Terms and Conditions

Joseph Eric Hill d/b/a SolidRide (“SolidRide”, “we”, “us”, or “our”) owns and operates the website located at https://solidride.com (the “Site”), as well as any mobile application or other online services that post or link to these Terms and Conditions, and all associated features, functionality, Content (as defined below), materials, and services (collectively, the “Services”). These Terms and Conditions (“Terms”) govern your access to and use of our Site and Services. Please read them carefully as they form a legally binding agreement between us and you.

We may provide additional terms to you that apply when you register for and/or purchase certain Services, including, without limitation our Guided Tours, (“Additional Terms”), and you acknowledge and agree your review of, and consent to, any such applicable Additional Terms. To the extent there is a conflict between these Terms and any Additional Terms, the Additional Terms will control unless the Additional Terms expressly state otherwise.

BY ACCESSING THE SITE OR USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU ACCEPT AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS THE SITE OR USE THE SERVICES.

1. Changes

We may modify or change these Terms from time to time in our sole discretion, effective immediately upon posting the revised Terms on the Site along with the effective date as indicated above in the Last Updated section. When you access and use the Site or Services after the updated Terms are posted, you signify your acceptance to the changes.

We may also modify, suspend, or discontinue, in whole or in part, the Site and Services at any time and without notice.

2. Privacy

Please review our Privacy Policy to understand our privacy practices when you access or use the Site and Services.

3. Ownership and License

SolidRide IP. As between us and you, the Site and Services, including, without limitation, the Content and all associated technology and intellectual property rights (collectively, “SolidRide IP”), are owned by or licensed to us and protected by U.S. and international copyright, trademark, trade dress, patent, and other intellectual property rights and laws.

Content. As used in these Terms, “Content” means information, materials, and files and available through the Site and Services including, without limitation, routes, directions, guides, maps, GPX files, GPS tracks and coordinates, graphics, photographs, logos, audio or video clips, data, other materials displayed on or available through the Site and the Services. No ownership rights or interests in the SolidRide IP are transferred to you, whether by estoppel, implication, or otherwise, except for the limited, express rights granted in these Terms.

Limited License. Subject to your compliance with these Terms, and your payment of any applicable fees, we grant you a limited, nonexclusive, revocable, non-assignable, and non-transferable license to access, display, view, and use the Site and the Services on an internet-enabled compatible devices and download our tour route files for your personal, noncommercial use only. Except as expressly provided in these Terms, no part of the Site or Services may be used, copied, reproduced, distributed, uploaded, posted, publicly displayed, translated, transmitted, broadcast, sold, licensed, or otherwise exploited for any purpose whatsoever. Any unauthorized use is prohibited and shall constitute an infringement of our and our licensor’s intellectual property and other proprietary rights.

Feedback. If you provide any ideas, comments, suggestions, or other feedback in connection with our Site and/or Services (collectively, “Feedback”), you agree to and do hereby assign to us all right, title, and interest in and to the Feedback, and we are free to use and exploit the Feedback for any purpose, without any restrictions or obligation of payment, attribution, or otherwise.

4. Accounts

To obtain a SolidRide tour route you must be at least 18 years of age and create an account via the Site (“Account”). You agree that all information provided to us and through the Site in connection with your Account will be true, accurate, and complete, and that you will maintain your Account with up-to-date information.

You are solely responsible for maintaining the confidentiality and security of your Account login information (i.e., username and password) and for all activities that occur under your Account on the Site and Services. You should not share or disclose your login information with anyone else.

You agree to notify us immediately of any unauthorized use of your Account or if you have reason to believe your Account has been compromised or any other breach of security has occurred.

If you violate these Terms, we reserve the right, in our sole discretion, to suspend or terminate your Account and/or your right to use the Services without prior notice or liability to you.

