u>: The cancellation and rescheduling of any Professional Service after you\u2019ve selected a service, confirmed payment and the ROTO Professional is in route is subject to the cancellation policy, including the payment of any cancellation fees, as further described in Section 4(e) above.<\/li>\n<\/ol>\n<p>(i)\u00a0<em>Declination of Payment<\/em>: If an eligible payment method ROTO has on file for you is declined for payment, you must provide us with a new eligible payment method promptly or your ROTO service request will be canceled. If you provide us with a new eligible payment method and are successfully charged a Service Professional will then receive your request for fulfillment.<\/p>\n<p>(ii)\u00a0<em>ROTO Refunds<\/em>: The ROTO fees are nonrefundable except as only permitted pursuant to this subsection (vi). Subject to the following sentence, if you cancel your purchase of ROTO Service Request within <strong>3 Minutes<\/strong> of (1) the professional notifying you they\u2019re \u201cin route\u201d (2) The Professional Cancels your service <strong>AT ANY POINT<\/strong>. Notwithstanding the preceding sentence, you are not eligible for any refund of the ROTO fee (a) if the Professional has begun or service and \/or the. Service has been recorded (Pictures, videos) as being completed from both the Requestor and professional.<\/p>\n<ol>\n<li><u>Policy for Service Cancellation by Professional.<\/u>When a Professional cancels a scheduled Professional Service appointment, the ROTO Platform generally notifies the Requester and attempts to fulfill the Requester&#8217;s Professional Service request with another Professional.<\/li>\n<\/ol>\n<p><strong>\u00a0<\/strong><\/p>\n<ol start=\"5\">\n<li><strong> Links to and Plug-Ins from Other Websites or Media.<\/strong>Links (such as hyperlinks) from the ROTO Platform to and plug-ins from sites or applications owned, operated or controlled by third parties (collectively,\u00a0<strong>&#8220;Third Party Sites&#8221;<\/strong>) do not constitute the endorsement by ROTO of the Third-Party Sites or their content. Such links and plug-ins are provided as an information service, for reference and convenience only. ROTO does not control any Third-Party Sites, and is not responsible for their content. It is your responsibility to evaluate the content and usefulness of the information obtained from Third Party Sites. The use of any Third-Party Site is governed by the terms and conditions of use and privacy policy of that Third Party Site. YOU ACCESS THIRD PARTY SITES AT YOUR OWN RISK. ROTO EXPRESSLY DISCLAIMS ANY LIABILITY ARISING IN CONNECTION WITH YOUR USE AND\/OR VIEWING OF ANY THIRD-PARTY SITES, AND YOU HEREBY AGREE TO HOLD ROTO HARMLESS FROM ANY LIABILITY THAT MAY RESULT FROM THIRD PARTY SITES.<\/li>\n<li>Vehicle Identification Number: VIN information is populated using a plug-in from the United States Department of Transportation: <a href=\"https:\/\/vpic.nhtsa.dot.gov\/api\/Home\">https:\/\/vpic.nhtsa.dot.gov\/api\/Home<\/a><\/li>\n<li>Payment: Payment plugin, for paying for service and payouts for Service Professionals is handled by Stripe: <a href=\"http:\/\/www.stripe.com\">www.stripe.com<\/a><\/li>\n<li>Geo Location and Map integration: Geo Location and map integration is by Google Maps for Developers: <a href=\"https:\/\/developers.google.com\/maps\">https:\/\/developers.google.com\/maps<\/a><\/li>\n<li>One Time Password: OTP Plugin to confirm mobile phone number is handled by Twilio: <a href=\"https:\/\/www.twilio.com\/en-us\">https:\/\/www.twilio.com\/en-us<\/a><\/li>\n<li>In app communication, Messaging and Help desk: messaging between requester and Service Professional, messaging with the help desk\/customer support are built in using<\/li>\n<li>Flutter: <a href=\"https:\/\/firebase.flutter.dev\/docs\/in-app-messaging\/overview\/\">https:\/\/firebase.flutter.dev\/docs\/in-app-messaging\/overview\/<\/a><\/li>\n<\/ol>\n<p>&nbsp;<\/p>\n<ol start=\"6\">\n<li><strong><u>Submission Areas.<\/u><\/strong>The ROTO Platform may contain blogs, message boards, applications, opportunities to provide reviews, job postings, chat areas, news groups, forums, communities and\/or other message or communication facilities that allow Users to communicate with other Users and with ROTO (collectively, &#8220;Submission Areas&#8221;). Some areas in the Submission Areas within the ROTO Platform will be public and ROTO will not be responsible for any information or materials posted in such public areas. ROTO may, in its discretion, publicly post submissions you submit to a non-public area of the ROTO Platform. You may only use Submission Areas to send and receive messages and material that are relevant and proper to the applicable forum and that comply with this Agreement. &#8220;Your Information&#8221; is defined as any information and materials you provide to us or other Users in connection with your registration for and use of the ROTO Platform, including without limitation, information and materials that are posted or transmitted for use in Submission Areas. You are solely responsible for Your Information, and we are merely a passive conduit for your online distribution and publication of Your Information. You hereby represent and warrant that Your Information: (a) will comply at all times with this Agreement, including but not limited to Section 7 (Rules for Use of the ROTO Platform) below, and with Section 2 (Personal Information; User Accounts) above; and (b) will not