Organiser Terms of Service

IMPORTANT LEGAL NOTICE

ATTENTION: THIS LEGAL NOTICE APPLIES TO THE ENTIRE CONTENTS OF THIS WEBSITE UNDER THE DOMAIN NAME WWW.RIDERHQ.COM ("WEBSITE") AND TO ANY CORRESPONDENCE BY E-MAIL BETWEEN US AND YOU. PLEASE READ THESE TERMS CAREFULLY BEFORE USING THIS WEBSITE. USING THIS WEBSITE INDICATES THAT YOU ACCEPT THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, DO NOT USE THIS WEBSITE. THIS NOTICE IS ISSUED BY RIDERHQ LIMITED ("THE COMPANY").

1. INTRODUCTION

1.1 By accessing any part of this Website, you shall be deemed to have accepted this legal notice in full. If you do not accept this legal notice in full, you must leave this Website immediately.
1.2 The Company may revise this legal notice at any time by updating this posting. You should check this Website from time to time to review the then current legal notice, because it is binding on you. Certain provisions of this legal notice may be superseded by expressly designated legal notices or terms located on particular pages at this Website.

2. COPYRIGHT NOTICE AND LIMITED LICENCE

2.1 Unless otherwise stated, the copyright and other intellectual property rights in all material on this Website (including without limitation photographs and graphical images) are owned by the Company or its licensors. For the purposes of this legal notice, any use of extracts from this Website other than in accordance with paragraph 2.2 below for any purpose is prohibited. If you breach any of the terms in this legal notice, your permission to use this Website automatically terminates and you must immediately destroy any downloaded or printed extracts from this Website.
2.2 You are permitted to print and download extracts from this Website for your own use on the following basis:
(a) no documents or related graphics on this Website are modified in any way;
(b) no graphics on this Website are used separately from accompanying text; and
(c) the Company?s copyright and trade mark notices and this permission notice appear in all copies
.
2.3 Any rights not expressly granted in these terms are reserved.

3. LINKS FROM OTHER WEBSITES

3.1 If you would like to link to this Website, you may only do so subject to the following conditions:
(a) you do not remove, distort or otherwise alter the size or appearance of the Company or Website logo;
(b) you do not create a frame or any other browser or border environment around this Website;
(c) you do not in any way imply that the Company or Website is endorsing any products or services other than its own;
(d) you do not misrepresent your relationship with the Company or Website nor present any other false information about the Company or Website;
(e) you do not otherwise use any of the Company?s trade marks displayed on this Website without express written permission from the Company;
(f) your website does not contain content that is distasteful, offensive or controversial, infringes any intellectual property rights or other rights of any other person or otherwise does not comply with all applicable laws and regulations.
3.2 The Company expressly reserves the right to revoke the right granted in paragraph 4.1 for breach of these terms and to take any action it deems appropriate.
3.3 You shall fully indemnify the Company for any loss or damage suffered by the Company or any of its group companies for breach of paragraph 4.1.

4. DISCLAIMER

4.1 While the Company endeavours to ensure that the information on this Website is correct, the Company does not warrant the accuracy and completeness of the material on this Website. The Company may make changes to the material on this Website, or to the products described in it, at any time without notice. The material on this Website may be out of date, and the Company makes no commitment to update such material.
4.2 The material on this Website is provided ?as is? without any conditions, warranties or other terms of any kind. Accordingly, to the maximum extent permitted by law, the Company provides you with this Website on the basis that the Company excludes all representations, warranties, conditions and other terms (including, without limitation, the conditions implied by law of satisfactory quality, fitness for purpose and the use of reasonable care and skill) which but for this legal notice might have effect in relation to this Website.
4.3 We can not control the content or take responsibilities for pages maintained by external providers/organisations that can be accessed through our site.
4.4 Any external products and services listed do not necessarily carry the endorsement of the Company or imply a recommendation.

5. LIABILITY

5.1 The Company and the officers, directors, employees, shareholders or agents of the Company, exclude all liability and responsibility for any amount or kind of loss or damage that may result to you or a third party (including without limitation, any direct, indirect, punitive or consequential loss or damages, or any loss of income, profits, goodwill, data, contracts, use of money, or loss or damages arising from or connected in any way to business interruption, and whether in tort (including without limitation negligence), contract or otherwise) in connection with this Website in any way or in connection with the use, inability to use or the results of use of this Website, any websites linked to this Website or the material on such websites, including but not limited to loss or damage due to viruses that may infect your computer equipment, software, data or other property on account of your access to, use of, or browsing this Website or your downloading of any material from this Website or any websites linked to this Website.
5.2 If your use of material on this Website results in the need for servicing, repair or correction of equipment, software or data, you assume all costs thereof.

6. GOVERNING LAW AND JURISDICTION

This legal notice shall be governed by and construed in accordance with English law. Disputes arising in connection with this legal notice shall be subject to the exclusive jurisdiction of the English courts.