5. Purchases/Payments

When purchasing a tour or other Services through the Site, you must use a credit card or other payment method accepted by us (“Payment Method”). You represent and warrant that you have the right to use the Payment Method you provide and that your Payment Method has sufficient funds to complete the purchase. You authorize us and/or our third-party payment processor to charge you via the Payment Method that you provide through your Account or otherwise through the Site and/or Services for your purchases in the amounts specified at the time of the purchase. Should your provided Payment Method be declined for insufficient funds or any other reason, you will be solely responsible for all overdraft fees, chargeback fees, and/or penalties that may be
assessed by your payment provider and our third-party payment processor.

All purchases of self-guided tour routes are final and non-refundable. Please see our Additional Terms for Guided Tours for our cancellation and refund policy for such tours.

We utilize a third-party payment processor (“Third-Party Payment Processor”) to process your payments and your Payment Method and associate billing information is transmitted to and shared with such Third-Party Payment Processor. The Third-Party Payment Processor may impose its own terms and conditions on you with respect to the processing of your payments, which are independent of these Terms, and you agree to comply with all of those terms. We reserve the right at any time to change accepted payment methods and/or Third-Party Payment Processors.

6. Use/Restrictions

You agree that your use of the Site and Services, including our tour routes, will at all time comply with these Terms and all applicable laws and regulations. To use a tour route, you acknowledge and agree that you own or otherwise have the right to use a street legal, licensed, and insured motorcycle, and that you have and will maintain a US State Issued Driver’s license with Motorcycle Endorsement/Permit.

You agree that you will not, directly or indirectly:

• use the Site or Services in violation of these Terms;
• ∙copy, distribute, publicly perform or display, modify, or create derivative works of the Site or Services, or any portion thereof;
• share, distribute, resell, or publish our GPX downloadable files on the internet or offline;
• lease, lend, sell, redistribute, or sublicense any part of the Site or Services;
• circumvent any technological measure designed to protect the Site and Services or any associated technology or attempt to gain unauthorized access thereto;
• reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to the Site’s source code, in whole or in part;
• use the Site or Services (or any part thereof, including without limitation, the technology contained therein and Content) (a) to create malicious or abusive content (as determined by us in our sole discretion) or any content that violates these Terms; (b) in any manner that infringes, misappropriates, or otherwise violates any intellectual property right, right of privacy, right of publicity, or other right of any person, or that violates any applicable laws; or (c) to engage in spamming, phishing, or sending unsolicited messages, promotions, or advertisements;
• use automated tools, scripts, or other methods (e.g., robot scrapes or spiders) to scrape, data mine, or extract data from the Site or Services;
• engage in any activity that (a) is harmful to the Site, Services, other users or our business; or (b) is unlawful, false, inaccurate, misleading, offensive, obscene, lewd, violent, harassing, threatening, abusive, tortious, defamatory, invasive of another’s privacy, or are otherwise objectionable to us, in our sole discretion; or (c) damages, disables, overburdens, or impairs the Site or Services or interferes with any other user’s access to, use of and enjoyment thereof;
• impersonate another user or person, provide false or misleading information, or otherwise misrepresent your identity or affiliation.

7. User Content

The Site and/or Services may allow you and other users to create and share content (including images, photographs, videos, communications, reviews, and other information materials) (collectively, “User Content”). By creating and uploading User Content to the Site, you grant us and our designees an unrestricted, irrevocable, perpetual, assignable, sublicensable, non-exclusive, worldwide, royalty-free, and fully paid-up license under all intellectual property rights to use, reproduce, publicly display, publicly perform, publish, copy, edit, modify, translate, reformat, transmit, distribute, prepare derivative works of, and commercialize, in any media known or hereinafter developed, your User Content, with or without attribution, in any form or manner for any lawful purpose, without compensation to you.

By uploading and/or posting User Content to the Site or Services, you hereby represent and warrant: (a) that you own or have the full legal right to so use your User Content and grant SolidRide the rights described above, (b) your User Content is not confidential or proprietary to any third party; (c) your User Content does not violate any law, regulation, or contractual restriction; (d) your User Content does not infringe the intellectual property rights, privacy rights, publicity rights, or other legal rights of any person or third party; and (e) you are fully responsible for your User Content, which must comply with these Terms.

We are not responsible, or liable to you, any user, or third party, for the content, reliability, legality, or accuracy of any User Content. Use of User Content is at your own risk.