create liability for us or cause us to lose (in whole or in part) the services of our Internet Service Providers (ISPs), customers, or other partners or suppliers. You hereby grant us a non-exclusive, transferable, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to use, host, store, reproduce, modify, create derivative works, communicate, publish, publicly perform, publicly display and distribute all of Your Information that is posted to Submission Areas from or through your account on the ROTO Platform, including but not limited to all images, videos, musical works and text included in such postings and to such other persons and\/or entities as ROTO may designate. The rights you grant in this license are for the limited purpose of operating, advertising, marketing, promoting, and improving the ROTO Platform. We reserve the right to remove postings from Submission Areas in our sole discretion.<\/li>\n<\/ol>\n<p>&nbsp;<\/p>\n<ol start=\"7\">\n<li><strong><u>Rules for Use of the ROTO Platform.<\/u><\/strong>During the term of this Agreement, Requesters may use the ROTO Platform for your personal use only (or for the use of a person, including a company or other organization that you validly represent). Requesters may use the ROTO Platform to request Professional Services solely with respect to a location where the Requester is legally authorized to have Professional Services performed. Requesters may not use the ROTO Platform for any other purposes or in connection with any commercial endeavors whatsoever without our express prior written consent. Requesters agree to treat Professionals courteously and lawfully, to provide a safe and appropriate working environment for them that is in compliance with all applicable laws and regulations, and to provide reasonable co-operation to Professionals to enable them to supply Professional Services. Requesters agree to comply with our complaint and other policies designated on the Site. Requesters acknowledge that their selected Professional may be unavailable from time to time. You shall NOT use the ROTO Platform (including but not limited to any Submission Areas) to do any of the following:<\/li>\n<li>Upload files that contain viruses, Trojan horses, corrupted files, or any other similar software that may damage the operation of another&#8217;s computer.<\/li>\n<li>Upload files that contain software or other material that violates the intellectual property rights or rights of privacy or publicity of any third party.<\/li>\n<li>Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as, but not limited to, rights of privacy and publicity) of others, including but not limited to our staff and other Users.<\/li>\n<li>Post a review or rating unless such review or rating contains your independent, honest, genuine opinion.<\/li>\n<li>Use the ROTO Platform or any Professional Service for any purpose or in any manner that is in violation of local, state, national, or international law.<\/li>\n<li>Publish, post, upload, distribute or disseminate any profane, defamatory, false, misleading, fraudulent, threatening or unlawful topics, names, materials or information, or any materials, information or content that involve the sale of counterfeit or stolen items.<\/li>\n<li>Intentionally Omitted.<\/li>\n<li>Use the ROTO Platform to collect usernames and\/or email addresses of members by electronic or other means without our express prior written consent.<\/li>\n<li>Conduct or forward surveys, contests, pyramid schemes, or chain letters.<\/li>\n<li>Impersonate another person or allow any other person or entity to use your identification to post or view comments or otherwise use your account.<\/li>\n<li>Post the same note repeatedly (referred to as &#8216;spamming&#8217;). Spamming is strictly prohibited.<\/li>\n<li>Download any file posted by another User that you know, or reasonably should know, cannot be legally distributed through the ROTO Platform, or post or upload any content to which you have not obtained any necessary rights or permissions to use accordingly.<\/li>\n<li>Restrict or inhibit any other User from using and enjoying the ROTO Platform.<\/li>\n<li>Imply or state that any statements you make are endorsed by us, without our prior written consent.<\/li>\n<li>Reverse engineer, disassemble, decompile, translate, modify, adapt, license, sublicense, alter, copy, distribute, hack or interfere with the ROTO Platform, its servers or any connected networks, use a robot, spider, manual and\/or automatic processes or devices to data-mine, data-crawl, scrape or index the ROTO Platform in any manner, or attempt to do any of the foregoing.<\/li>\n<li>Remove or alter, visually or otherwise, any copyrights, trademarks or proprietary marks and rights owned by us.<\/li>\n<li>Upload content that is offensive and\/or harmful, including, but not limited to, content that advocates, endorses, condones or promotes racism, bigotry, hatred or physical harm of any kind against any individual or group of individuals.<\/li>\n<li>Upload content that provides materials or access to materials that are obscene, adult or sexual or that exploit anyone, and in particular people under the age of 18, in an abusive, violent or sexual manner.<\/li>\n<li>Register to use the ROTO Platform under different usernames or identities, after your account has been suspended or terminated.<\/li>\n<li>Mirror or archive any part of the ROTO Platform or any content or material contained on the ROTO Platform without ROTO&#8217;s written permission.