7. THE SERVICES

7.1 The Company hereby grants you a non-exclusive, non-transferable, non-sublicensable right to access and use the Services solely for the purposes of creating an event page with respect to, and promoting, managing, tracking, and collecting event registration fees for, an event that you have registered on the Site, in each case (i) in compliance with this TOS, and (ii) to the extent permitted under all applicable laws and regulations (foreign and domestic). Notwithstanding the foregoing, you shall not, and shall not permit anyone else to, directly or indirectly: (i) modify, reproduce or otherwise create derivatives of any part of the Services or Site Content (as defined below); (ii) rent, lease, resell, distribute or use the Services for timesharing, service bureau, or commercial purposes (except for the limited commercial purpose of collecting event registration fees through the Site as an Organiser in accordance with this TOS); or (iv) remove or alter any proprietary notices or labels on or in the Services or Site Content.

8. PAYMENT PROCESSING

8.1 The Company will collect all Event Registration Fees on behalf of the Organiser from Buyers and deduct all applicable Services Fees from the Event Registration Fees collected by The Company, and then pass the remainder along to the Organiser within five (5) business days after the event end date for the event to which the Event Registration Fees correspond (either by sending a cheque or through an electronic funds transfer, depending on the option the Organiser has chosen through using the Site, to the address or account, respectively, that the Organiser accurately designates on the Site), The Company reserves the right to withhold funds (i) at any time as The Company determines to be necessary for the processing and settlement of all refunds, disputed charges, chargebacks, customer complaints, allegations of fraud, and other discrepancies and (ii) as otherwise permitted pursuant to this TOS. The Company, in its sole discretion, may determine to advance a portion of Event Registration Fees to Organiser prior to the period set forth above, on such terms and conditions as The Company may establish from time to time. Organiser agrees that all Event Registration Fees for a given event are earned by Organiser only following conclusion of the applicable event and all Event Registration Fees ultimately due will be net of all Service Fees, refunds, disputed charges, chargebacks and other deductions, whether due to customer complaints, allegations of fraud, discrepancies related to the applicable event or otherwise. No payments shall be made to an Organiser from The Company with respect to any event that is cancelled. If payments have already been made by The Company to an Organiser for a cancelled event, such Organiser will immediately refund to The Company all such payments upon cancellation of such event. ORGANISER AGREES THAT ANY PAYMENT BY THE COMPANY OF EVENT REGISTRATION FEES PRIOR TO THE FIFTH (5TH) BUSINESS DAY AFTER THE END DATE OF THE APPLICABLE EVENT ARE MERELY ADVANCES OF AMOUNTS THAT MAY BECOME DUE TO ORGANISER UNDER THIS TOS AND THAT THE COMPANY MAY DEMAND SUCH ADVANCES BACK (FROM TIME TO TIME IN ITS SOLE DISCRETION), AND ORGANISER SHALL THEREUPON PROMPTLY (AND IN ANY CASE WITHIN FIVE (5) BUSINESS DAYS AFTER SUCH DEMAND) PAY BACK TO THE COMPANY SUCH ADVANCE OR ANY PORTION THEREOF DEMANDED BY THE COMPANY
8.2 Any credit card chargebacks initiated by a Buyer for any reason with respect to an event shall be charged back to the Organiser of such event. All communications and disputes regarding chargebacks are between the Organiser and Buyer, and The Company will not be responsible or liable in any way for, and Organiser hereby agrees to fully indemnify The Company and its affiliates for chargebacks issued in the course of the use of the Site.
8.3 It is the responsibility of the Organiser to communicate its refund policy to Buyers and to issue refunds to Buyers via the Site. An Organiser shall ensure that its refund policy is consistent with the terms of this TOS and the payment and refund mechanics of the Site. The Site permits an Organiser to issue refunds to Buyers, provided the refund is issued by Organiser before ninety-six (96) hours after the end date of an event and within six (6) months after the transaction date for the underlying Event Registration Fee purchase. Refunds issued following such period will not be processed through the Site, unless otherwise agreed to by The Company in its sole discretion. Subject to the foregoing, refunds issued by an Organiser will be processed within thirty (30) days after Organiser instructs the issuance of the refunds via the Site. All communications or disputes regarding refunds are between the Organiser and Buyer, and The Company will not be responsible or liable for, and Organiser hereby agrees to fully indemnify The Company and its affiliates for refunds, errors in issuing refunds, or lack of refunds. Notwithstanding the foregoing, you acknowledge and agree that The Company shall have the right to force a refund of any or all tickets at any time for any reason or no reason, including without limitation if The Company receives complaints from a substantial number (as determined by The Company in its sole discretion) of Buyers with respect to the applicable event or another event held by Organiser, or The Company determines in its sole discretion that Organiser has engaged in any fraudulent activity or made any misrepresentations. Further, if one or more Buyer(s) request a refund, whether due to a cancelled event or for any other reason where The Company would reasonably expect to lose a chargeback, The Company may, in its sole discretion, issue such refund to such Buyer(s), and Organiser shall then owe the amount of such refund to The Company.
8.4 Upon receipt of a credit card authorisation from each individual ticket purchase, The Company generates a confirmation message and issues a unique confirmation number. You agree to unconditionally accept, honour and fulfill all Event Registration Fee commitments that have been confirmed by The Company through the Services, and it is your responsibility to verify the Buyer's membership status, confirmation number and/or any event restrictions prior to the subject event.
8.5 (i) You are solely responsible for determining which, if any, sales, use, amusement, value added, consumption, excise and other taxes, duties, levies and charges (collectively, "Taxes") apply to your use of the Services and for collecting, remitting and reporting the correct amounts of all such Taxes to the applicable governmental authorities, even if The Company provides you with tools that assist you in doing so. The Company does not represent or warrant that any tax tools will meet all tax requirements that may be applicable to you. The Company cannot give you legal or tax advice, so please be sure to check with your own tax adviser about any applicable Taxes. In the event that a government authority requires The Company to pay any Taxes attributable to your use of the Services, you agree to indemnify and reimburse The Company for such Taxes and all costs and expenses related thereto. (ii) All Service Fees charged by The Company do not include any Taxes except to the extent that a Tax is expressly set forth in the applicable invoice or billing statement, and you agree to pay any Taxes that are imposed and payable on such Service Fees (other than those calculated based on The Company'S net income) to The Company. (iii) The Company reserves the right to withhold the payment of any amounts owed to you hereunder if The Company suspects or determines that such amounts have been generated in (A) a fraudulent manner, (B) violation of this TOS or (C) violation of any applicable laws or regulations (foreign or domestic), or if The Company is required to do so by applicable laws or regulations (foreign or domestic). Such withholding may be temporary or permanent (as determined by The Company).