We neither actively monitor nor exercise editorial control over any User Content. However, we reserve the right to monitor such User Content or other use at any time as we deem appropriate and to remove any User Content or other materials that, in our sole discretion, may be illegal, may subject us to liability, may violate these Terms, or are inconsistent with our intended purposes for the Site and the Services.

8. Third Party Websites

The Site and Services may include links to external websites or social media platforms that we neither operate nor oversee (“Third-Party Sites“). Your use of Third-Party Sites is subject to the terms and conditions of such other sites. We do not endorse or sponsor any Third-Party Sites, nor do we make any representations or warranties regarding them. Links to Third-Party Sites on our Site are provided solely for your convenience. By accessing any Third-Party Sites, you assume all associated risks and release us from any claims concerning the Third-Party Sites or our links to them.

9. Consent to Electronic Communications

By using the Site and Services, you agree that we may communicate with you electronically regarding Account registration, payments, security, administrative issues and other relevant information relating to your Account and/or use of the Site and Services. You further agree that any notices, agreements, disclosures, or other messages that we send to you by electronic means shall satisfy any legal requirements that such communications be in writing. To the extent permitted by applicable law, you agree that any time you electronically transact, agree, or consent via the Site or Services, it is intended to be an electronic signature which binds you as if you had signed on paper.

10. Disclaimer of Warranties

You acknowledge and agree that motorcycling is extremely dangerous and that it is your responsibility to ride safely within your own capabilities, abide by all laws, and comply with all posted signs and notices. Designation of a road, trail, or area on a self-guided tour does not indicate that the land is passable, actively maintained, or safe for travel.

USE OF THE SITE AND SERVICES, INCLUDING ALL CONTENT (i.e., SELF-GUIDED ROUTES, GPX FILES, AND GUIDED TOURS), IS SOLELY AT YOUR OWN RISK. THE SITE AND THE SERVICES, INCLUDING ALL CONTENT, ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT.

WE DO NOT REPRESENT, WARRANT OR COVENANT THAT THE SITE AND/OR SERVICES, INCLUDING CONTENT, ARE OR WILL BE ACCURATE, CURRENT, COMPLETE, SECURE, ERROR-FREE, OR AVAILABLE ON AN UNINTERRUPTED BASIS, THAT ERRORS OR DEFECTS WILL BE IDENTIFIED OR CORRECTED, OR THAT THE SITE AND SERVICES ARE FREE OF VIRUSES OR OTHER DISABLING DEVICES OR HARMFUL COMPONENTS. YOU ASSUME THE RISK OF ANY AND ALL DAMAGE OR LOSS FROM USE OF, OR INABILITY TO USE, THE SITE OR THE SERVICES. WE MAKE NO WARRANTY THAT THE SITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS.

If you are dissatisfied with the Site or the Services, your sole remedy is to discontinue using the Site and the Services.

Some jurisdictions limit or do not allow the disclaimer of implied or other warranties, so the above disclaimers may not apply to the extent that such jurisdictions’ laws are applicable.

11. Indemnification

You agree that you will be responsible for your use of the Site and Services, and you further agree to defend, indemnify and hold us and our officers, directors, employees, agents, contractors, and volunteers (the “SolidRide Parties”) harmless from and against any claims, liabilities, damages, losses, costs and expenses, including without limitation, reasonable attorney’s fees and costs, arising out of or in any way connected with your (a) use of the Site or Services; (b) breach or violation of these Terms; or (c) violation of any law, rule, or regulation. The SolidRide Parties’ reserve the right, at their own cost, to take on the exclusive defense and control of any matter subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with the SolidRide Parties’ defense of that claim. You will not in any event settle any claim without the prior written consent of the SolidRide Parties.

12. Limitation of Liability

You acknowledge and agree that in no event shall SolidRide be held liable for any damages to person or property (including, injury or death) or any errors or omissions that may occur in downloading a SolidRide self-guided route as GPX file and in using any of the information contained in the route.