<\/li>\n<li>Forge any TCP\/IP packet header or any part of the header information in any e-mail or newsgroup posting or providing false or misleading representations in the sender information, subject line, locator, or content of any electronic message.<\/li>\n<li>Alter transmission data without ROTO&#8217;s consent<\/li>\n<li>Purchase Merchandise for the purposes of reselling it.<\/li>\n<\/ol>\n<p><strong>\u00a0<\/strong><\/p>\n<ol start=\"8\">\n<li><strong><u>No Employment.<\/u><\/strong>ROTO provides a software platform which allows you to obtain certain Auto Roadside Assistance services to be completed by independent contractor Professionals, who create a direct contract with you by accepting your request for Professional Services subject to further negotiation of terms between you and the Service Professional. ROTO is not the employer of any Professional and Professionals are not ROTO\u2019s agents for any purpose whatsoever. Any Roto employed staff will be clearly identified and as administration and support or a roadside professional. You acknowledge that we do not supervise, direct, or control a Professional&#8217;s work or Professional Services performed in any manner.<\/li>\n<\/ol>\n<p>&nbsp;<\/p>\n<ol start=\"9\">\n<li><strong><u>Intellectual Property Rights.<\/u><\/strong>The ROTO Platform, and the information, data, content and materials, which it contains (<strong>&#8220;ROTO Materials&#8221;<\/strong>), are the property of ROTO and\/or its affiliates, subsidiaries, parents and licensors, excluding User-generated content, which ROTO has a right to use as described below. The ROTO Materials are protected from unauthorized copying and dissemination by United States copyright law, trademark law, international conventions, and other intellectual property laws. ROTO and\/or its affiliates, subsidiaries, parents and licensors are and shall continue to be the sole and exclusive owner of all right, title and interest in and to all intellectual property rights associated with the ROTO Materials. Any use of ROTO Materials, other than as expressly permitted herein, is prohibited without the prior permission of ROTO and\/or the relevant right holder. The service marks and trademarks of ROTO, including without limitation <u>Go-Roto.com<\/u> and the ROTO logo are service marks owned by ROTO. Any other trademarks, service marks, logos and\/or trade names appearing on the ROTO Platform are the property of their respective owners. You may not copy or use any of the marks, logos or trade names appearing on the ROTO Platform without the express prior written consent of the owner.<\/li>\n<\/ol>\n<p><strong>\u00a0<\/strong><\/p>\n<ol start=\"10\">\n<li><strong><u>Copyright Complaints and Copyright Agent.<\/u><\/strong>ROTO respects the intellectual property of others, and expects Users to do the same. ROTO will respond to properly submitted notices of alleged copyright infringement that comply with applicable law. In the event that a person or entity has a good faith belief that any materials provided on or in connection with the ROTO Platform infringe upon that person&#8217;s or entity&#8217;s copyright or other intellectual property right (such person or entity, a\u00a0<strong>&#8220;Complainant&#8221;<\/strong>) and sends to ROTO a properly submitted copyright notice as indicated below, ROTO will investigate, and if it determines, in its discretion, that the material is infringing, ROTO will remove the content and may terminate the access of the User who posted such content to the ROTO Platform in the case of repeat infringers. All notices claiming an infringement of copyright rights must contain the following:<\/li>\n<\/ol>\n<p>(i) Identification of the intellectual property right that is allegedly infringed. All relevant registration numbers, or a statement concerning the Complainant&#8217;s ownership of the work, should be included.<\/p>\n<p>(ii) A statement specifically identifying the location of the infringing material, with enough detail that ROTO may find it on the ROTO Platform. Please note: it is not sufficient to merely provide a top-level URL.<\/p>\n<p>(iii) The complete name, address, telephone number and email address of Complainant.<\/p>\n<p>(iv) A statement that Complainant has a good faith belief that the use of the allegedly infringing material is not authorized by the owner of the rights, or its agents, or by law.<\/p>\n<p>(v) A statement that the information contained in the notification is accurate, and under the penalty of perjury, Complainant is authorized to act on behalf of the owner of the copyright or other property rights that are allegedly infringed; (vi) A physical or electronic signature of a person authorized to act on behalf of the owner of the intellectual property rights that are allegedly being infringed.<\/p>\n<p>ROTO&#8217;s contact information for notice of alleged copyright infringement is:<\/p>\n<p>Email: legal@go-roto.com.com<\/p>\n<p>Or via Mail:<\/p>\n<p>Attn: ROTO, Legal<br \/>\nROTO Technology LLC. d\/b\/a ROTO<br \/>\nPO Box # 9488<br \/>\nWILMINGTON DE 19809<\/p>\n<p>&nbsp;<\/p>\n<ol start=\"11\">\n<li><strong><u>The App \/ Mobile Devices<\/u><\/strong><\/li>\n<li>The ROTO Platform may allow you to access our services, download our Apps, upload content to the ROTO Platform, and receive messages on your mobile device (collectively\u00a0<strong>&#8220;Mobile Features&#8221;<\/strong>). Your mobile device carrier may prohibit or restrict certain Mobile Features and certain Mobile Features may be incompatible with your mobile device carrier or mobile device. In addition, your mobile device carrier may charge you for standard messaging, data, and other fees to participate in Mobile Features. We have no responsibility or liability for any fees or charges you incur when using the Mobile Features. You should check with your mobile device carrier to find out whether any fees or charges will apply, what plans are available and how much they cost. You should also contact your mobile device carrier with any other questions regarding these issues.