9. YOUR OBLIGATIONS

9.1 (To be a registered user of the Services as an Organiser you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Site registration form (the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or The Company has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, The Company has the right to suspend or terminate all of your accounts and refuse any and all of your current or future use of the Services (or any portion thereof). The Company is concerned about the safety and privacy of all its users. You must be at least 18 years of age, or the legal age of majority where you reside if that jurisdiction has an older age of majority, to register for an account.
9.2 As part of the Site registration process, you will create a password and account. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your account, including, without limitation, all actions by sub-users registered under your account. You agree to (a) immediately notify The Company of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. The Company cannot and will not be liable for any loss, damage or other liability arising from your failure to comply with this Section or from any unauthorized access to or use of your account. In the event of any dispute between two or more parties as to account ownership, you agree that The Company shall be the sole arbiter of such dispute in its sole discretion and that The Company'S decision (which may include termination or suspension of any account subject to dispute) shall be final and binding on all parties.
9.3 The Company, in its sole discretion, may terminate your password, accounts (or any part thereof) and/or your right to use the Services, and remove and discard any and all of Your Content within the Services, at any time for any reason or no reason, including, without limitation, for lack of use, failure to timely pay any fees or other monies due The Company, or if The Company believes that you have violated or acted inconsistently with the letter or spirit of this TOS. You agree that any termination of your right to use the Services may be effected without prior notice, and acknowledge and agree that The Company may immediately deactivate or delete your account and all related Content and files related to your account and/or bar any further access to such files or the Services. Further, you agree that The Company shall not be liable to you or any third-party for any termination of your right to use or otherwise access the Services. All provisions of this TOS that by their nature should survive termination of your right to use the Services shall survive (including, without limitation, all limitations on liability, releases, indemnification obligations, disclaimers of warranties, and intellectual property protections and licences).