To the fullest extent permitted by law, in no event shall we, our business partners and service providers be liable to you or any third party for any direct, indirect, consequential, incidental, punitive, special, or similar damages or costs (including, but not limited to, personal injury, including death, and property damages) arising out of or in connection with these Terms, the Site, or the Services, even if we were advised, knew, or should have known of the possibility of such damages or costs.

Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.

Without limiting any of the foregoing, to the fullest extent permitted by law, if we are found liable to you or any third party as a result of any claims or other matters arising under or in connection with these Terms, the Site, or the Services, our cumulative, aggregate, and total liability for all such claims and other matters, regardless of the forum and regardless of whether any action or claim is based on contract, tort, or otherwise, shall not exceed the greater of the total amount paid by you to us for the affected Services during the previous 12 months.

This limitation of liability reflects the allocation of risk between you and us, and will survive and apply even if any limited remedy specified in these Terms is found to have failed its essential purpose.

13.Governing Law; Binding Individual Arbitration Agreement; Class Action Waiver

Please read this section carefully. It affects your legal rights, including your right to file a lawsuit in court.

Governing Law. These Terms and any and all disputes, claims, or controversies between you and us arising out of or relating to these Terms, the Site, the Services, our Privacy Policy, or any other aspect of the relationship between you and us, (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory) (collectively, “Disputes”) are governed by, and will be interpreted in accordance with, the laws of the State of Colorado, USA without regard to any conflict of laws provisions. Furthermore, the below Arbitration Agreement is governed by the Federal Arbitration Act (9 U.S.C. § 1 et seq.) (“FAA”), including its procedural provisions, in all respects. This means that the FAA governs, among other things, the interpretation and enforcement of the Arbitration Agreement set forth in this Section.

Arbitration Agreement. By agreeing to these Terms and unless you exercise your right to opt-out of arbitration as set forth below, you agree that you are required to resolve any Dispute that you may have against SolidRide on an individual basis in binding arbitration as set forth in this Section (“Arbitration Agreement”), and not as a class, collective, coordinated, consolidated, mass and/or representative action. Binding arbitration is a procedure in which a dispute is submitted to one or more arbitrators who make a binding decision on the dispute. In choosing binding arbitration, you and SolidRide are opting for a private dispute resolution procedure where you agree to accept the arbitrator’s decision as final instead of going to court. You and SolidRide are each waiving your right to a jury trial.

Mandatory Informal Dispute Resolution. We hope that no Disputes arise between us; however, in that event the one does, we both recognize and agree that good faith, informal efforts to resolve Disputes often result in prompt, low-cost, and mutually beneficial outcomes. Therefore, we each agree that before either of us may commence an arbitration or file an action in small claims court as permitted herein, we will engage in the following mandatory informal resolution process (the “Resolution Process” or “Process”). To initiate this Process, the party with a Dispute must first give written notice to the other, which includes a description of the Dispute, the resolution requested, and if represented by counsel, the name and contact information for such party’s counsel. Upon receipt of such written notice, the parties agree to confer first in writing, and then if requested by either party, via teleconference or videoconference, in a good faith effort to informally resolve the Dispute. If either party is represented by counsel, that counsel may participate. All offers, promises, conduct, and statements made in the course of the Process by either party, its agents, employees, and attorneys are confidential and not admissible for any purpose in any subsequent proceeding, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the Process. The Process must occur within sixty (60) days of receipt of the written notice of the Dispute, unless an extension is mutually agreed upon by the parties. However, if a party is seeking injunctive relief on an emergency basis (for example, a preliminary injunction or temporary restraining order), the Process with respect to that relief shall occur within three (3) business days of receipt of the written notice of the Dispute, unless an extension is mutually agreed upon by the parties. Any statute of limitations will be tolled while the parties engage in the Resolution Process described in this section. If, after participating in the Resolution Process, the parties have been unable to resolve the Dispute, either party may commence arbitration pursuant to these Terms. SolidRide and you understand and agree that any Dispute that has not first been subject to the
Resolution Process (a) shall not be accepted by the arbitration provider, and shall be deemed frivolous under Federal Rule of Civil Procedure 18.2; (b) the arbitrator may allocate any arbitration fees and/or costs to any party that files a frivolous claim in violation of this Section; and (c) shall be subject to dismissal if asserted in court. If a Dispute involves a claim that asserts infringement of patent, copyright, trademark, or trade secret rights, SolidRide and you are not required to participate in the Information Process set forth in this Section.