<\/li>\n<li>You acknowledge that your use of the Apps is subject to any terms set forth in the terms of service of the third party providing the mobile device on which the App operates (e.g., Apple iOS or Android).<\/li>\n<li>ROTO is not liable if you do not have a compatible mobile device or if you download the wrong version of an App for your mobile device. ROTO reserves the right to terminate the use of the Apps or any other aspect of the ROTO Platform should you be using the Apps or the ROTO Platform with an incompatible or unauthorized device.<\/li>\n<li><u>App Store Sourced Application.<\/u><\/li>\n<\/ol>\n<p>(i) With respect to Apps accessed through or downloaded from the Apple App Store (<strong>&#8220;App Store Sourced Application&#8221;<\/strong>), you will use the App Store Sourced Application only: (i) on an Apple-branded product that runs iOS (Apple&#8217;s proprietary operating system software); and (ii) as permitted by the &#8220;Usage Rules&#8221; set forth in the Apple App Store Terms of Service. ROTO reserves all rights in and to the Apps not expressly granted to you under this Agreement.<\/p>\n<p>(ii) You acknowledge and agree that (i) this Agreement is valid between you and ROTO only, and, that Apple is not a party to this Agreement other than as third-party beneficiary as contemplated below, and (ii) ROTO, not Apple, is solely responsible for the App Store Sourced Application and the ROTO Platform Content.<\/p>\n<p>(iii) You acknowledge that Apple has no obligation whatsoever to furnish any maintenance or support services to you with respect to the App Store Sourced Application.<\/p>\n<p>(iv) To the maximum extent permitted by applicable law, Apple will have no warranty obligation whatsoever with respect to the App Store Sourced Application.<\/p>\n<p>(v) Notwithstanding anything to the contrary herein, and subject to the terms in this Agreement, you acknowledge that, solely as between Apple and ROTO, ROTO and not Apple is responsible for addressing any claims you may have relating to the App Store Sourced Application, or your possession and\/or use thereof, including, but not limited, to: (i) product liability claims, (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.<\/p>\n<p>(vi) Further, you agree that if the App Store Sourced Application, or your possession and use of the App Store Sourced Application, infringes on a third party&#8217;s intellectual property rights, you will not hold Apple responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claims.<\/p>\n<p>(vii) You acknowledge and agree that Apple, and Apple&#8217;s subsidiaries, are third-party beneficiaries of this Agreement for App Store Sourced Applications, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement for App Store Sourced Applications against you as a third-party beneficiary thereof.<\/p>\n<p>(viii) Without limiting any provisions of this Agreement, you must comply with all applicable third-party terms of agreement when using the App Store Sourced Application.<\/p>\n<p><strong>\u00a0<\/strong><\/p>\n<ol start=\"12\">\n<li><strong><u>Modifications to the ROTO Platform.<\/u><\/strong>We reserve the right in our sole discretion to review, improve, modify or discontinue, temporarily or permanently, the ROTO Platform or any content or information on the ROTO Platform with or without notice. We will not be liable to any party for any modification or discontinuance of the ROTO Platform.<\/li>\n<\/ol>\n<p><strong>\u00a0<\/strong><\/p>\n<ol start=\"13\">\n<li><strong><u>Confidentiality.<\/u><\/strong>The term\u00a0<strong>&#8220;Confidential Information&#8221;<\/strong>\u00a0shall mean any and all of ROTO&#8217;s trade secrets, confidential and proprietary information, personal information and all other information and data of ROTO that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. The ROTO Platform contains secured components that are accessible only to those who have been granted a username and password by ROTO. Information contained within the secure components of the ROTO Platform is confidential and proprietary. You acknowledge that Confidential Information (as hereinafter defined) is a valuable, special and unique asset of ROTO and agree that you will not use Confidential Information other than as necessary for you to make use of the ROTO Platform as expressly permitted by this Agreement and only during the term of this Agreement. You will not disclose or transfer (or seek to induce others to disclose or transfer) any Confidential Information for any purpose. You shall promptly notify ROTO in writing of any circumstances, which may constitute unauthorized disclosure, transfer, or use of Confidential Information. You shall implement reasonable technical, physical and administrative safeguards to protect Confidential Information from loss or theft, as well as unauthorized access, disclosure, copying, transfer, modification or use. You shall return all originals and any copies of any and all materials containing Confidential Information to ROTO upon termination of this Agreement for any reason whatsoever.