10. CONDUCT

10.1 You acknowledge and agree that if you contribute, provide or make available any Content to the Site ("Your Content"), you hereby grant to The Company a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, sublicensable (through multiple tiers) right and licence to use, reproduce, adapt, modify, distribute, translate, publish, create derivative works based on, perform, display and otherwise exploit Your Content, in whole or in part, in any media now known or hereafter developed, for any purpose whatsoever. You represent and warrant that you have all the rights, power and authority necessary to grant the foregoing licence, and that all Your Content (i) does not infringe, violate, misappropriate or otherwise conflict with the rights of any third party, and (ii) complies with all applicable laws and regulations (foreign and domestic). In addition, Your Content must be accurate and truthful. The Company reserves the right to remove any of Your Content from the Site at any time if The Company believes in its sole discretion that it does not comply with this TOS. In addition, you agree that The Company may use your name and logo (whether or not you have made it available through the Site) for the purpose of identifying you as an existing or past customer of The Company both on the Site and in marketing and promotional materials.
10.2 You understand that you are liable for all Content, in whatever form, that you provide or otherwise make available to or through the Services, including to Buyers and other users of the Services. You agree not to use the Services to: (i) upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; (ii) harm minors in any way; (iii) facilitate gambling, gaming, lotteries, raffles, contests, sweepstakes and/or any other activity featuring the award of a prize (iv) impersonate any person or entity, including, but not limited to, an The Company representative or forum leader, or falsely state or otherwise misrepresent your affiliation with a person or entity; (v) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Services; (vi) upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (vii) upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other intellectual property or proprietary rights of any person or entity; (viii) upload, post, email, transmit or otherwise make available any Content related to the sale or provision of goods and services other than the sale or provision of tickets and registrations to events listed on the Site and other goods and services being sold or provided in conjunction with such events; (ix) upload, post, email, transmit or otherwise make available any Content that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or to otherwise interact with the Services in a manner not permitted by this TOS or expressly authorized by The Company (x) interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services; (xi) intentionally or unintentionally violate any applicable law or regulation (foreign or domestic)
10.3 You acknowledge that The Company does not pre-screen any Content provided or made available by you or any third party in connection with the Services, but that The Company and its designees shall have the right (but not the obligation) in their sole discretion to (i) monitor, alter, edit, or remove any of your Content, in whole or in part, and/or (ii) rescind and terminate your right to use the Services at any time (with or without notice) for any reason or no reason. You acknowledge and agree that The Company may preserve your Content and may also disclose your Content for any reason, including without limitation if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce this TOS; (c) respond to claims that any of your Content violates the rights of third parties; and/or (d) protect the rights, property, or personal safety of The Company, its users and/or the public. You understand that the technical processing and transmission of the Services, including Your Content, may involve (i) transmissions over various networks; and/or (ii) changes to conform and adapt to technical requirements of connecting networks or devices.

11. INDEMNITY

11.1 You agree to defend, indemnify and hold The Company, and its affiliates, and each of its and their respective officers, directors, agents, co-branders, other partners, and employees, harmless from any and all damage (whether direct, indirect, incidental, consequential or otherwise), loss, liability, cost and expense (including, without limitation, reasonable legal and accounting fees) resulting from any claim, demand, suit, proceeding (whether before an arbitrator, court, mediator or otherwise), or investigation made by any third party (each a "Claim") due to or arising out of: your Content; your or any of your affiliates, or any of your or your affiliates officers, directors, agents or employees, use of, contribution to or connection with the Services or violation of any rights of another; your event(s); and/or your violation of this TOS. The Company shall provide notice to you of any such Claim, provided that the failure or delay by The Company in providing such notice shall not limit your obligations hereunder. The Company reserves the right to assume the exclusive defence and control of any matter which is subject to indemnification under this Section, and in such case, you agree to cooperate with all reasonable requests in assisting The Company's defence of such matter.

12. DATA PROCESSING

12.1 You agree that you will comply with your obligations under all applicable laws and regulations relating to the processing of personal data and privacy in the UK. You warrant and represent that all instructions provided to The Company in relation to the processing of personal data are lawful and shall include: (a) The nature and purpose of the processing of the your customers' data; (b) The types of personal data to be processed; and (c) The categories of data subjects to whom the personal data relates. You acknowledge and accept that processing of EEA resident personal data shall be lawful only if and to the extent that at least one of the following conditions applies: (a) the Data Subject has given consent to the processing of his or her Personal Data for one or more specific purposes; (b)processing is necessary for the performance of a contract to which the Data Subject is party or in order to take steps at the request of the Data Subject prior to entering into a contract; (c) processing is necessary for compliance with a legal obligation to which you are subject; (d) processing is necessary in order to protect the vital interests of the Data Subject or of another natural person; (e) processing is necessary for the performance of a task carried out in the public interest or in the exercise of official authority vested in the Controller; or (f) processing is necessary for the purposes of the legitimate interests pursued by you or by a third party, except where such interests are overridden by the interests or fundamental rights and freedoms of the Data Subject which require protection of Personal Data, in particular where the Data Subject is a minor.
12.2 You provide your consent for The Company in its role as data processor to use sub-processors in the delivery and performance of the Service. Where The Company uses third party data suppliers and where they are acting as a sub-processor The Company shall in relation to EEA resident personal data, place the equivalent data protection obligations as those set out in this Agreement to the extent applicable to the nature of the services provided by such Sub-processor, in particular providing sufficient guarantees to implement appropriate technical and organisational measures in such a manner that the processing will meet the requirements of the GDPR.
12.3 The Company shall not cause or permit any data belonging to an EEA resident to be transferred outside of the EEA unless such transfer is necessary for the purposes of The Company carrying out its obligations under the Agreement.

Company Registration No. 4914822