Arbitration Procedures. The American Arbitration Association (“AAA”) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in the United States in Broomfield, Colorado. The arbitrator, and not any federal or state court, shall have exclusive authority to resolve any Dispute arising out of or relating to the interpretation, applicability, arbitrability, enforceability, or formation of these Terms. To the extent that the arbitrator deems reasonable, the arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances. Arbitration proceedings will be conducted in English and in a manner that preserves confidentiality. The arbitrator’s decision will follow the plain meaning of the relevant documents and will be final and binding and may be entered thereafter by any court of competent jurisdiction. The arbitrator shall not be empowered to award punitive or exemplary damages to any party, except where permitted by statue, and the parties waive any right to recover such damages. The AAA rules will govern payment of all arbitration fees.

Exceptions to Agreement to Arbitrate. Without first engaging in arbitration, you or SolidRide may bring a lawsuit for injunctive relief solely for infringement or misappropriation of intellectual property rights (e.g., trademark, trade secret, copyright, or patent rights), and also, in the case of SolidRide, to stop unauthorized use or abuse of the Site or Services.

Right to Opt-out of Arbitration. You can choose to reject the Arbitration Agreement by sending us a written opt-out notice (“Opt-Out Notice”) within 30 days following the date you first agree to these Terms via the Contact Information set forth below. If mailed, the Opt-Out Notice must be postmarked no later than 30 days following the date you first agree to these Terms. To be effective, the Opt-Out Notice must contain your name, address, and signature. If you opt-out of the Arbitration Agreement, all other parts of these Terms will continue to apply to you.

No Class Actions. You agree that all Disputes with SolidRide must be resolved on an individual basis, and that you shall not bring a claim for any Dispute as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not permitted under these Terms.

Judicial Forum for Disputes. In the event that the Arbitration Agreement is found not to apply to you or your claim, you and SolidRide agree (a) that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts in Broomfield, Colorado, and expressly consent to exclusive venue and personal jurisdiction there, (b) to waive any claims or defenses that venue is improper for any reason in these courts; and (c) to waive your right to a jury trial.

Time Limitation on Claims. Regardless of any statute or law to the contrary, any Dispute must be filed within one (1) year after such claim or cause of action arose, or else that claim or cause of action will be barred forever.

Survival/Severability. The provisions set forth in this Section shall survive the termination of these Terms. If any portion of this Section is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant this Section; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.

14. General

These Terms and any applicable Additional Terms (as may be revised and amended from time to time according to their respective terms) constitute the entire agreement with respect to your access to the Site and your use of the Services. Except as expressly provided for herein, these Terms do not confer any rights, remedies, or benefits upon any person or entity other than you and SolidRide and its licensors. SolidRide may assign its rights and duties under these Terms at any time to any third party without notice. You may not assign these Terms or your Account without
SolidRide’s express prior written consent. These Terms shall be binding on and inure to the benefit of the parties hereto and their respective successors and assigns. To the extent any portion of these Terms shall be determined to be unenforceable by a court of competent jurisdiction, such portion will be modified by the court solely to the extent necessary to cause such portion to be enforceable, and these Terms as so modified will remain in full force and effect. Any waiver of any provisions contained in these Terms shall not be deemed to be a waiver of any other right, term, or provision of these Terms. Any rights not expressly granted herein are reserved. Neither these Terms, nor your access to the Site or your use of the Services, create any partnership, joint venture, employment, or other agency relationship between SolidRide and you. You may not enter into any contract on behalf of SolidRide or bind SolidRide in any way.

15. Contact Information

If you have any comments, questions, or concerns, regarding SolidRide, these Terms, the Site, or the Services, please contact us at:

SolidRide
8181 Arista Place, Suite 100
Broomfield, CO 80020
dispatch@solidride.com