<\/li>\n<\/ol>\n<p><strong>\u00a0<\/strong><\/p>\n<ol start=\"14\">\n<li><strong><u>Disclaimer of Warranties; Limitation on Liability.<\/u><\/strong><\/li>\n<li><strong><u>USE OF THE ROTO PLATFORM IS ENTIRELY AT YOUR OWN RISK.<\/u><\/strong>TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE ROTO PLATFORM IS PROVIDED ON AN &#8220;AS IS&#8221; BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR OR GENERAL PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, NEITHER ROTO NOR ITS AFFILIATES, PARENTS, SUBSIDIARIES OR LICENSORS WARRANT THAT THE ROTO PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE; NOR DO THEY MAKE ANY WARRANTY AS TO ANY CONTENT AVAILABLE IN OR THROUGH THE ROTO PLATFORM; NOR DO THEY MAKE ANY WARRANTY AS TO ANY PROFESSIONAL&#8217;S REGISTRATION, PROFESSIONAL ACCREDITATION OR LICENSE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE ROTO PLATFORM, OR AS TO THE TIMELINESS, ACCURACY, RELIABILITY, QUALITY, SUITABILITY, SAFETY, COMPLETENESS OR CONTENT OF THE SERVICES, PROFESSIONAL SERVICES, ANY PRODUCTS, MERCHANDISE, CONTENT, INFORMATION OR MATERIALS PROVIDED THROUGH OR IN CONNECTION WITH THE USE OF THE ROTO PLATFORM OR THIS AGREEMENT. ACCESS TO THE ROTO PLATFORM IS PROVIDED FREE OF CHARGE AS A COURTESY. NEITHER ROTO NOR ITS AFFILIATES, PARENTS, SUBSIDIARIES OR LICENSORS ARE RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE ROTO PLATFORM. NEITHER ROTO NOR ITS AFFILIATES, PARENTS, SUBSIDIARIES OR LICENSORS WARRANT THAT THE ROTO PLATFORM IS FREE FROM VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS. ROTO AND ITS AFFILIATES, SUBSIDIARIES, PARENTS AND LICENSORS CANNOT AND DO NOT GUARANTEE THAT ANY INFORMATION, PERSONAL OR OTHERWISE, SUPPLIED BY YOU WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED OR USED BY OTHERS.<\/li>\n<li><strong><u>NO LIABILITY.<\/u><\/strong>YOU AGREE NOT TO HOLD ROTO, ITS AFFILIATES, ITS PARENTS, ITS SUBSIDIARIES, ITS LICENSORS, OR ANY OF SUCH PARTIES&#8217; AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS (COLLECTIVELY,\u00a0<strong>&#8220;MEMBERS&#8221;<\/strong>) LIABLE FOR ANY DAMAGES, EXPENSES, LOSSES, SUITS, CLAIMS, AND\/OR CONTROVERSIES (COLLECTIVELY,\u00a0<strong>&#8220;LIABILITIES&#8221;<\/strong>) THAT HAVE ARISEN OR MAY ARISE, WHETHER KNOWN OR UNKNOWN, RELATING TO YOUR USE OF OR INABILITY TO USE THE ROTO PLATFORM, INCLUDING WITHOUT LIMITATION ANY LIABILITIES ARISING IN CONNECTION WITH THE CONDUCT, ACT OR OMISSION OF ANY USER (INCLUDING WITHOUT LIMITATION STALKING, HARASSMENT, ACTS OF PHYSICAL VIOLENCE, AND LOSS OR DESTRUCTION OF PERSONAL PROPERTY), SERVICES, ANY DISPUTE WITH ANY USER, ANY INSTRUCTION, ADVICE, ACT, OR SERVICE PROVIDED BY ROTO OR MEMBERS, AND ANY DESTRUCTION OF YOUR INFORMATION. UNDER NO CIRCUMSTANCES WILL ROTO OR MEMBERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE ROTO PLATFORM OR ANY PROFESSIONAL SERVICES OR MERCHANDISE, EVEN IF SUCH PARTIES WERE OR SHOULD HAVE BEEN ADVISED OF THE POSSIBILITY OF THE SAME. EXCEPT AS EXPRESSLY PERMITTED UNDER THE TERMS AND CONDITIONS GUARANTEE, UNDER NO CIRCUMSTANCES WILL ROTO OR MEMBERS BE LIABLE FOR ANY DIRECT DAMAGES ARISING IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE ROTO PLATFORM OR ANY PROFESSIONAL SERVICES OR MERCHANDISE, EVEN IF SUCH PARTIES WERE OR SHOULD HAVE BEEN ADVISED OF THE POSSIBILITY OF THE SAME. EXCEPT AS EXPRESSLY PERMITTED UNDER ROTO TERMS AND CONDITION. ROTO AND MEMBERS DO NOT ACCEPT ANY LIABILITY WITH RESPECT TO THE QUALITY OR FITNESS OF ANY WORK PERFORMED IN CONNECTION WITH THE ROTO PLATFORM, THE PROFESSIONAL SERVICES, THE MERCHANDISE OR THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN TYPES OF DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IF, NOTWITHSTANDING THE FOREGOING EXCLUSIONS, IT IS DETERMINED THAT ROTO OR MEMBERS ARE LIABLE FOR DAMAGES, IN NO EVENT WILL THE AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EXCEED THE LESSER OF (1) TOTAL FEES PAID BY YOU TO ROTO DURING THE SIX (6) MONTHS PRIOR TO THE TIME SUCH CLAIM AROSE. OR (2) THE AMOUNT EXPRESSLY PERMITTED UNDER THE ROTO HAPPINESS GUARANTEE AS SET FORTH IN SECTION 3(d).<\/li>\n<li><strong><u>RELEASE.<\/u><\/strong>ROTO AND MEMBERS EXPRESSLY DISCLAIM ANY LIABILITY THAT MAY ARISE BETWEEN USERS OF THE ROTO PLATFORM. TO THE EXTENT THAT THE ROTO PLATFORM CONNECTS A USER TO A THIRD-PARTY PROVIDER FOR THE PURPOSES OF PROVIDING OR OBTAINING MERCHANDISE HEREUNDER, ROTO WILL NOT BE RESPONSIBLE FOR ASSESSING THE SUITABILITY, LEGALITY OR ABILITY OF ANY THIRD-PARTY PROVIDERS AND YOU EXPRESSLY WAIVE AND RELEASE ROTO FROM ANY AND ALL LIABILITY, CLAIMS OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO THE THIRD-PARTY SERVICE PROVIDER. IN THE EVENT THAT YOU HAVE A DISPUTE WITH ONE OR MORE USERS, YOU RELEASE ROTO AND MEMBERS FROM ANY AND ALL CLAIMS, DEMANDS, OR DAMAGES (ACTUAL, DIRECT OR CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTE. YOU EXPRESSLY WAIVE AND RELEASE ANY AND ALL RIGHTS AND BENEFITS UNDER SECTION 1542 OF THE CIVIL CODE OF THE STATE OF CALIFORNIA (OR ANY ANALOGOUS LAW OF ANY OTHER STATE), WHICH READS AS FOLLOWS: &#8220;A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM OR HER, MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.&#8221;<\/li>\n<li><strong><u>ADDITIONAL DISCLAIMER.<\/u><\/strong>YOU UNDERSTAND, THEREFORE, THAT BY USING THE ROTO PLATFORM, YOU MAY BE EXPOSED TO PROFESSIONAL SERVICES AND\/OR MERCHANDISE THAT ARE POTENTIALLY DANGEROUS, OFFENSIVE, HARMFUL TO MINORS, UNSAFE OR OTHERWISE OBJECTIONABLE, AND THAT YOU USE THE ROTO PLATFORM, AND SUCH PROFESSIONAL, AT YOUR OWN RISK.<\/li>\n<\/ol>\n<p>NOTHING IN THIS AGREEMENT OR THE ROTO PLATFORM CONSTITUTES, OR IS MEANT TO CONSTITUTE, ADVICE OF ANY KIND. IF YOU REQUIRE ADVICE IN RELATION TO ANY LEGAL, FINANCIAL OR MEDICAL MATTER YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL.<\/p>\n<p>BY USING THE ROTO PLATFORM, YOU AGREE THAT THE EXCLUSIONS AND LIMITATIONS OF LIABILITY SET OUT IN THIS AGREEMENT ARE REASONABLE. IF YOU DO NOT BELIEVE THEY ARE REASONABLE, YOU MUST NOT USE THE ROTO PLATFORM.<\/p>\n<p>YOU ACCEPT THAT, AS A CORPORATION, ROTO HAS AN INTEREST IN LIMITING THE PERSONAL LIABILITY OF ITS OFFICERS, DIRECTORS AND EMPLOYEES. YOU AGREE THAT YOU WILL NOT BRING ANY CLAIM PERSONALLY AGAINST ROTO&#8217;S OFFICERS, DIRECTORS OR EMPLOYEES IN CONNECTION WITH ANY DISPUTE, LOSS OR DAMAGE. WITHOUT PREJUDICE TO THE FOREGOING, YOU AGREE THAT THE LIMITATIONS OF WARRANTIES AND LIABILITY SET OUT IN THIS AGREEMENT WILL PROTECT THE ROTO&#8217;S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AFFILIATES, PARENTS, SUBSIDIARIES, SUCCESSORS, ASSIGNS AND SUB-CONTRACTORS AS WELL AS ROTO.<\/p>\n<p>EACH PARTY ACKNOWLEDGES THAT THE OTHER PARTY HAS ENTERED INTO THIS AGREEMENT RELYING ON THE LIMITATIONS OF LIABILITY STATED HEREIN AND THAT THOSE LIMITATIONS ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES.<\/p>\n<p><strong>\u00a0<\/strong><\/p>\n<ol start=\"15\">\n<li><strong> <u>Indemnification.<\/u><\/strong>You hereby agree to indemnify, defend, and hold harmless ROTO, its licensors, and each such party&#8217;s directors, officers, parents, subsidiaries, affiliates, members, employees, agents, attorneys, independent contractors and vendors from and against any and all claims, losses, expenses, liabilities, damages or demands (including attorneys&#8217; fees and costs incurred), in connection with or resulting from, directly or indirectly: (i) your use or misuse of or inability to use the ROTO Platform, any Merchandise and\/or any Professional Service, (ii) your violation of this Agreement, (iii) your violation of any applicable law or regulation; (iv) your violation of the rights of another (including but not limited to Professionals), and (v) Your Information and content that you submit or transmit through the ROTO Platform. ROTO reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any such claim or matter without the prior written consent of ROTO.<\/li>\n<\/ol>\n<p><strong>\u00a0<\/strong><\/p>\n<ol start=\"16\">\n<li><strong> <u>Mutual Arbitration Agreement.<\/u><\/strong><\/li>\n<li><u>Informal Negotiations.<\/u>To expedite resolution and reduce the cost of any dispute, controversy or claim, past, present, or future, between you and ROTO, including without limitation any dispute or claim related to or arising out of this Agreement (<strong>&#8220;Dispute&#8221;<\/strong>), you and ROTO may attempt to negotiate any Dispute informally (the\u00a0<strong>&#8220;Informal Negotiations&#8221;<\/strong>) before initiating any arbitration or court proceeding. Such Informal Negotiations will commence upon written notice. Your address for any notices under this section is your email address and\/or physical address that you have provided to ROTO. ROTO&#8217;s address for such notices is:\u00a0<a href=\"mailto:legal@handy.com\">legal@go-roto.com.com<\/a>\u00a0and\/or by mail to ROTO Technology LLC, Attn: Legal, PO. Box 9488, WILMINGTON, DE 19809.<\/li>\n<li><u>Arbitration.<\/u>If a Dispute is not resolved through Informal Negotiations, you and ROTO agree to resolve any and all Disputes (except those Disputes expressly excluded below) through final and binding arbitration (<strong>&#8220;Arbitration Agreement&#8221;<\/strong>). This Arbitration Agreement shall be governed by the Federal Arbitration Act and evidences a transaction involving commerce. The arbitration will be commenced and conducted before a single arbitrator under the Commercial Arbitration Rules (the\u00a0<strong>&#8220;AAA Rules&#8221;<\/strong>) of the American Arbitration Association (<strong>&#8220;AAA&#8221;<\/strong>) and, where appropriate, the AAA&#8217;s Supplementary Procedures for Consumer Related Disputes (<strong>&#8220;AAA Consumer Rules&#8221;<\/strong>), both of which are available at the AAA website (www.adr.org). Your arbitration fees and your share of arbitrator compensation will be governed by the AAA Rules (and, where appropriate, limited by the AAA Consumer Rules). If you are unable to pay such costs, ROTO will pay all arbitration fees and expenses. Each party will pay the fees for his\/her or its own attorneys, subject to any remedies to which that party may later be entitled under applicable law. The arbitrator will make a decision in writing. Additionally, the arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement. However, the preceding sentence shall not apply to the &#8220;Class Action Waiver&#8221; described in Section d below.<\/li>\n<li><u>Excluded Disputes.<\/u>You and ROTO agree that the following Disputes are excluded from this Arbitration Agreement: (1) any Dispute seeking to enforce or protect, or concerning the validity of, any of your or our intellectual property rights; (2) individual claims in small claims court; (3) any claim that an applicable federal statute expressly states cannot be arbitrated; and (4) any claim for temporary or preliminary injunctive relief on the ground that without such relief the arbitration provided in this Arbitration Agreement may be rendered ineffectual.<\/li>\n<\/ol>\n<p>wa<u>iver OF RIGHT TO BE A PLAINTIFF OR CLASS MEMBER IN A CLASS ACTION.<\/u><\/p>\n<p>You and ROTO agree to bring any Dispute in arbitration on an individual basis only, and not as a class or collective action. There will be no right or authority for any Dispute to be brought, heard or arbitrated as a class or collective action (<strong>&#8220;Class Action Waiver&#8221;<\/strong>). Regardless of anything else in this Arbitration Agreement and\/or the applicable AAA Rules or AAA Consumer Rules, the interpretation, applicability, enforceability or formation of the Class Action Waiver may only be determined by a court and not an arbitrator.<\/p>\n<ol>\n<li><u>Rules\/Standards Governing Arbitration Proceeding.<\/u>A party who wishes to arbitrate a Dispute covered by this Arbitration Agreement must initiate an arbitration proceeding no later than the expiration of the statute of limitations that applicable law prescribes for the claim asserted. The arbitrator shall apply the statute of limitations that would have applied if the Dispute had been brought in court. The arbitrator may award any remedy to which a party is entitled under applicable law, but remedies shall be limited to those that would be available to a party in their individual capacity, and no remedies that otherwise would be available to an individual under applicable law will be forfeited. The arbitrator is without authority to apply any different substantive law. The parties have the right to conduct adequate civil discovery and present witnesses and evidence as needed to present their cases and defenses, and any dispute in this regard shall be decided by the arbitrator. The location of the arbitration proceeding shall take place in the city or county where you reside, unless each party agrees otherwise. A court of competent jurisdiction shall have the authority to enter judgment upon the arbitrator&#8217;s decision\/award.<\/li>\n<li><u>Severability.<\/u>You and ROTO agree that if any portion of this section entitled &#8220;Mutual Arbitration Agreement&#8221; is found illegal or unenforceable, that portion will be severed and the remainder of this section 19 will be given full force and effect.<\/li>\n<\/ol>\n<p>&nbsp;<\/p>\n<ol start=\"17\">\n<li><strong> <u>Governing Law; Jurisdiction.<\/u><\/strong>Except for the Arbitration Agreement in Section 19, which is governed by the Federal Arbitration Act and except as may be prohibited by the law of the State in which you primarily reside, this Agreement is governed and interpreted pursuant to the laws of the State of Delaware, United States of America, notwithstanding any principles of conflicts of law. For all Disputes not subject to arbitration, you agree to submit to the personal and exclusive jurisdiction and venue of the courts located within the county of New Castle, Delaware.<\/li>\n<\/ol>\n<p>&nbsp;<\/p>\n<p><strong>18.<u>Assignment.<\/u><\/strong>\u00a0This Agreement may not be assigned or transferred by you without our prior written approval. We may assign or transfer this Agreement without your consent, including but not limited to assignments: (i) to a parent or subsidiary, (ii) to an acquirer of assets, or (iii) to any other successor or acquirer. Any assignment in violation of this section shall be null and void. This Agreement shall inure to the benefit of permitted successors and assigns.<\/p>\n<p>&nbsp;<\/p>\n<p><strong>19.<u>General Provisions.<\/u><\/strong>\u00a0All provisions that should by their nature survive the expiration or termination of this Agreement, including without limitation, Sections 8, 10 and 14-24, shall so survive. No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by this Agreement. A failure by us to enforce any provision(s) of this Agreement will not be construed as a waiver of any provision or right. This Agreement constitutes the entire agreement between you and ROTO with respect to its subject matter. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will be enforced to the fullest extent possible, and the remaining provisions will remain in full force and effect. You agree that, except as otherwise expressly provided in this Agreement, there shall be no third-party beneficiaries to this Agreement. You agree that regardless of any statute or law to the contrary, any Dispute, claim or cause of action arising out of or related to this Agreement must be filed within one (1) year after such Dispute, claim or cause of action arose or be forever barred. All notices provided by a party in connection with this Agreement will be deemed given as of the day they are received either by email, messenger, delivery service, or in the U.S. Mail, postage prepaid, certified or registered, return receipt requested, and addressed as follows: Your address for such notices is your email address and\/or physical address that you have provided to ROTO. ROTO&#8217;s address for such notices is:\u00a0<a href=\"mailto:legal@go-roto.com\">legal@go-roto.com<\/a>\u00a0and\/or by mail to ROTO Technologies, Inc., Attn: Legal, PO. Box 9488, WILMINGTON, DE 19809. The captions in this Agreement are solely for convenience and shall not affect the interpretation of this Agreement. This Agreement shall not be modified except in writing signed by both parties or by means of a new posting by ROTO, as described below. This Agreement shall be interpreted as if jointly drafted by the parties. ROTO shall have no liability to you for any failure or delay in performing its obligations in this Agreement where such failure or delay is caused by an event or circumstance beyond ROTO&#8217;s reasonable control including, without limitation, strikes, lock-outs and other industrial disputes, breakdown of systems or network access, failure of Professionals to perform, flood, fire, explosion, acts of terrorism or accident.<\/p>\n<p>&nbsp;<\/p>\n<p><strong>20.<u>Changes to this Agreement.<\/u><\/strong>\u00a0We reserve the right, at our sole and absolute discretion, to change, modify, add to, supplement or delete any of the terms and conditions of this Agreement at any time, effective with or without prior notice. If any future changes to this Agreement are unacceptable to you or cause you to no longer be in compliance with this Agreement, you must terminate, and immediately stop using, the ROTO Platform. Your continued use of the ROTO Platform following any revision to this Agreement constitutes your complete and irrevocable acceptance of any and all such changes.<\/p>\n<p>&nbsp;<\/p>\n<p><strong>21.<u>Severability<\/u><\/strong>\u00a0These Terms shall be deemed severable. In the event that any provision is determined to be unenforceable or invalid, such provision shall nonetheless be enforced to the fullest extent permitted by law, and such determination shall not affect the validity and enforceability of any other remaining provisions.<\/p>\n<p>&nbsp;<\/p>\n<p><strong>22.<u>Contact Information.<\/u><\/strong>\u00a0If you have any questions regarding this Agreement, please contact us at <a href=\"mailto:support@go-roto.com\">support@go-roto.com<\/a> or <a href=\"mailto:legal@go-roto.com\">legal@go-roto.com<\/a> or by mail the below address:<\/p>\n<p>ROTO Technology, LLC d\/b\/a ROTO<br \/>\nAttn.: Legal<br \/>\nPO Box 9488<br \/>\nWilmington, DE 19809<\/p>\n<p>I HEREBY ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THESE TERMS OF USE AND PRIVACY POLICY, AND AGREE THAT MY USE OF THE ROTO PLATFORM IS AN ACKNOWLEDGMENT OF MY AGREEMENT TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT.<\/p>\n<p>Last updated:\u00a0<strong>August 4, 2023<\/strong>[\/vc_column_text][\/vc_column][vc_column column_padding=&#8221;no-extra-padding&#8221; column_padding_tablet=&#8221;inherit&#8221; column_padding_phone=&#8221;inherit&#8221; column_padding_position=&#8221;all&#8221; column_element_spacing=&#8221;default&#8221; background_color_opacity=&#8221;1&#8243; background_hover_color_opacity=&#8221;1&#8243; column_shadow=&#8221;none&#8221; column_border_radius=&#8221;none&#8221; column_link_target=&#8221;_self&#8221; column_position=&#8221;default&#8221; gradient_direction=&#8221;left_to_right&#8221; overlay_strength=&#8221;0.3&#8243; width=&#8221;1\/6&#8243; tablet_width_inherit=&#8221;default&#8221; tablet_text_alignment=&#8221;default&#8221; phone_text_alignment=&#8221;default&#8221; animation_type=&#8221;default&#8221; bg_image_animation=&#8221;none&#8221; border_type=&#8221;simple&#8221; column_border_width=&#8221;none&#8221; column_border_style=&#8221;solid&#8221;][\/vc_column][\/vc_row]\n","protected":false},"excerpt":{"rendered":"<p>[vc_row type=&#8221;in_container&#8221; full_screen_row_position=&#8221;middle&#8221; column_margin=&#8221;default&#8221; column_direction=&#8221;default&#8221; column_direction_tablet=&#8221;default&#8221; column_direction_phone=&#8221;default&#8221; scene_position=&#8221;center&#8221; text_color=&#8221;dark&#8221; text_align=&#8221;left&#8221; row_border_radius=&#8221;none&#8221; row_border_radius_applies=&#8221;bg&#8221; overflow=&#8221;visible&#8221; overlay_strength=&#8221;0.3&#8243; gradient_direction=&#8221;left_to_right&#8221; shape_divider_position=&#8221;bottom&#8221; bg_image_animation=&#8221;none&#8221;][vc_column column_padding=&#8221;no-extra-padding&#8221; column_padding_tablet=&#8221;inherit&#8221; column_padding_phone=&#8221;inherit&#8221; column_padding_position=&#8221;all&#8221; column_element_spacing=&#8221;default&#8221; background_color_opacity=&#8221;1&#8243; background_hover_color_opacity=&#8221;1&#8243; column_shadow=&#8221;none&#8221; column_border_radius=&#8221;none&#8221; column_link_target=&#8221;_self&#8221; column_position=&#8221;default&#8221; gradient_direction=&#8221;left_to_right&#8221; overlay_strength=&#8221;0.3&#8243;&#8230;<\/p>\n","protected":false},"author":2,"featured_media":0,"parent":0,"menu_order":0,"comment_status":"closed","ping_status":"closed","template":"","meta":{"inline_featured_image":false,"footnotes":""},"_links":{"self":[{"href":"https:\/\/go-roto.com\/wp-json\/wp\/v2\/pages\/6766"}],"collection":[{"href":"https:\/\/go-roto.com\/wp-json\/wp\/v2\/pages"}],"about":[{"href":"https:\/\/go-roto.com\/wp-json\/wp\/v2\/types\/page"}],"author":[{"embeddable":true,"href":"https:\/\/go-roto.com\/wp-json\/wp\/v2\/users\/2"}],"replies":[{"embeddable":true,"href":"https:\/\/go-roto.com\/wp-json\/wp\/v2\/comments?post=6766"}],"version-history":[{"count":4,"href":"https:\/\/go-roto.com\/wp-json\/wp\/v2\/pages\/6766\/revisions"}],"predecessor-version":[{"id":7029,"href":"https:\/\/go-roto.com\/wp-json\/wp\/v2\/pages\/6766\/revisions\/7029"}],"wp:attachment":[{"href":"https:\/\/go-roto.com\/wp-json\/wp\/v2\/media?parent=6766"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}